Guarantor Covenants. Each Guarantor shall take such action as the Borrower is required by this Agreement to cause such Guarantor to take, and shall refrain from taking such action as the Borrower is required by this Agreement to prohibit such Guarantor from taking. This Credit Agreement is entered into between us for the uses and purposes hereinabove set forth as of the date first above written. Signature Page “Borrower” Whitestone REIT Operating Partnership, L.P. By: Whitestone REIT Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer “Administrative Agent and L/C Issuer” Bank of Montreal, as L/C Issuer and as Administrative Agent By /s/ Xxxxx Xxxxx Name Xxxxx Xxxxx Title Vice President “Lenders” Bank of Montreal, as a Lender By /s/ Xxxxx Xxxxx Name Xxxxx Xxxxx Title Vice President Capital One, N.A., as a Lender By /s/Xxxxxx Xxxxxx Name Xxxxxx Xxxxxx Title Vice President MidFirst Bank, as a Lender By /s/ Xxxx X. Xxxxxx Name Xxxx X. Xxxxxx Title First Vice President U.S. Bank National Association, as a Lender By /s/ Xxxxxxx Xxxxxxxxxx Name Xxxxxxx Xxxxxxxxxx Title SVP Xxxxx Fargo Bank, National Association, as a Lender By /s/ Xxxx Xxxxxxx Name Xxxx Xxxxxxx Title Vice President “Guarantors” Whitestone REIT By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone REIT Operating Partnership III LP By: Whitestone REIT Operating Partnership III GP, LLC Its: General Partner By: Whitestone REIT Operating Partnership, L.P. Its: Sole Member By: Whitestone REIT Its: Sole Member By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Terravita Marketplace, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Ahwatukee Plaza, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Shops At Starwood, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Exhibit A Notice of Payment Request [Date] [Name of Lender] [Address] Attention: Reference is made to the Credit Agreement, dated as of February 27, 2012, among Whitestone REIT Operating Partnership, L.P., the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and Bank of Montreal, as Administrative Agent (as extended, renewed, amended or restated from time to time, the “Credit Agreement”). Capitalized terms used herein and not defined herein have the meanings assigned to them in the Credit Agreement. [The Borrower has failed to pay its Reimbursement Obligation in the amount of $____________. Your Revolver Percentage of the unpaid Reimbursement Obligation is $_____________] or [__________________________ has been required to return a payment by the Borrower of a Reimbursement Obligation in the amount of $_______________. Your Revolver Percentage of the returned Reimbursement Obligation is $_______________.] Very truly yours, Bank of Montreal, as L/C Issuer By Name Title Exhibit B Notice of Borrowing Date: , ____ To: Bank of Montreal, as Administrative Agent for the Lenders from time to time parties to the Credit Agreement dated as of February 27, 2012 (as extended, renewed, amended or restated from time to time, the “Credit Agreement”), among Whitestone REIT Operating Partnership, L.P., certain Guarantors which are signatories thereto, certain Lenders which are from time to time parties thereto, and Bank of Montreal, as Administrative Agent Ladies and Gentlemen: The undersigned, Whitestone REIT Operating Partnership, L.P. (the “Borrower”), refers to the Credit Agreement, the terms defined therein being used herein as therein defined, and hereby gives you notice irrevocably, pursuant to Section 1.6 of the Credit Agreement, of the Borrowing specified below:
Appears in 2 contracts
Samples: Credit Agreement (Whitestone REIT), Credit Agreement (Whitestone REIT Operating Partnership, L.P.)
Guarantor Covenants. Each Guarantor shall take such action as the Borrower is required by this Agreement to cause such Guarantor to take, and shall refrain from taking such action as the Borrower is required by this Agreement to prohibit such Guarantor from taking. Table of Contents This Credit Agreement is entered into between us for the uses and purposes hereinabove set forth as of the date first above written. Signature Page “Borrower” Whitestone REIT Operating PartnershipAmerican CyberSystems, L.P. By: Whitestone REIT Its: General Partner Inc. By /s/Xxxx X. Xxx /s/ Xxxxx Xxxxxxx Name Xxxx X. Xxx Xxxxx Xxxxxxx Title Corporate Secretary & Chief Operating Executive Officer “Administrative Agent and L/C IssuerGuarantors” Bank ACS Global Sourcing, Inc. By /s/ Xxxxx Xxxxxxx Name Xxxxx Xxxxxxx Title Chief Executive Officer ACS Merger Corp. By /s/ Xxxxx Xxxxxxx Name Xxxxx Xxxxxxx Title Chief Executive Officer HireGenics Inc. By /s/ Xxxxx Xxxxxxx Name Xxxxx Xxxxxxx Title Chief Executive Officer MassGenics Incorporated By /s/ Xxxxx Xxxxxxx Name Xxxxx Xxxxxxx Title Chief Executive Officer Proficient Business Systems, Inc. By /s/ Xxx XxXxxx Name Xxx XxXxxx Title Chief Executive Officer (Signature Page 1 to Credit Agreement) Table of MontrealContents TechGenics Inc. By /s/ Xxxxx Xxxxxxx Name Xxxxx Xxxxxxx Title Chief Executive Officer VersoGenics Inc. By /s/ Xxxxx Xxxxxxx Name Xxxxx Xxxxxxx Title Chief Executive Officer (Signature Page 2 to Credit Agreement) Table of Contents “Lenders” Fifth Third Bank, an Ohio banking corporation, as a Lender, as L/C Issuer Issuer, and as Administrative Agent By /s/ Xxxxx Xxxxx Xxxxxxxx Xxxx Name Xxxxx Xxxxx Xxxxxxxx Xxxx Title Vice President “Lenders” Bank of Montreal, as a Lender By /s/ Xxxxx Xxxxx Name Xxxxx Xxxxx Title Vice President Capital One, N.A., as a Lender By /s/Xxxxxx Xxxxxx Name Xxxxxx Xxxxxx Title Vice President MidFirst Bank, as a Lender By /s/ Xxxx X. Xxxxxx Name Xxxx X. Xxxxxx Title First Vice President U.S. Bank National Association, as a Lender By /s/ Xxxxxxx Xxxxxxxxxx Name Xxxxxxx Xxxxxxxxxx Title SVP Xxxxx Fargo Bank, National Association, as a Lender By /s/ Xxxx Xxxxxxx Name Xxxx Xxxxxxx Title Vice President “Guarantors” Whitestone REIT By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone REIT Operating Partnership III LP By: Whitestone REIT Operating Partnership III GP, LLC Its: General Partner By: Whitestone REIT Operating Partnership, L.P. Its: Sole Member By: Whitestone REIT Its: Sole Member By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Terravita Marketplace, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Ahwatukee Plaza, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Shops At Starwood, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Exhibit A Notice of Payment Request [Date] [Name of Lender] [Address] Attention: Reference is made (Signature Page 3 to the Credit Agreement, dated as of February 27, 2012, among Whitestone REIT Operating Partnership, L.P., the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and Bank of Montreal, as Administrative Agent (as extended, renewed, amended or restated from time to time, the “Credit Agreement”). Capitalized terms used herein and not defined herein have the meanings assigned to them in the Credit Agreement. [The Borrower has failed to pay its Reimbursement Obligation in the amount of $____________. Your Revolver Percentage of the unpaid Reimbursement Obligation is $_____________] or [__________________________ has been required to return a payment by the Borrower of a Reimbursement Obligation in the amount of $_______________. Your Revolver Percentage of the returned Reimbursement Obligation is $_______________.] Very truly yours, Bank of Montreal, as L/C Issuer By Name Title Exhibit B Notice of Borrowing Date: , ____ To: Bank of Montreal, as Administrative Agent for the Lenders from time to time parties to the Credit Agreement dated as of February 27, 2012 (as extended, renewed, amended or restated from time to time, the “Credit Agreement”), among Whitestone REIT Operating Partnership, L.P., certain Guarantors which are signatories thereto, certain Lenders which are from time to time parties thereto, and Bank of Montreal, as Administrative Agent Ladies and Gentlemen: The undersigned, Whitestone REIT Operating Partnership, L.P. (the “Borrower”), refers to the Credit Agreement, the terms defined therein being used herein as therein defined, and hereby gives you notice irrevocably, pursuant to Section 1.6 of the Credit Agreement, of the Borrowing specified below:
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Guarantor Covenants. Each Guarantor shall take such action as the Borrower is Borrowers are required by this Agreement to cause such Guarantor to take, and shall refrain from taking such action as the Borrower is Borrowers are required by this Agreement to prohibit such Guarantor from taking. This Credit Agreement is entered into between us for the uses and purposes hereinabove set forth as of the date first above written. Signature Page “Borrower” Whitestone REIT Operating PartnershipBORROWERS DELEK LOGISTICS PARTNERS, L.P. LP, a Delaware limited partnership By: Whitestone REIT Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer “Administrative Agent and L/C Issuer” Bank of Montreal, as L/C Issuer and as Administrative Agent By /s/ Xxxxx Xxxxx Name Xxxxx Xxxxx Title Vice President “Lenders” Bank of Montreal, as a Lender By /s/ Xxxxx Xxxxx Name Xxxxx Xxxxx Title Vice President Capital One, N.A., as a Lender By /s/Xxxxxx Xxxxxx Name Xxxxxx Xxxxxx Title Vice President MidFirst Bank, as a Lender By /s/ Xxxx X. Xxxxxx Name Xxxx X. Xxxxxx Title First Vice President U.S. Bank National Association, as a Lender By /s/ Xxxxxxx Xxxxxxxxxx Name Xxxxxxx Xxxxxxxxxx Title SVP Xxxxx Fargo Bank, National Association, as a Lender By /s/ Xxxx Xxxxxxx Name Xxxx Xxxxxxx Title Vice President “Guarantors” Whitestone REIT By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone REIT Operating Partnership III LP By: Whitestone REIT Operating Partnership III Delek Logistics GP, LLC Its: General Partner By: Whitestone REIT Operating Partnership, L.P. Its: Sole Member By: Whitestone REIT Its: Sole Member By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Terravita Marketplace, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its__/s/ Xxxxx X. Norris_____________ Name: Sole Member Xxxxx X. Xxxxxx Title: Vice President and Chief Accounting Officer By: Whitestone REIT, a Maryland real estate investment trust Its__/s/ Xxxxxxx Intemann_________ Name: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Ahwatukee PlazaXxxxxxx Xxxxxxxx Title: Vice President and Treasurer DELEK LOGISTICS OPERATING, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its__/s/ Xxxxx X. Norris_____________ Name: Sole Member Xxxxx X. Xxxxxx Title: Vice President and Chief Accounting Officer By: Whitestone REIT, a Maryland real estate investment trust Its__/s/ Xxxxxxx Intemann_____________ Name: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Shops At StarwoodXxxxxxx Xxxxxxxx Title: Vice President and Treasurer DELEK MARKETING GP, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P.__/s/ Xxxxx X. Norris_____________ Name: Xxxxx X. Xxxxxx Title: Vice President and Chief Accounting Officer By: __/s/ Xxxxxxx Intemann_____________ Name: Xxxxxxx Xxxxxxxx Title: Vice President and Treasurer DELEK MARKETING & SUPPLY LP, a Delaware limited partnership Its: Sole Member By: Whitestone REITDelek Marketing GP, LLC, a Maryland real estate investment trust ItsDelaware limited liability company By: General Partner By /s__/s/ Xxxxx X. Norris_____________ Name: Xxxxx X. Xxxxxx Title: Vice President and Chief Accounting Officer By: __/s/ Xxxxxxx Intemann_________ Name: Xxxxxxx Xxxxxxxx Title: Vice President and Treasurer DELEK CRUDE LOGISTICS, LLC, a Texas limited liability company By: __/s/ Xxxxx X. Norris_____________ Name: Xxxxx X. Xxxxxx Title: Vice President and Chief Accounting Officer By: __/s/ Xxxxxxx Intemann_____________ Name: Xxxxxxx Xxxxxxxx Title: Vice President and Treasurer DELEK MARKETING-BIG XXXXX, LLC, a Texas limited liability company By: __/s/ Xxxxx X. Norris_____________ Name: Xxxxx X. Xxxxxx Title: Vice President and Chief Accounting Officer By: __/s/ Xxxxxxx Intemann_____________ Name: Xxxxxxx Xxxxxxxx Title: Vice President and Treasurer MAGNOLIA PIPELINE COMPANY, LLC, a Delaware limited liability company By: __/s/ Xxxxx X. Norris_____________ Name: Xxxxx X. Xxxxxx Title: Vice President and Chief Accounting Officer By: __/s/ Xxxxxxx Intemann_____________ Name: Xxxxxxx Xxxxxxxx Title: Vice President and Treasurer EL DORADO PIPELINE COMPANY, LLC, a Delaware limited liability company By: __/s/ Xxxxx X. Norris_____________ Name: Xxxxx X. Xxxxxx Title: Vice President and Chief Accounting Officer By: __/s/ Xxxxxxx Intemann_____________ Name: Xxxxxxx Xxxxxxxx Title: Vice President and Treasurer SALA GATHERING SYSTEMS, LLC, a Texas limited liability company By: __/s/ Xxxxx X. Norris_____________ Name: Xxxxx X. Xxxxxx Title: Vice President and Chief Accounting Officer By: __/s/ Xxxxxxx Intemann_____________ Name: Xxxxxxx Xxxxxxxx Title: Vice President and Treasurer PALINE PIPELINE COMPANY, LLC, a Texas limited liability company By: __/s/ Xxxxx X. Norris_____________ Name: Xxxxx X. Xxxxxx Title: Vice President and Chief Accounting Officer By: __/s/ Xxxxxxx Intemann_____________ Name: Xxxxxxx Xxxxxxxx Title: Vice President and Treasurer DKL TRANSPORTATION, LLC, a Delaware limited liability company By: __/s/ Xxxxx X. Norris_____________ Name: Xxxxx X. Xxxxxx Title: Vice President and Chief Accounting Officer By: __/s/ Xxxxxxx Intemann_____________ Name: Xxxxxxx Xxxxxxxx Title: Vice President and Treasurer LENDERS FIFTH THIRD BANK, an Ohio banking corporation, as a Lender, as an L/C Issuer, and as Administrative Agent By: __/s/ Xxxx Cook_____________ Name: Xxxx Xxxx Title: Vice President BANK OF AMERICA, N.A., as a Lender and as Co-Syndication Agent By: __/s/ Xxxxxx X. Xxxxxxxxx, Xx.___________ Name: Xxxxxx X. Xxxxxxxxx, Xx. Title: Senior Vice President COMPASS BANK, as a Lender and as Co‑Syndication Agent By: __/s/ Xxxxx Goetz___________ Name: Xxxxx Xxxxx Title: Senior Vice President ROYAL BANK OF CANADA, as a Lender and as Co-Syndication Agent By: __/s/ Xxx Name X. Sartain__________ Name: Xxx X. Xxxxxxx Title: Authorized Signatory THE BANK OF TOKYO MITSUBISHI UFJ, LTD., as a Lender and as Co-Documentation Agent By: __/s/ Xxxx Vaubel________ Name: Xxxx Xxxxxx Title: Vice President BARCLAYS BANK PLC, as a Lender and as Co‑Documentation Agent By: __/s/ Xxxxxxxxx Aharonian_____________ Name: Xxxxxxxxx Xxxxxxxxx Title: Vice President CITIZENS BANK OF PENNSYLVANIA, as a Lender and as Co‑Documentation Agent By: __/s/ A. Paul Dawley_________ Name: A. Xxxx Xxxxxx Title: Vice President PNC BANK, NATIONAL ASSOCIATION, as a Lender and as Co‑Documentation Agent By: __/s/ Xxxx Thurman_____________ Name: Xxxx Xxxxxxx Title: Senior Vice President U.S. BANK NATIONAL ASSOCIATION, as a Lender and as Co‑Documentation Agent By: __/s/ Cort Fontenot_____________ Name: Xxxx Xxxxxxxx Title: Vice President THE BANK OF NOVA SCOTIA, as a Lender and as Co‑Documentation Agent By: __/s/ Xxxx Sparrow___________ Name: Xxxx Xxxxxxx Title: Director HSBC BANK USA, N.A., as a Lender By: __/s/ Xxx Fort__________ Name: Xxx Fort Title: Senior Vice President FIRST TENNESSEE BANK NATIONAL ASSOCIATION, as a Lender By: __/s/ Xxxxx H, Xxxxx, Jr.__________ Name: Xxxxx H, Xxxxx, Jr. Title: Senior Vice President XXXXX FARGO BANK, N.A., as a Lender By: __/s/ Xxxxxxx Aldridge__________ Name: Xxxxxxx Xxxxxxxx Title: Assistant Vice President FIRST GUARANTY BANK, as a Lender By: __/s/ Xxxxx X. Xxx Title Lewis________ Name: Xxxxx X. Xxxxx Title: President and Chief Executive Officer XXXXXXX XXXXX BANK, N.A., as a Lender By: __/s/ Xxxxxx X. Ciccolini_______ Name: Xxxxxx X. Xxxxxxxxx Title: Vice President - Senior Corporate Secretary & Chief Operating Officer Exhibit Banker EXHIBIT A Notice of Payment Request NOTICE OF PAYMENT REQUEST [Date] [Name of Lender] [Address] Attention: Reference is made to the Second Amended and Restated Credit Agreement, dated as of February 27December 30, 20122014, among Whitestone REIT Operating PartnershipDelek Logistics Partners, L.P.LP, each of the other Borrowers from time to time party thereto, the Guarantors from time to time party thereto, the Lenders and the L/C Issuers from time to time party thereto, Fifth Third Bank, an Ohio banking corporation, as Administrative Agent, Bank of America, N.A., Compass Bank, and Royal Bank of Canada, as Co-Syndication Agents, and The Bank of Tokyo Mitsubishi UFJ, Ltd., Barclays Bank PLC, Citizens Bank of Pennsylvania, PNC Bank, National Association, U.S. Bank National Association, and Bank of MontrealNova Scotia, as Administrative Agent Co-Documentation Agents (as extendedamended, renewed, amended supplemented or restated otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not defined herein have the meanings assigned to them in the Credit Agreement. [The Borrower has Borrowers have failed to pay its their Reimbursement Obligation in the amount of $____________. Your Revolver Percentage of the unpaid Reimbursement Obligation is $_____________] or [__________________________ has been required to return a payment by the Borrower Borrowers of a Reimbursement Obligation in the amount of $_______________. Your Revolver Percentage of the returned Reimbursement Obligation is $_______________.] Very truly yours, Bank of Montreal[____________________], as L/C Issuer By Name Title Exhibit By: ___________________________________ Name: ______________________________ Title: _______________________________ EXHIBIT B Notice of Borrowing NOTICE OF BORROWING Date: __________, ____ To: Bank of MontrealFifth Third Bank, an Ohio banking corporation, as Administrative Agent for the Lenders and the L/C Issuers from time to time parties party to the Second Amended and Restated Credit Agreement dated as of February 27December 30, 2012 2014 (as extendedamended, renewed, amended supplemented or restated otherwise modified from time to time, the “Credit Agreement”), among Whitestone REIT Operating PartnershipDelek Logistics Partners, L.P., certain Guarantors which are signatories thereto, certain Lenders which are LP and each of the other Borrowers from time to time parties party thereto, the Guarantors from time to time party thereto, the Lenders and the L/C Issuers from time to time party thereto, Fifth Third Bank, as Administrative Agent, Bank of America, N.A., Compass Bank, and Royal Bank of Canada, as Co-Syndication Agents, and The Bank of Tokyo Mitsubishi UFJ, Ltd., Barclays Bank PLC, Citizens Bank of Pennsylvania, PNC Bank, National Association, U.S. Bank National Association, and Bank of MontrealNova Scotia, as Administrative Agent Co-Documentation Agents. Ladies and Gentlemen: The undersigned, Whitestone REIT Operating PartnershipDELEK LOGISTICS PARTNERS, L.P. LP (the “BorrowerBorrowers’ Agent”), refers to the Credit Agreement, the terms defined therein being used herein as therein defined, and hereby gives you notice irrevocably, pursuant to Section 1.6 2.4 of the Credit Agreement, of the Borrowing specified below:
Appears in 1 contract
Guarantor Covenants. Each Guarantor shall take such action as the Borrower is required by this Agreement to cause such Guarantor to take, and shall refrain from taking such action as the Borrower is required by this Agreement to prohibit such Guarantor from taking. [Signature Page Credit Agreement] This Credit Agreement is entered into between us for the uses and purposes hereinabove set forth as of the date first above written. Signature Page “Borrower” Whitestone REIT Operating Partnership, L.P. By: Whitestone REIT Its: General Partner By /s//s/ John J. Dxx Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Xxhn J. Dxx Xxxxx Xhief Operating Officer “Administrative Agent and L/C Issuer” Bank of Montreal, as L/C Issuer and as Administrative Agent By /s/ Lloyd Barxx Xxxx Xxoyd Barxx Xxxxx Xxxxx Name Xxxxx Xxxxx Title Vice Xice President “Lenders” Bank of Montreal, as a Lender By /s/ Lloyd Barxx Xxxx Xxoyd Barxx Xxxxx Xxxxx Name Xxxxx Xxxxx Title Vice President Capital One, N.A., as a Lender By /s/Xxxxxx Xxxxxx Name Xxxxxx Xxxxxx Title Vice President MidFirst Bank, as a Lender By /s/ Xxxx X. Xxxxxx Name Xxxx X. Xxxxxx Title First Vice President U.S. Bank National Association, as a Lender By /s/ Xxxxxxx Xxxxxxxxxx Name Xxxxxxx Xxxxxxxxxx Title SVP Xxxxx Fargo Bank, National Association, as a Lender By /s/ Xxxx Xxxxxxx Name Xxxx Xxxxxxx Title Vice Xice President “Guarantors” Whitestone REIT By /s//s/ John J. Dxx Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Xxhn J. Dxx Xxxxx Xhief Operating Officer Whitestone REIT Operating Partnership III LP By: Whitestone REIT Operating Partnership III GP, LLC Its: General Partner By: Whitestone REIT Operating Partnership, L.P. Its: Sole Member By: Whitestone REIT Its: Sole Member By /s//s/ John J. Dxx Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Terravita Marketplace, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Ahwatukee Plaza, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Shops At Starwood, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Xxhn J. Dxx Xxxxx Xhief Operating Officer Exhibit A Notice of Payment Request [Date] [Name of Lender] [Address] Attention: Reference is made to the Credit Agreement, dated as of February 27June 13, 20122011, among Whitestone REIT Operating Partnership, L.P., the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and Bank of Montreal, as Administrative Agent (as extended, renewed, amended or restated from time to time, the “Credit Agreement”). Capitalized terms used herein and not defined herein have the meanings assigned to them in the Credit Agreement. [The Borrower has failed to pay its Reimbursement Obligation in the amount of $____________. Your Revolver Percentage of the unpaid Reimbursement Obligation is $_____________] or [__________________________ has been required to return a payment by the Borrower of a Reimbursement Obligation in the amount of $_______________. Your Revolver Percentage of the returned Reimbursement Obligation is $_______________.] Very truly yours, Bank of Montreal, as L/C Issuer By Name Title Exhibit B Notice of Borrowing Date: , ____ To: Bank of Montreal, as Administrative Agent for the Lenders from time to time parties to the Credit Agreement dated as of February 27June 13, 2012 2011 (as extended, renewed, amended or restated from time to time, the “Credit Agreement”), among Whitestone REIT Operating Partnership, L.P., certain Guarantors which are signatories thereto, certain Lenders which are from time to time parties thereto, and Bank of Montreal, as Administrative Agent Ladies and Gentlemen: The undersigned, Whitestone REIT Operating Partnership, L.P. (the “Borrower”), refers to the Credit Agreement, the terms defined therein being used herein as therein defined, and hereby gives you notice irrevocably, pursuant to Section 1.6 of the Credit Agreement, of the Borrowing specified below:
Appears in 1 contract
Samples: Credit Agreement (Whitestone REIT Operating Partnership, L.P.)
Guarantor Covenants. Each Guarantor shall take such action as the Borrower is required by this Agreement to cause such Guarantor to take, and shall refrain from taking such action as the Borrower is required by this Agreement to prohibit such Guarantor from taking. This Credit Agreement is entered into between us for the uses and purposes hereinabove set forth as of the date first above written. Signature Page “Borrower” Whitestone REIT Operating PartnershipBORROWER: PROJECT 8 MERGERSUB, L.P. INC., a Delaware corporation By: Whitestone REIT Its/s/ Mxxxxxx Xxxxx Name: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer “Administrative Agent and L/C Issuer” Bank of MontrealMxxxxxx Xxxxx Title: President ALASKA COMMUNICATIONS SYSTEMS GROUP, as L/C Issuer and as Administrative Agent By /s/ Xxxxx Xxxxx Name Xxxxx Xxxxx Title Vice President “Lenders” Bank of MontrealINC., as a Lender By /s/ Xxxxx Xxxxx Name Xxxxx Xxxxx Title Vice President Capital One, N.A., as a Lender By /s/Xxxxxx Xxxxxx Name Xxxxxx Xxxxxx Title Vice President MidFirst Bank, as a Lender By /s/ Xxxx X. Xxxxxx Name Xxxx X. Xxxxxx Title First Vice President U.S. Bank National Association, as a Lender By /s/ Xxxxxxx Xxxxxxxxxx Name Xxxxxxx Xxxxxxxxxx Title SVP Xxxxx Fargo Bank, National Association, as a Lender By /s/ Xxxx Xxxxxxx Name Xxxx Xxxxxxx Title Vice President “Guarantors” Whitestone REIT By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone REIT Operating Partnership III LP Delaware corporation By: Whitestone REIT Operating Partnership III GP/s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer Guarantors: ALASKA MANAGEMENT, LLC Its: General Partner INC., a Delaware corporation By: Whitestone REIT Operating Partnership/s/ Mxxxxxx Xxxxx Name: Mxxxxxx Xxxxx Title: President ALASKA COMMUNICATIONS SYSTEMS HOLDINGS, L.P. Its: Sole Member INC., a Delaware corporation By: Whitestone REIT Its/s/ Lxxxxx Xxxxxxx Name: Sole Member By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Lxxxxx Xxxxxxx Title: Chief Operating Financial Officer Whitestone Terravita MarketplaceACS OF THE NORTHLAND, LLC, an Alaska limited liability company By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ACS OF ALASKA, LLC, an Alaska limited liability company By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ALASKA COMMUNICATIONS SYSTEMS GROUP, INC. CREDIT AGREEMENT ACS OF FAIRBANKS, LLC, an Alaska limited liability company By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ACS OF ANCHORAGE, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership/s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ACS WIRELESS, L.P.INC., a Delaware limited partnership Its: Sole Member an Alaska corporation By: Whitestone REIT/s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ACS LONG DISTANCE, a Maryland real estate investment trust ItsLLC, an Alaska limited liability company By: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Operating Financial Officer Whitestone Ahwatukee PlazaALASKA COMMUNICATIONS INTERNET, LLC, an Alaska limited liability company By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ALASKA COMMUNICATIONS LLC, an Alaska limited liability company By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ACS MESSAGING, INC., an Alaska corporation By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ALASKA COMMUNICATIONS SYSTEMS GROUP, INC. CREDIT AGREEMENT ACS INFOSOURCE, INC., an Alaska corporation By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ACS CABLE SYSTEMS, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership/s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ALASKA COMMUNICATIONS SERVICES, L.P.INC., an Alaska corporation By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ACS OF ALASKA LICENSE SUB, LLC, an Alaska limited liability company By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ACS OF THE NORTHLAND LICENSE SUB, LLC, an Alaska limited liability company By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ACS OF FAIRBANKS LICENSE SUB, LLC, an Alaska limited liability company By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ACS OF ANCHORAGE LICENSE SUB, LLC, an Alaska limited liability company By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ALASKA COMMUNICATIONS SYSTEMS GROUP, INC. CREDIT AGREEMENT ACS WIRELESS LICENSE SUB, LLC, an Alaska limited liability company By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ACS LONG DISTANCE LICENSE SUB, LLC, an Alaska limited liability company By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer CREST COMMUNICATIONS CORPORATION, a Delaware limited partnership Its: Sole Member corporation By: Whitestone REIT/s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer WCI CABLE, INC., a Maryland real estate investment trust ItsDelaware corporation By: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Operating Financial Officer Whitestone Shops At StarwoodALASKA NORTHSTAR COMMUNICATIONS, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership/s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer NORTHSTAR LICENSE CORPORATION, L.P.a Delaware corporation By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer WCIC HILLSBORO, LLC, a Delaware limited partnership Its: Sole Member liability company By: Whitestone REIT/s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ALASKA COMMUNICATIONS SYSTEMS GROUP, INC. CREDIT AGREEMENT WCI LIGHTPOINT LLC, a Maryland real estate investment trust ItsDelaware limited liability company By: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Operating Financial Officer Exhibit A Notice of Payment Request [Date] [Name of Lender] [Address] AttentionNORTHERN LIGHTS HOLDINGS, INC., a Delaware corporation By: Reference is made to the Credit Agreement/s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer WORLD NET COMMUNICATIONS, dated as of February 27INC., 2012a Delaware corporation By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ALASKA FIBER STAR, among Whitestone REIT Operating PartnershipLLC, L.P.an Alaska limited liability company By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ALASKA FIBER STAR LICENSE CORPORATION, the Guarantors from time to time party theretoa Delaware corporation By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer TEKMATE, the Lenders from time to time party theretoLLC, and Bank of Montrealan Alaska limited liability company By: /s/ Lxxxxx Xxxxxxx Name: Lxxxxx Xxxxxxx Title: Chief Financial Officer ALASKA COMMUNICATIONS SYSTEMS GROUP, INC. CREDIT AGREEMENT ADMINISTRATIVE AGENT FIFTH THIRD BANK, NATIONAL ASSOCIATION, as Administrative Agent (as extendedBy: /s/ Vxxxxxx Xxxxxxxx Name: Vxxxxxx Xxxxxxxx Title: Managing Director ALASKA COMMUNICATIONS SYSTEMS GROUP, renewedINC. CREDIT AGREEMENT LENDERS FIFTH THIRD BANK, amended or restated from time to time, the “Credit Agreement”). Capitalized terms used herein and not defined herein have the meanings assigned to them in the Credit Agreement. [The Borrower has failed to pay its Reimbursement Obligation in the amount of $____________. Your Revolver Percentage of the unpaid Reimbursement Obligation is $_____________] or [__________________________ has been required to return a payment by the Borrower of a Reimbursement Obligation in the amount of $_______________. Your Revolver Percentage of the returned Reimbursement Obligation is $_______________.] Very truly yours, Bank of MontrealNATIONAL ASSOCIATION, as a Lender, Swing Line Lender and L/C Issuer By Name Title Exhibit B Notice of Borrowing DateBy: , ____ To/s/ Vxxxxxx Xxxxxxxx Name: Bank of MontrealVxxxxxx Xxxxxxxx Title: Managing Director BANK OF THE WEST, as Administrative Agent for the Lenders from time to time parties to the Credit Agreement dated as of February 27a Lender By: /s/ Lxxx Xxxxxxxx Name: Lxxx Xxxxxxxx Title: Director, 2012 (as extended, renewed, amended or restated from time to time, the “Credit Agreement”), among Whitestone REIT Operating Partnership, L.P., certain Guarantors which are signatories thereto, certain Lenders which are from time to time parties thereto, and Bank of MontrealMarket Manager COBANK ACB, as Administrative Agent Ladies and Gentlemena Lender By: The undersigned/s/ Gxxx Xxxxxx Name: Gxxx Xxxxxx Title: Managing Director ING CAPITAL LLC, Whitestone REIT Operating Partnershipas a Lender By: /s/ Sxxxxxx X. Xxxxxxx Name: Sxxxxxx X. Xxxxxxx Title: Managing Director By: /s/ Yxxx Xxxxx Name: Yxxx Xxxxx Title: Director MUFG UNION BANK, L.P. (the “Borrower”)N.A., refers to the Credit Agreementas a Lender By: /s/ Txx Xxxxxxxxxxxx Name: Txx Xxxxxxxxxxxx Title: Vice President BANK OF AMERICA, the terms defined therein being used herein N.A., as therein defineda Lender By: /s/ Jxx XxXxxx Name: Jxx XxXxxx Title: Senior Vice President ALASKA COMMUNICATIONS SYSTEMS GROUP, and hereby gives you notice irrevocablyINC. CREDIT AGREEMENT CITIZENS BANK, pursuant to Section 1.6 of the Credit AgreementN.A., of the Borrowing specified below:as a Lender By: /s/ Sxxxxxx Xxxxxxxx Name: Sxxxxxx Xxxxxxxx Title: Assistant Vice President ROYAL BANK OF CANADA, as a Lender By: /s/ D.W Sxxxx Xxxxxxx Name: D.W Sxxxx Xxxxxxx Title: Authorized Signatory SOCIETE GENERALE, as a Lender By: /s/ Vxxxxx Xxxxxxx Name: Vxxxxx Xxxxxxx Title: Director BANK OF HOPE, as a Lender By: /s/ Dxxxx Xxxx Name: Dxxxx Xxxx Title: Senior Vice President SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /s/ Jxxx Xxxxxx Name: Jxxx Xxxxxx Title: Managing Director ALASKA COMMUNICATIONS SYSTEMS GROUP, INC. CREDIT AGREEMENT
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Guarantor Covenants. Each Guarantor shall take such action as the Borrower is required by this Agreement to cause such Guarantor to take, and shall refrain from taking such action as the Borrower is required by this Agreement to prohibit such Guarantor from taking. This Credit Agreement is entered into between us for the uses and purposes hereinabove set forth as of the date first above written. Signature Page “Borrower” Whitestone REIT Operating PartnershipLxxxxxx Facility Services LLC By /s/ Jxxx X. Xxxxxx Xx. Name Jxxx X. Xxxxxx Xx. Title Executive Vice President, L.P. By: Whitestone REIT Its: General Partner Chief Financial Officer and Treasurer “Guarantors” Lxxxxxx Holdings LLC By /s/Xxxx /s/ Jxxx X. Xxx Xxxxxx Xx. Name Xxxx Jxxx X. Xxx Xxxxxx Xx. Title Corporate Secretary & Executive Vice President, Chief Operating Financial Officer and Treasurer Lxxxxxx Company LLC By /s/ Jxxx X. Xxxxxx Xx. Name Jxxx X. Xxxxxx Xx. Title Executive Vice President, Chief Financial Officer and Treasurer Hxxxxx Xxxxxxx LLC By /s/ Jxxx X. Xxxxxx Xx. Name Jxxx X. Xxxxxx Xx. Title Executive Vice President and Treasurer Lxxxxxx Company LP By /s/ Jxxx X. Xxxxxx Xx. Name Jxxx X. Xxxxxx Xx. Title Executive Vice President, Chief Financial Officer and Treasurer Xxxxxx Xxxxxxx Construction LLC By /s/ Jxxx X. Xxxxxx Xx. Name Jxxx X. Xxxxxx Xx. Title Executive Vice President and Treasurer “Administrative Agent and L/C IssuerLenders” Bank of MontrealFifth Third Bank, an Ohio banking corporation, as a Lender, as L/C Issuer Issuer, and as Administrative Agent By /s/ Xxxxx Xxxxx Dxxxx X. Xxxxxx Name Xxxxx Xxxxx Dxxxx X. Xxxxxx Title Vice President “Lenders” Citizens Bank of MontrealPennsylvania, as a Lender By /s/ Xxxxx Xxxxx Jxxx X. Xxxxxx, Xx. Name Xxxxx Xxxxx Jxxx X. Xxxxxx, Xx. Title Senior Vice President Capital OneThe PrivateBank and Trust Company, N.A.as a Lender By /s/ Dxxxx X. Xxxxxxxx Name Dxxxx X. Xxxxxxxx Title Managing Director Wheaton Bank & Trust Company, as a Lender By /s/Xxxxxx Xxxxxx Cxxxxxxxxxx Van Tassel Name Xxxxxx Xxxxxx Cxxxxxxxxxx Van Tassel Title Vice President MidFirst Bank, as a Lender By /s/ Xxxx X. Xxxxxx Name Xxxx X. Xxxxxx Title First Vice President U.S. Bank National Association, as a Lender By /s/ Xxxxxxx Xxxxxxxxxx Name Xxxxxxx Xxxxxxxxxx Title SVP Xxxxx Fargo Bank, National Association, as a Lender By /s/ Xxxx Xxxxxxx Name Xxxx Xxxxxxx Title Vice President “Guarantors” Whitestone REIT By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone REIT Operating Partnership III LP By: Whitestone REIT Operating Partnership III GP, LLC Its: General Partner By: Whitestone REIT Operating Partnership, L.P. Its: Sole Member By: Whitestone REIT Its: Sole Member By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Terravita Marketplace, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Ahwatukee Plaza, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Shops At Starwood, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Exhibit A Notice of Payment Request [Date] : __________, 20__ To: [Name of Lender] [Address] Attention: Reference is made to the Credit Agreement, dated as of February 27July 20, 20122016, by and among Whitestone REIT Operating PartnershipLxxxxxx Facility Services LLC, L.P.a Delaware limited liability company (the “Borrower”), Lxxxxxx Holdings LLC, a Delaware limited liability company (the “Parent”), the other Guarantors from time to time party thereto, the Lenders from time to time party thereto, and Bank of MontrealFifth Third Bank, an Ohio banking corporation, as Administrative Agent and L/C Issuer (as extendedamended, renewedrestated, amended modified or restated supplemented from time to time, the “Credit Agreement”). Capitalized terms used herein and not defined herein have the meanings assigned to them in the Credit Agreement. [The Borrower has failed to pay its Reimbursement Obligation in the amount of $____________. Your Revolver Percentage of the unpaid Reimbursement Obligation is $_____________] or [__________________________ has been required to return a payment by the Borrower of a Reimbursement Obligation in the amount of $_______________. Your Revolver Percentage of the returned Reimbursement Obligation is $_______________.] Very truly yours, Bank of MontrealFifth Third Bank, as L/C Issuer By Name Title Exhibit B Notice of Borrowing Date: , __________, 20__ To: Bank of MontrealFifth Third Bank, as Administrative Agent for under, and the Lenders from time to time parties party to, the Credit Agreement described below Ladies and Gentlemen: Reference is made to the Credit Agreement Agreement, dated as of February 27July 20, 2012 2016, by and among Lxxxxxx Facility Services LLC, a Delaware limited liability company (the “Borrower”), Lxxxxxx Holdings LLC, a Delaware limited liability company (the “Parent”), the other Guarantors party thereto, the Lenders party thereto, and Fifth Third Bank, an Ohio banking corporation, as Administrative Agent and L/C Issuer (as extendedamended, renewedrestated, amended modified or restated supplemented from time to time, the “Credit Agreement”), among Whitestone REIT Operating Partnership, L.P., certain Guarantors which are signatories thereto, certain Lenders which are from time . Capitalized terms used herein and not defined herein have the meanings assigned to time parties thereto, and Bank of Montreal, as Administrative Agent Ladies and Gentlemen: The undersigned, Whitestone REIT Operating Partnership, L.P. (the “Borrower”), refers to them in the Credit Agreement, the terms defined therein being used herein as therein defined, and . The Borrower hereby gives you notice irrevocably, pursuant to Section 1.6 2.5 of the Credit Agreement, of the Borrowing specified below:
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Guarantor Covenants. Each Guarantor shall take such action as the Borrower is required by this Agreement to cause such Guarantor to take, and shall refrain from taking such action as the Borrower is required by this Agreement to prohibit such Guarantor from taking. This Credit Agreement is entered into between us for the uses and purposes hereinabove set forth as of the date first above written. Signature Page ““ Borrower” Whitestone REIT Operating Partnership, L.P. ByLxxxxxx Facility Services LLC By /s/ Jxxxx Xxxxxx Name: Whitestone REIT ItsJxxxx Xxxxxx Title: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Financial Officer “Administrative Agent and L/C IssuerGuarantors” Lxxxxxx Holdings LLC By /s/ Jxxxx Xxxxxx Name: Jxxxx Xxxxxx Title: Chief Financial Officer Lxxxxxx Company LLC By /s/ Jxxxx Xxxxxx Name: Jxxxx Xxxxxx Title: Chief Financial Officer Hxxxxx Xxxxxxx LLC By /s/ Jxxxx Xxxxxx Name: Jxxxx Xxxxxx Title: Treasurer Lxxxxxx Company LP By /s/ Jxxxx Xxxxxx Name: Jxxxx Xxxxxx Title: Chief Financial Officer Hxxxxx Xxxxxxx Construction LLC By /s/ Jxxxx Xxxxxx Name: Jxxxx Xxxxxx Title: Treasurer “Lenders” Wheaton Bank of Montreal& Trust Company, N.A., as a Lender, as L/C Issuer Issuer, and as Administrative Agent By /s/ Xxxxx Xxxxx Name Xxxxx Xxxxx Title Dxxxx Xxxxxx Name: Dxxxx Xxxxxx Title: VP BANK OF THE WEST, as a Lender By: /s/ Sxxx Xxxxxxxxx Name/Title: Sxxx Xxxxxxxxx, Vice President “Lenders” Bank of MontrealPresident, for: Pxxxxx Xxxxxxx, Director M&T BANK, as a Lender By /s/ Xxxxx Xxxxx Name Xxxxx Xxxxx Title Vice President Capital One, N.A., as a Lender By /s/Xxxxxx Xxxxxx Name Xxxxxx Xxxxxx Title Vice President MidFirst Bank, as a Lender By /s/ Xxxx Rxxxxx X. Xxxxxx Name Xxxx Name: Rxxxxx X. Xxxxxx Title First Title: Vice President U.S. Bank National Association, as a Lender By /s/ Xxxxxxx Xxxxxxxxxx Name Xxxxxxx Xxxxxxxxxx Title SVP Xxxxx Fargo Bank, National Association, as a Lender By /s/ Xxxx Xxxxxxx Name Xxxx Xxxxxxx Title Vice President “Guarantors” Whitestone REIT By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone REIT Operating Partnership III LP By: Whitestone REIT Operating Partnership III GP, LLC Its: General Partner By: Whitestone REIT Operating Partnership, L.P. Its: Sole Member By: Whitestone REIT Its: Sole Member By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Terravita Marketplace, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Ahwatukee Plaza, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Shops At Starwood, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its: Sole Member By: Whitestone REIT, a Maryland real estate investment trust Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Exhibit A Notice of Payment Request [Date] [Name of Lender] [Address] Attention: Reference is made to the Credit Agreement, dated as of February 27, 2012, among Whitestone REIT Operating Partnership, L.P., the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and Bank of Montreal, as Administrative Agent (as extended, renewed, amended or restated from time to time, the “Credit Agreement”). Capitalized terms used herein and not defined herein have the meanings assigned to them in the Credit Agreement. [The Borrower has failed to pay its Reimbursement Obligation in the amount of $____________. Your Revolver Percentage of the unpaid Reimbursement Obligation is $_____________] or [__________________________ has been required to return a payment by the Borrower of a Reimbursement Obligation in the amount of $_______________. Your Revolver Percentage of the returned Reimbursement Obligation is $_______________.] Very truly yours, Bank of Montreal, as L/C Issuer By Name Title Exhibit B Notice of Borrowing Date: , ____ To: Bank of Montreal, as Administrative Agent for the Lenders from time to time parties to the Credit Agreement dated as of February 27, 2012 (as extended, renewed, amended or restated from time to time, the “Credit Agreement”), among Whitestone REIT Operating Partnership, L.P., certain Guarantors which are signatories thereto, certain Lenders which are from time to time parties thereto, and Bank of Montreal, as Administrative Agent Ladies and Gentlemen: The undersigned, Whitestone REIT Operating Partnership, L.P. (the “Borrower”), refers to the Credit Agreement, the terms defined therein being used herein as therein defined, and hereby gives you notice irrevocably, pursuant to Section 1.6 of the Credit Agreement, of the Borrowing specified below:President
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Guarantor Covenants. Each Guarantor shall take such action as the Borrower is Borrowers are required by this Agreement to cause such Guarantor to take, and shall refrain from taking such action as the Borrower is Borrowers are required by this Agreement to prohibit such Guarantor from taking. This Credit Agreement is entered into between us for the uses and purposes hereinabove set forth as of the date first above written. Signature Page “Borrower” Whitestone REIT Operating PartnershipBORROWERS DELEK LOGISTICS PARTNERS, L.P. LP, a Delaware limited partnership By: Whitestone REIT Its: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer “Administrative Agent and L/C Issuer” Bank of Montreal, as L/C Issuer and as Administrative Agent By /s/ Xxxxx Xxxxx Name Xxxxx Xxxxx Title Vice President “Lenders” Bank of Montreal, as a Lender By /s/ Xxxxx Xxxxx Name Xxxxx Xxxxx Title Vice President Capital One, N.A., as a Lender By /s/Xxxxxx Xxxxxx Name Xxxxxx Xxxxxx Title Vice President MidFirst Bank, as a Lender By /s/ Xxxx X. Xxxxxx Name Xxxx X. Xxxxxx Title First Vice President U.S. Bank National Association, as a Lender By /s/ Xxxxxxx Xxxxxxxxxx Name Xxxxxxx Xxxxxxxxxx Title SVP Xxxxx Fargo Bank, National Association, as a Lender By /s/ Xxxx Xxxxxxx Name Xxxx Xxxxxxx Title Vice President “Guarantors” Whitestone REIT By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone REIT Operating Partnership III LP By: Whitestone REIT Operating Partnership III Delek Logistics GP, LLC Its: General Partner By: Whitestone REIT Operating Partnership, L.P. Its: Sole Member By: Whitestone REIT Its: Sole Member By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Chief Operating Officer Whitestone Terravita Marketplace, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its/s/ Xxxxx Xxxxxx Name: Sole Member Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: Whitestone REIT, a Maryland real estate investment trust Its/s/ Xxxxx Xxxxxx Name: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Xxxxx Xxxxxx Title: Executive Vice President and Chief Operating Financial Officer Whitestone Ahwatukee PlazaDELEK LOGISTICS OPERATING, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P., a Delaware limited partnership Its/s/ Xxxxx Xxxxxx Name: Sole Member Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: Whitestone REIT, a Maryland real estate investment trust Its/s/ Xxxxx Xxxxxx Name: General Partner By /s/Xxxx X. Xxx Name Xxxx X. Xxx Title Corporate Secretary & Xxxxx Xxxxxx Title: Executive Vice President and Chief Operating Financial Officer Whitestone Shops At StarwoodDELEK MARKETING GP, LLC, a Delaware limited liability company By: Whitestone REIT Operating Partnership, L.P./s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Executive Vice President and Chief Financial Officer DELEK MARKETING & SUPPLY LP, a Delaware limited partnership Its: Sole Member By: Whitestone REITDelek Marketing GP, LLC, a Maryland real estate investment trust ItsDelaware limited liability company By: General Partner By /s/s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Executive Vice President and Chief Financial Officer DELEK CRUDE LOGISTICS, LLC, a Texas limited liability company By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Executive Vice President and Chief Financial Officer DELEK MARKETING-BIG XXXXX, LLC, a Texas limited liability company By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Executive Vice President and Chief Financial Officer MAGNOLIA PIPELINE COMPANY, LLC, a Delaware limited liability company By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Executive Vice President and Chief Financial Officer EL DORADO PIPELINE COMPANY, LLC, a Delaware limited liability company By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Executive Vice President and Chief Financial Officer SALA GATHERING SYSTEMS, LLC, a Texas limited liability company By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Executive Vice President and Chief Financial Officer PALINE PIPELINE COMPANY, LLC, a Texas limited liability company By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Executive Vice President and Chief Financial Officer DKL TRANSPORTATION, LLC, a Delaware limited liability company By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Executive Vice President and Chief Financial Officer DKL CADDO, LLC, a Delaware limited liability company By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Executive Vice President and Chief Financial Officer DKL RIO, LLC, a Delaware limited liability company By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Executive Vice President and Chief Financial Officer DKL BIG SPRING, LLC, a Delaware limited liability company By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Executive Vice President and Chief Financial Officer DELEK LOGISTICS FINANCE CORP., a Delaware corporation By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President and Chief Accounting Officer By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Executive Vice President and Chief Financial Officer LENDERS FIFTH THIRD BANK, an Ohio banking corporation, as a Lender, as an L/C Issuer, and as Administrative Agent By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Director BANK OF AMERICA, N.A., as a Lender and as Co-Syndication Agent By: /s/ Xxxxxx X. Xxxxxxxxx Xx. Name: Xxxxxx X. Xxxxxxxxx Xx. Title: SVP COMPASS BANK D/B/A BBVA COMPASS, as a Lender and as Co-Syndication Agent By: /s/ Xxxx X. Xxx Name Xxxx Name: Xxxx X. Xxx Title Corporate Secretary & Xxxx Title: Senior Vice President MUFG BANK, LTD. (formerly known as The Bank of Tokyo-Mitsubishi UFJ, Ltd.), as a Lender and as Co‑Syndication Agent By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Director ROYAL BANK OF CANADA, as a Lender and as Co-Syndication Agent By: /s/ Xxxxx X. York Name: Xxxxx X. York Title: Authorized Signatory BARCLAYS BANK PLC, as a Lender and as Co‑Documentation Agent By: /s/ Sydney X. Xxxxxx Name: Sydney X. Xxxxxx Title: Director CITIZENS BANK, N.A., as a Lender and as Co‑Documentation Agent By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: Senior Vice President PNC BANK, NATIONAL ASSOCIATION, as a Lender and as Co‑Documentation Agent By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: SVP U.S. BANK NATIONAL ASSOCIATION, as a Lender and as Co‑Documentation Agent By: /s/ Cort Fontenos Name: Cort Fontenos Title: SVP BANK HAPOALIM B.M., as a Lender and as Co‑Documentation Agent By: /s/ Xxxx Xxxxxxxxx Xxxxxxx Name: Xxxx Xxxxxxxxx Shemesh Title: Senior Vice President, Head of the Israeli Business Group By: /s/ Xxxxxx Xxxxxxxxx Name: Xxxxxx Xxxxxxxxx Title: Vice President REGIONS BANK, as a Lender and as Co‑Documentation Agent By: /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: Managing Director SUNTRUST BANK, as a Lender and as Co‑Documentation Agent By: /s/ Xxxx Xxxx Name: Xxxx Xxxx Title: Vice President FIRST TENNESSEE BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President XXXXX FARGO BANK, N.A., as a Lender By: /s/ Xxxx Xxxx Name: Xxxx Xxxx Title: Managing Director ISRAEL DISCOUNT BANK OF NEW YORK, as a Lender By: /s/ Mali Golan Name: Mali Golan Title: First Vice President By: /s/ Xxxx Xxxx Name: Xxxx Xxxx Title: Senior Vice President FIRST GUARANTY BANK, as a Lender By: /s/ Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: Chief Operating Credit Officer XXXXXXX XXXXX BANK, N.A., as a Lender By: /s/ Xxxxxxxxx X. Xxxx Name: Xxxxxxxxx X. Xxxx Title: S.V.P. HSBC BANK USA, N.A., as a Lender By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Senior Vice President TRUSTMARK NATIONAL BANK, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Senior Vice President Exhibit A Notice of Payment Request [Date] [Name of Lender] [Address] Attention: Reference is made to the Third Amended and Restated Credit Agreement, dated as of February 27September 28, 20122018 among Delek Logistics Partners, among Whitestone REIT Operating PartnershipLP, L.P.each of the other Borrowers from time to time party thereto, the Guarantors from time to time party thereto, the Lenders and the L/C Issuers from time to time party thereto, and Bank of MontrealFifth Third Bank, an Ohio banking corporation, as Administrative Agent Agent, Bank of America, N.A., Compass Bank, MUFG Bank, Ltd., and Royal Bank of Canada, as Co‑Syndication Agents, and Barclays Bank PLC, Citizens Bank, N.A., PNC Bank, National Association, U.S. Bank N.A., Bank Hapoalim B.M., Regions Bank and SunTrust Bank, as Co‑Documentation Agents (as extendedamended, renewed, amended supplemented or restated otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not defined herein have the meanings assigned to them in the Credit Agreement. [The Borrower has Borrowers have failed to pay its their Reimbursement Obligation in the amount of $____________. Your Revolver Percentage of the unpaid Reimbursement Obligation is $_____________] or [__________________________ has been required to return a payment by the Borrower Borrowers of a Reimbursement Obligation in the amount of $_______________. Your Revolver Percentage of the returned Reimbursement Obligation is $_______________.] Very truly yours, Bank of Montreal[____________________], as L/C Issuer By Name Title By: ___________________________________ Name: ______________________________ Title: _______________________________ Exhibit B Notice of Borrowing Date: __________, ____ To: Bank of MontrealFifth Third Bank, an Ohio banking corporation, as Administrative Agent for the Lenders and the L/C Issuers from time to time parties party to the Third Amended and Restated Credit Agreement dated as of February 27September 28, 2012 2018 (as extendedamended, renewed, amended supplemented or restated otherwise modified from time to time, the “Credit Agreement”), among Whitestone REIT Operating PartnershipDelek Logistics Partners, L.P., certain Guarantors which are signatories thereto, certain Lenders which are LP and each of the other Borrowers from time to time parties party thereto, the Guarantors from time to time party thereto, the Lenders and Bank of Montrealthe L/C Issuers from time to time party thereto, Fifth Third Bank, as Administrative Agent Agent, Bank of America, N.A., Compass Bank, MUFG Bank, Ltd., and Royal Bank of Canada, as Co‑Syndication Agents, and Barclays Bank PLC, Citizens Bank, N.A., PNC Bank, National Association, U.S. Bank N.A., Bank Hapoalim B.M., Regions Bank and SunTrust Bank, as Co‑Documentation Agents. Ladies and Gentlemen: The undersigned, Whitestone REIT Operating PartnershipDelek Logistics Partners, L.P. LP (the “BorrowerBorrowers’ Agent”), refers to the Credit Agreement, the terms defined therein being used herein as therein defined, and hereby gives you notice irrevocably, pursuant to Section 1.6 2.4 of the Credit Agreement, of the Borrowing specified below:
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