AMENDEDAND RESTATED NOTE

Contract Categories: Business Finance - Note Agreements
EX-10.37 3 v304316_ex10-37.htm EXHIBIT 10.37

EXECUTION VERSION

AMENDED AND RESTATED NOTE

$50,000,000.00 New York, New York
  February 28, 2012

FOR VALUE RECEIVED, the undersigned (“Borrower”), hereby promises to pay to the order of CAPITAL ONE, NATIONAL BANK or registered assigns (“Lender”), in accordance with the provisions of the Agreement (as hereinafter defined), the principal amount of FIFTY MILLION DOLLARS ($50,000,000.00) DOLLARS or, if less than such amount, the unpaid principal amount of each Loan from time to time made by the Lender to Borrower under that certain Credit Agreement, dated as of August 17, 2011 (as amended, restated, extended, supplemented, or otherwise modified in writing from time to time, the “Agreement;” the terms defined therein being used herein as therein defined), among AMERICAN REALTY CAPITAL OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (“Borrower”), AMERICAN REALTY CAPITAL TRUST, INC., a Maryland corporation and the sole member of the sole general partner of Borrower (“Parent”), the Lenders from time to time party thereto, and RBS Citizens, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

Borrower promises to pay interest on the unpaid principal amount of each Loan from the date of such Loan until such principal amount is paid in full, at such interest rates and at such times as provided in the Agreement. All payments of principal and interest shall be made to Administrative Agent for the account of Lender in Dollars in immediately available funds at Administrative Agent’s Office. If any amount is not paid in full when due hereunder, such unpaid amount shall bear interest, to be paid upon demand, from the due date thereof until the date of actual payment (and before as well as after judgment) computed at the per annum rate set forth in the Agreement.

This Note is one of the Notes referred to in the Agreement, is entitled to the benefits thereof and may be prepaid in whole or in part subject to the terms and conditions provided therein. This Note is also entitled to the benefits of the Guaranties and is secured by the Collateral. Upon the occurrence and continuation of one or more of the Events of Default specified in the Agreement, all amounts then remaining unpaid on this Note shall become, or may be declared to be, immediately due and payable all as provided in the Agreement. Loans made by Lender shall be evidenced by one or more loan accounts or records maintained by Lender in the ordinary course of business. Lender may also attach schedules to this Note and endorse thereon the date, amount and maturity of its Loans and payments with respect thereto.

Borrower, for itself, its successors and assigns, hereby waives diligence, presentment, protest and demand and notice of protest, demand, dishonor and non-payment of this Note.

[Signature Page Follows]

 
 

 

 

THIS NOTE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

 

BORROWER:

 

   
  AMERICAN REALTY CAPITAL OPERATING PARTNERSHIP, L.P.,
a Delaware limited partnership
   
By:  /s/ Brian S. Block

Name: Brian S. Block

Title: Secretary & Treasurer

 

[Signature Page to Capital One Amended and Restated Note]

 

 
 

 

 

LOANS AND PAYMENTS WITH RESPECT THERETO

 

Date   Type of
Loan Made
  Amount of
Loan Made
  End of
Interest
Period
  Amount of
Principal or
Interest Paid
This Date
 

Outstanding

Principal
Balance This Date

 

Notation

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