Attached files
| file | filename |
|---|---|
| EXCEL - IDEA: XBRL DOCUMENT - PACIFIC OFFICE PROPERTIES TRUST, INC. | Financial_Report.xls |
| EX-21.1 - EXHIBIT 21.1 - PACIFIC OFFICE PROPERTIES TRUST, INC. | ex211-20141231.htm |
| EX-31.1 - EXHIBIT 31.1 - PACIFIC OFFICE PROPERTIES TRUST, INC. | ex311-20141231.htm |
| EX-32.1 - EXHIBIT 32.1 - PACIFIC OFFICE PROPERTIES TRUST, INC. | ex321-20141231.htm |
| EX-10.28 - EXHIBIT 10.28 CLIFFORD PSA AMENDMENT - PACIFIC OFFICE PROPERTIES TRUST, INC. | ex1028firstamendmentcliffo.htm |
| 10-K - 10-K - PACIFIC OFFICE PROPERTIES TRUST, INC. | pce-20141231x10k.htm |
| EX-10.27 - EXHIBIT 10.27 CLIFFORD PSA - PACIFIC OFFICE PROPERTIES TRUST, INC. | ex1027cliffordpsa.htm |
Exhibit 10.29
AMENDMENT TO SUBORDINATED PROMISSORY NOTES
THIS AMENDMENT TO SUBORDINATED PROMISSORY NOTES (this “Amendment”) is made and entered into as of March 10, 2015, by and among the undersigned holders (the “Holders”) of certain subordinated promissory notes issued by Pacific Office Properties, L.P., a Delaware limited partnership (the “Maker”), and the Maker.
WITNESSETH:
WHEREAS, each of the Holders is the holder of the subordinated promissory note or notes issued by the Maker described on Exhibit A hereto (each, a “Note” and collectively, the “Notes”);
WHEREAS, certain of the Notes were previously amended by that certain Amendment to Subordinated Promissory Notes, dated as of February 6, 2014, by and among the Holders and the Maker;
WHEREAS, each of the Holders and the Maker desire to amend or further amend certain provisions of the Notes, as hereinafter set forth;
NOW, THEREFORE, in consideration of the foregoing, and of the mutual covenants hereinafter contained, and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
AGREEMENT:
1. Maturity. The first sentence of paragraph 3(a) or 3(i), as applicable, of each Note is hereby deleted in its entirety and replaced with the following:
“Subject to the further provisions of this Section 3, the “Maturity Date” shall be the earlier to occur of (x) June 30, 2016, and (y) the date as of which the Maker has fully satisfied, or is released from, any and all liability (actual, contingent or otherwise) under that certain Indemnification Agreement dated as of September 2, 2009 between the Maker and Shidler Equities L.P., a Hawaii limited partnership (as the same has been or may be amended, restated, supplemented, modified or extended from time to time).”
2. Full Force and Effect. Except as expressly modified and amended hereby, each Note shall continue in full force and effect and, as thus modified and amended, is hereby ratified, confirmed and approved.
3. Amendment Not Novation. The changes and modifications made to each Note by this Amendment constitute amendments to such Note and are not a novation of such Note.
4. Counterparts. This Amendment may be executed in counterparts which, taken together, shall constitute a single instrument.
[Signature page follows]
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the date first above written.
PACIFIC OFFICE PROPERTIES, L.P.
By: PACIFIC OFFICE PROPERTIES TRUST, INC., its sole general partner
By: /s/ Lawrence J. Taff
Name: Lawrence J. Taff
Title: Chief Executive Officer
PAN AM PARTNERS, LLC,
a Delaware limited liability company
a Delaware limited liability company
By: JCR Manager, LLC,
a Delaware limited liability company, its Manager
By: /s/ Lawrence J. Taff
Name: Lawrence J. Taff
Title: Vice President
STIRR-DAVIES, LLC,
a Delaware limited liability company
a Delaware limited liability company
By: JCR Manager, LLC,
a Delaware limited liability company, its Manager
By: /s/ Lawrence J. Taff
Name: Lawrence J. Taff
Title: Vice President
WATERFRONT PARTNERS OP, LLC,
a Hawaii limited liability company
a Hawaii limited liability company
By: JCR Manager, LLC,
a Delaware limited liability company, its Manager
By: /s/ Lawrence J. Taff
Name: Lawrence J. Taff
Title: Vice President
250 QUEEN STREET INVESTMENT COMPANY,
a Hawaii limited partnership
a Hawaii limited partnership
By: 810 Richards Investment Corp.,
a Hawaii corporation, its General Partner
By: /s/ Jay H. Shidler
Name: Jay H. Shidler
Title: Vice President
STIRR-PBN, LLC,
a Hawaii limited liability company
a Hawaii limited liability company
By: JCR Manager, LLC,
a Delaware limited liability company, its Manager
By: /s/ Lawrence J. Taff
Name: Lawrence J. Taff
Title: Vice President
SHIDLER EQUITIES L.P.,
a Hawaii limited partnership
a Hawaii limited partnership
By: Shidler Equities Corp., a Hawaii corporation
By: /s/ Jay H. Shidler
Name: Jay H. Shidler
Title: President
REYNOLDS PARTNERS,
a Hawaii limited partnership
a Hawaii limited partnership
By: JC Reynolds, LLC, a Hawaii limited liability company, its general partner
By: /s/ James C. Reynolds
Name: James C. Reynolds
Title: ______________
JRI EQUITIES, LLC,
a California limited liability company
a California limited liability company
By: /s/ James R. Ingebritsen
Name: James R. Ingebritsen
Title: Managing Member
MJR EQUITIES, LLC,
a California limited liability company
a California limited liability company
By: /s/ Matthew J. Root
Name: Matthew J. Root
Title: Managing Member
/s/ Lawrence J. Taff
Lawrence J. Taff
CITY SQUARE EXECUTIVE PARTNERS, LLC,
a Delaware limited liability company
a Delaware limited liability company
By: JCR Manager, LLC,
a Delaware limited liability company, its Manager
By: /s/ Lawrence J. Taff
Name: Lawrence J. Taff
Title: Vice President
STIRR BLACK CANYON, LLC,
a Delaware limited liability company
a Delaware limited liability company
By: JCR Manager, LLC,
a Delaware limited liability company, its Manager
By: /s/ Lawrence J. Taff
Name: Lawrence J. Taff
Title: Vice President
STIRR 2155 KALAKAUA, LLC,
a Hawaii limited liability company
a Hawaii limited liability company
By: SGIP Manager, LLC,
a Delaware limited liability company, its Manager
By: /s/ Lawrence J. Taff
Name: Lawrence J. Taff
Title: Vice President
STIRR USB TOWER, LLC,
a Delaware limited liability company
a Delaware limited liability company
By: JCR Manager, LLC,
a Delaware limited liability company, its Manager
By: /s/ Lawrence J. Taff
Name: Lawrence J. Taff
Title: Vice President
Exhibit A
Holder | Date of Note | Principal Amount of Note |
Pan Am Partners, LLC, a Delaware limited liability company | March 19, 2008 | $727,280.00 |
STIRR-Davies, LLC, a Delaware limited liability company | March 19, 2008 | $613,470.00 |
Waterfront Partners OP, LLC, a Hawaii limited liability company | March 19, 2008 | $293,790.00 |
250 Queen Street Investment Company, a Hawaii limited partnership | March 19, 2008 | $801,660.00 |
STIRR-PBN, LLC, a Hawaii limited liability company | March 19, 2008 | $193,800.00 |
Shidler Equities, L.P., a Hawaii limited partnership (1) | March 19, 2008 | $3,348,000.00 |
Reynolds Partners, L.P., a Hawaii limited partnership (1) | March 19, 2008 | $3,348,000.00 |
JRI Equities, LLC, a California limited liability company (1) | March 19, 2008 | $1,674,000.00 |
MJR Equities, LLC, a California limited liability company (1) | March 19, 2008 | $1,674,000.00 |
Lawrence J. Taff (1) | March 19, 2008 | $1,116,000.00 |
City Square Executive Partners, LLC, a Delaware limited liability company (1) | March 19, 2008 | $840,000.00 |
Shidler Equities, L.P., a Hawaii limited partnership (2) | March 19, 2008 | $519,133.63 |
Reynolds Partners, L.P., a Hawaii limited partnership (2) | March 19, 2008 | $519,133.63 |
JRI Equities, LLC, a California limited liability company (2) | March 19, 2008 | $259,566.81 |
MJR Equities, LLC, a California limited liability company (2) | March 19, 2008 | $259,566.81 |
Lawrence J. Taff (2) | March 19, 2008 | $173,044.54 |
City Square Executive Partners, LLC, a Delaware limited liability company (2) | March 19, 2008 | $130,248.58 |
Holder | Date of Note | Principal Amount of Note |
STIRR Black Canyon, LLC, a Delaware limited liability company | April 30, 2008 | $1,030,000.00 |
STIRR 2155 Kalakaua, LLC, a Hawaii limited liability company | May 23, 2008 | $791,341.00 |
STIRR USB Tower, LLC, a Delaware limited liability company | May 23, 2008 | $1,220,000.00 |
Shidler Equities, L.P., a Hawaii limited partnership | September 25, 2009 | $627,230.52 |
Reynolds Partners, L.P., a Hawaii limited partnership | September 25, 2009 | $502,191.15 |
JRI Equities, LLC, a California limited liability company | September 25, 2009 | $153,632.29 |
MJR Equities, LLC, a California limited liability company | September 25, 2009 | $153,632.29 |
Lawrence J. Taff | September 25, 2009 | $135,287.02 |
Shidler Equities L.P., a Hawaii limited partnership | February 6, 2014 | $2,015,267.00 |
Reynolds Partners, a Hawaii limited partnership | February 6, 2014 | $2,703,333.00 |
JRI Equities, LLC, a California limited liability company | February 6, 2014 | $1,255,425.00 |
MJR Equities, LLC, a California limited liability company | February 6, 2014 | $1,255,427.00 |
Lawrence J. Taff | February 6, 2014 | $1,099,282.00 |
___________
(1) As assignee of Note originally issued to POP Venture, LLC on March 19, 2008 in the principal amount of $12,000,000.00, and distributed and assigned on that date to N. Central, LLC.
(2) As assignee of Note originally issued to N. Central, LLC on March 19, 2008 in the principal amount of $1,860,694.00.