Exhibit 10.4

 

EXECUTION VERSION

 

MASTER MANAGEMENT AGREEMENT

 

THIS MASTER MANAGEMENT AGREEMENT (this “Agreement”), dated as of July 1, 2012, is entered into by and between INLAND AMERICAN REAL ESTATE TRUST, INC., a Maryland corporation (the “Company”), and INLAND AMERICAN RETAIL MANAGEMENT LLC, a Delaware limited liability company (the “Property Manager”).

 

WITNESSETH:

 

WHEREAS, the Company intends to operate as a “real estate investment trust” (a “REIT”), as defined in Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”), for federal and state income tax purposes and expects to make investments in real estate assets of the type permitted to be made by REITs under the Code and otherwise in accordance with the Articles of Incorporation and Bylaws of the Company; and

 

WHEREAS, the properties managed pursuant to this Agreement shall consist of retail facilities, including certain bank branch facilities, a list of which is attached hereto as Exhibit A (such investments included on Exhibit A being referred to herein collectively as the “Properties” and individually as a “Property”); and

 

WHEREAS, the Company desires to have the Property Manager manage certain Properties (as defined below) which are or will be owned by affiliates of the Company (such affiliates being referred to herein collectively as the “Property Owners” and individually as a “Property Owner”), and the Property Manager is willing to manage those Properties, on the terms and conditions herein set forth.

 

NOW THEREFORE, in consideration of the mutual covenants and conditions herein set forth, the parties hereto agree as follows:

 

1.                                      Effective Date.  Effective as of July 1, 2012, the Company hereby retains, on behalf of the Property Owners, the Property Manager to manage certain retail Properties, including certain bank branch facilities, located in the United States and Canada (collectively, the “Territory”).  This Agreement is not an exclusive management agreement and the Property Manager acknowledges and agrees that the Company (whether or not through the Property Owners) may engage other management companies to manage Properties within the Territory.

 

2.                                      Terms and Conditions.

 

(a)                                 The engagement of the Property Manager for any Property shall be pursuant to the terms and conditions of a separate management agreement in substantially the form attached hereto as Exhibit B (the “Management Agreement”) between the Property Manager and the applicable Property Owner.   Each Property identified on Exhibit A is identified as either a multi-tenant or single-tenant site or a bank branch facility for purposes of identifying the applicable monthly management fee rate for each Property.  Exhibit A will be amended to include any Properties acquired after the date of this Agreement as either a multi-tenant or single tenant site or a bank branch facility, and

 

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each such Property shall become subject to this Agreement and a separate Management Agreement.

 

(b)                                 Each Property Owner shall be obligated to pay the Property Manager, as a monthly management fee, an amount equal to:

 

(i)                                     4.50% of the Gross Income (as hereafter defined) of the Property to be managed, if the Property is a multi-tenant site,

 

(ii)                                  2.90% of the Gross Income of the Property to be managed, if the Property is a single-tenant site, or

 

(iii)                               2.50% of the Gross Income of the Property to be managed, if the Property is a bank branch facility.

 

(iv)                              For purposes hereof, “Gross Income” means all rents, assessments and other items, including, but not limited to the following, to the extent applicable: the aggregate amount of any and all tenant payments for real estate taxes, property liability and other insurance, damages and repairs, common area maintenance, tax reduction fees and all other tenant reimbursements, administrative charges, proceeds of rental interruption insurance, parking fees, income from coin operated machines and other miscellaneous income collected by or paid to Property Manager.  For purposes of calculating the management fee, Gross Income specifically includes late rent administrative charges, non-negotiable check charges, credit report fees, subleasing administrative charges, and all administrative charges actually collected from tenants in connection with annual common area maintenance reconciliations and tenant charge backs for same.

 

(c)                                  The management fee for each Property shall be set forth in the Management Agreement for each Property.  If the Property Manager or the Company, on behalf of a Property Owner, reasonably determines that a Property has changed its classification as either a single-tenant site or multi-tenant site or a bank branch facility, it shall notify the other party in writing.  If the parties mutually agree that the classification has changed, the parties will amend the Management Agreement to reflect a change in the management fee.

 

(d)                                 Property Manager hereby covenants and agrees that (i) subject to the reimbursement obligations set forth below, the Property Manager shall perform services requested by the Company, the Board of Directors of the Company or a Property Owner in connection with any direct or indirect sale of a Property in addition to those set forth in this Agreement and (ii) Property Manager shall cooperate with the Company and each applicable Property Owner, as applicable, in connection with such sale of a Property.

 

(e)                                  Each Property Owner shall reimburse the Property Manager for all reasonable out of pocket costs and expenses actually incurred by Property Manager for services performed in connection with a sale of a Property.  Such costs and expenses shall include, but not be limited to costs for consultants and/or temporary employees engaged

 

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to assist in the sale process, and severance packages or stay bonuses paid to those employees of Property Manager that contribute to the maintenance, operation, repair and other services being rendered at the Property.  Such costs and expenses shall not include corporate salary allocations or employee costs not normally reimbursed pursuant to the Management Agreements.  Severance packages and stay bonuses will not be reimbursed for any employees of Property Manager other than those rendering services at the applicable Property, including for the avoidance of doubt any senior executive of the Property Manager. All of the costs and expenses described in this subsection shall be reimbursed to Property Manager regardless of whether a sale occurs.

 

(f)                                   The following guidelines shall apply to reimbursement for severance packages and stay bonuses:

 

(i)                                     Up to one week of severance pay will be reimbursed for each one year of service.

 

(ii)                                  Stay bonuses will only be reimbursed for key employees, and reimbursement will be limited to approximately ten percent (10%) of the key employee’s base annual pay.

 

(iii)                               Property Manager agrees to provide an estimate of reimbursable severance payments and stay bonuses for the remainder of the 2012 calendar year to the applicable Property Owner, the Company and the Company’s Board of Directors within 30 days of the date of this Agreement and for the 2013 calendar year during the fourth quarter of the 2012 calendar year.  Such estimates shall be subject to the reasonable approval of the Company’s Board.  Property Manager will provide a quarterly update to the Property Owner, the Company and the Company’s Board of Directors as to reimbursable severance payments and stay bonuses actually paid and shall not be entitled to reimbursement for any amounts in excess of such estimates without the prior written approval of the Company’s Board of Directors.

 

(g)                                  Subject to the terms of this Agreement, Property Manager covenants and agrees to comply with and implement, as applicable, any direction or strategic plan approved by the Company’s Board of Directors.

 

(h)                                 Notwithstanding the foregoing, the Property Manager, the Company and the applicable Property Owner may mutually agree to vary the terms of a Management Agreement for any Property, provided any increase in or addition of fees and/or reimbursements, limitation or modification with respect to reporting, or modification of the term or any termination rights, in each instance, shall be subject to the prior approval of the Company’s Board of Directors.

 

3.                                      Termination.

 

(a)                                 Subject to Sections 3(b), 3(c) and 3(d) and to the renewal option described below, the term of this Agreement shall commence as of the date of this Agreement and expire on December 31, 2013.  The Term shall automatically be renewed until June 30,

 

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2015, unless either party delivers written notice to the other party canceling this Agreement (a “Termination Notice”).  In order to be effective, a Termination Notice must be delivered before June 30, 2013.  If a Termination Notice is not delivered before such date, the Termination Notice shall not be effective, and the Term shall automatically be extended without further action by the parties.  If this Agreement is terminated pursuant to Subsections 3(b), 3(c) or 3(d) or a Termination Notice is given, all Management Agreements shall terminate effective as of the date of termination of this Agreement.

 

(b)                                 Notwithstanding Section 3(a) above, the Company shall have the right to terminate this Agreement under the following circumstances:

 

(i)                                     Property Manager engages in any act of fraud, misappropriation of funds or embezzlement or Property Manager commits any act of gross negligence or willful misconduct in the performance of its obligations under this Agreement; provided, however, if such conduct is committed by any individual other than any senior executive, the Company shall have no right to exercise such termination right if the Property Manager immediately terminates or causes the termination of such individual from employment and makes the Company, the Property Owner and the Property whole for the actual financial loss resulting from such conduct.

 

(ii)                                  The Property Manager commits a material breach of any representation, warranty, term, covenant or condition set forth in this Agreement and such breach is not cured within thirty (30) days after written notice from the Company to the Property Manager.   The notice shall specify the nature of the breach in reasonable detail.  Notwithstanding the foregoing, if the Property Manager has promptly commenced to cure the breach within the initial 30-day period and is diligently pursuing the cure to completion, the Property Manager shall have, to the extent necessary, an additional thirty (30) days to cure the breach before the Company may terminate this Agreement.

 

(iii)                               A court of competent jurisdiction enters a decree or order for relief in respect of the Property Manager in any involuntary case under the applicable bankruptcy, insolvency or other similar law now or hereafter in effect, or appoints a receiver liquidator, assignee, custodian, trustee, sequestrator (or similar official) of the Property Manager or for any substantial part of its property or orders the winding up or liquidation of the Property Manager’s affairs.

 

(iv)                              The Property Manager commences a voluntary case under any applicable bankruptcy, insolvency or other similar law now or hereafter in effect, or consents to (or fails to timely object to) the entry of an order for relief in an involuntary case under any such law, or consents to (or fails to timely object to) the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator (or similar official) of the Property Manager or for any substantial part of its property, or makes any general assignment for the benefit of creditors, or fails generally to pay its debts, as they become due.

 

(v)                                 There is a dissolution of the Property Manager.

 

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(c)                                  Notwithstanding Section 3(a) above, the Property Manager shall have the right to terminate this Agreement under the following circumstances:

 

(i)                                     The Company commits a material breach of any representation, warranty, term, covenant or condition set forth in this Agreement and such breach is not cured within thirty (30) days after written notice from the Property Manager to the Company.  The notice shall specify the nature of the breach in reasonable detail.  Notwithstanding the foregoing, if the Company has promptly commenced to cure the breach within the initial 30-day period and is diligently pursuing the cure to completion, the Company shall have, to the extent necessary, an additional thirty (30) days to cure the breach before the Property Manager may terminate this Agreement.

 

(ii)                                  A court of competent jurisdiction enters a decree or order for relief in respect of the Company in any involuntary case under the applicable bankruptcy, insolvency or other similar law now or hereafter in effect, or appoints a receiver liquidator, assignee, custodian, trustee, sequestrator (or similar official) of the Company or for any substantial part of any of their respective property or orders the winding up or liquidation of the Company’s affairs.

 

(iii)                               The Company commences a voluntary case under any applicable bankruptcy, insolvency or other similar law now or hereafter in effect, or consents to (or fails to timely object to) the entry of an order for relief in an involuntary case under any such law, or consents to (or fails to timely object to) the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator (or similar official) of the Company or for any substantial part of its property, or makes any general assignment for the benefit of creditors, or fails generally to pay its debts, as they become due.

 

(iv)                              There is a dissolution of the Company.

 

(d)                                 Notwithstanding Section 3(a) above, if there is a Change of Control (as hereafter defined), this Agreement shall automatically terminate, effective as of the date on which the Change of Control occurs.  If there is a Change of Control pursuant to subsection (e)(i) below, then for purposes of this subsection (d), the date on which the Change of Control occurs means the date on which the last of the affected Properties or Property Owners are sold, disposed of or transferred by the Company.

 

(e)                                  For purposes hereof, a “Change of Control” means:

 

(i)                                     contracting to sell, dispose of or transfer at least seventy-five percent (75%) of either (1) the Properties managed by the Property Manager pursuant to this Agreement and the Management Agreements entered into pursuant to this Agreement or (2) the Property Owners of the Properties managed by the Property Manager pursuant to this Agreement and the Management Agreements entered into pursuant to this Agreement, in each case within any six (6) month period to one or more persons or entities other than the Property

 

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Manager, any of its affiliates or any of the Company’s subsidiaries and at least seventy-five percent (75%) of such Properties or Property Owners, as applicable, are actually sold, disposed of or transferred by the Company; or

 

(ii)                                  the acquisition by any individuals, entity, group or person (within the meaning of Section 13(d)(3) or Section 14(d)(2) of the Securities Exchange Act, or any successor provision (the “Exchange Act”)), including any group acting for the purpose of acquiring, holding or disposing of securities (within the meaning of Rule 13d-5(b)(1) under the Exchange Act), other than the Property Manager or any of its affiliates, in a single transaction or in a related series of transactions, by way of merger, consolidation or other business combination or purchase of beneficial ownership (within the meaning of Rule 13d-3 under the Exchange Act) of fifty percent (50%) or more of the total voting power of the voting capital interests of the Company.

 

(f)                                   Unless otherwise expressly set forth in this Section 3, the party entitled to terminate this Agreement shall provide the other party thirty (30) days advance written notice of the termination.

 

(g)                                  In the event a dispute arises between the parties regarding the application or interpretation of this Agreement or a Management Agreement, the parties shall exercise commercially reasonable efforts to reach a reasonable and equitable resolution of the matter.  If the parties are unable to reach a reasonable and equitable resolution, either party may refer the matter by written notice to the senior officers of the parties hereto.  If the parties still cannot resolve the matter, the parties shall agree upon an appropriate method of non-judicial dispute resolution, including mediation, mini-trial, or arbitration.

 

4.                                      Action Upon Termination.

 

(a)                                 Except as otherwise set forth in Section 4(b), the Property Manager shall not be entitled to compensation after the date of termination of this Agreement for further services performed under this Agreement or the Management Agreements, but shall be paid all compensation accruing to the date of termination. Upon termination of this Agreement, the Property Manager shall:

 

(i)                                     pay over to the Company, on behalf of the Property Owners, all moneys collected and held for the account of the Company pursuant to this Agreement and each Management Agreement, after deducting any accrued compensation and reimbursement for expenses to which the Property Manager is entitled;

 

(ii)                                  deliver to the Board of Directors of the Company a full accounting, including a statement showing all payments collected by the Property Manager and a statement of all money held by the Property Manager, covering the period following the date of the last accounting furnished to the Board of Directors of the Company;

 

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(iii)                               deliver to the Board of Directors of the Company all property and documents of the Company then in the custody of the Property Manager; and

 

(iv)                              cooperate with the Company and the Property Owners and take all reasonable steps requested by the Company to assist it in making an orderly transition of the functions performed by the Property Manager.

 

(b)                                 Notwithstanding subsection 4(a), if this Agreement is terminated as a result of a Change of Control, the Property Manager shall be paid a termination fee equal to seventy percent (70%) of the average applicable monthly management fee that would otherwise have been paid to Property Manager for each Affected Management Agreement (as hereafter defined).  The termination fee shall be calculated using the monthly management fee for the immediately preceding three full calendar months of each Affected Management Agreement to determine the average and multiplying that average by the number of months remaining in the term of each Affected Management Agreement, excluding any extension options.

 

(i)                                     For purposes of this subsection (b), an “Affected Management Agreement” means:

 

(1)                                 any Management Agreement terminated because this Agreement was terminated as a result of a Change of Control;

 

(2)                                 any Management Agreement terminated because the Property subject to the Management Agreement was sold as part of a sale that triggered the Change of Control; and

 

(3)                                 any Management Agreement terminated because there was a change of control of the Property Owner (as more particularly described in Section 2(c)(ii) of the Management Agreement) and the change of control of the Property Owner was part of a sale that triggered the Change of Control.

 

(c)                                  The Company shall pay the Property Manager the termination fee in cash upon the effective date of the termination of this Agreement.

 

5.                                      Successors and Assigns.  This Agreement shall bind any successors or assigns of the parties hereto as herein provided.

 

6.                                      Liability and Indemnification.

 

(a)                                 The Company shall indemnify the Property Manager and its affiliates, officers, directors, employees and agents (individually an “Indemnitee”, collectively the “Indemnitees”) to the same extent as the Company may indemnify its officers, directors, employees and agents under its Articles of Incorporation and Bylaws so long as:

 

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(i)                                     the Board of Directors of the Company has determined, in good faith, that the course of conduct that caused the loss, liability or expense was in the best interests of the Company;

 

(ii)                                  the Indemnitee was acting on behalf of, or performing services for, the Company;

 

(iii)                               the liability or loss was not the result of negligence or misconduct on the part of the Indemnitee; and

 

(iv)                              any amounts payable to the Indemnitee are paid only out of the Company’s net assets and not from any personal assets of any stockholder.

 

(b)                                 The Company shall not indemnify any person or entity for losses, liabilities or expenses arising from, or out of, an alleged violation of federal or state securities laws by any party seeking indemnity unless one or more of the following conditions are met:

 

(i)                                     there has been a successful adjudication on the merits of each count involving alleged securities law violations as to the particular person or entity;

 

(ii)                                  the claims have been dismissed with prejudice on the merits by a court of competent jurisdiction as to the particular person or entity; or

 

(iii)                               a court of competent jurisdiction approves a settlement of the claims and finds that indemnification of the settlement and related costs should be made and the court considering the request has been advised of the position of the Securities and Exchange Commission and the published opinions of any state securities regulatory authority in which securities of the Company were offered and sold with respect to the availability or propriety of indemnification for securities law violations.

 

(c)                                  The Company shall advance amounts to persons entitled to indemnification hereunder for legal and other expenses and costs incurred as a result of any legal action for which indemnification is being sought only if all of the following conditions are satisfied:

 

(i)                                     the legal action relates to acts or omissions with respect to the performance of duties or services by the Indemnitee for or on behalf of the Company or a Property Owner;

 

(ii)                                  the legal action is initiated by a third party and a court of competent jurisdiction specifically approves the advancement; and

 

(iii)                               the Indemnitee receiving the advances undertakes to repay any monies advanced by the Company, together with the applicable legal rate of

 

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interest thereon, in any case(s) in which a court of competent jurisdiction finds that the party is not entitled to be indemnified.

 

7.                                      Notices.  Any notice, report or other communication required or permitted to be given hereunder shall be in writing unless some other method of giving such notice, report or other communication is accepted by the party to whom it is given and shall be given by being delivered at the following addresses of the parties hereto:

 

	
If to the Company, to:
    	
Inland   American Real Estate Trust, Inc.
    
	
 
    	
2901   Butterfield Road
    
	
 
    	
Oak   Brook, IL 60523
    
	
 
    	
Attention:
    	
Vice   President, Administration
    
	
 
    	
Telephone:
    	
(630)   218-8000
    
	
 
    	
Facsimile:
    	
(630)   218-4955
    
	
 
    	
 
    	
 
    
	
If to the Property Manager, to:
    	
Inland   American Retail Management LLC
    
	
 
    	
2901   Butterfield Road
    
	
 
    	
Oak   Brook, IL 60523
    
	
 
    	
Attention:
    	
President
    
	
 
    	
Telephone:
    	
(630)   218-8000
    
	
 
    	
Facsimile:
    	
(630)   218-4955
    


 

Either party may at any time give notice in writing to the other party of a change of its address for the purpose of this Section 7.

 

8.                                      Counterparts.  This Agreement may be executed in one or more counterparts, all or which taken together shall constitute one and the same agreement, and shall become effective when the counterparts have been signed by each party hereto and delivered to the other party hereto.

 

9.                                      Governing Law.  This Agreement shall be construed, performed and enforced in accordance with and governed by the internal laws of the State of Illinois, without giving effect to the principles of conflicts of law thereof.

 

10.                               Amendments.  This Agreement may be amended or modified, and any of the terms, covenants, representations, warranties or conditions hereof may be waived, only by a written instrument executed by the parties hereto, or in the case of a waiver, by the party waiving compliance.

 

11.                               Headings.  The descriptive headings in this Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement.

 

12.                               Severability.  In the event that any part of this Agreement is declared by any court or other judicial or administrative body to be null, void or unenforceable, said provision shall survive to the extent it is not so declared, and all of the other provisions of this Agreement shall remain in full force and effect.

 

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WHEREFORE, the undersigned have executed this Agreement by their duly authorized officers or representatives as of the date first above written.

 

	
COMPANY:
    	
 
    	
PROPERTY   MANAGER:
    
	
 
    	
 
    	
 
    
	
INLAND AMERICAN REAL ESTATE TRUST, INC.
    	
 
    	
INLAND   AMERICAN RETAIL MANAGEMENT LLC
    
	
 
    	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    
	
By:
    	
/s/   Jack Potts
    	
 
    	
By:
    	
/s/   Tom Lithgow
    
	
Name:
    	
Jack   Potts
    	
 
    	
Name:
    	
Tom   Lithgow
    
	
Its:
    	
Principal   Financial Officer
    	
 
    	
Its:
    	
President
    


 

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EXHIBIT A

 

	
46000
    	
 
    	
CFG-CT   - 01 Colchester
    	
 
    	
Bank   Branches
    
	
46001
    	
 
    	
CFG-CT   - 02 Deep River
    	
 
    	
Bank   Branches
    
	
46003
    	
 
    	
CFG-CT   - 04 East Lyme
    	
 
    	
Bank   Branches
    
	
46004
    	
 
    	
CFG-CT   - 05 Hamden
    	
 
    	
Bank   Branches
    
	
46005
    	
 
    	
CFG-CT   - 07 Montville
    	
 
    	
Bank   Branches
    
	
46006
    	
 
    	
CFG-CT   - 09 Stonington Mystic bra
    	
 
    	
Bank   Branches
    
	
46007
    	
 
    	
CFG-CT   - 10 Stonington Pawcatuck
    	
 
    	
Bank   Branches
    
	
46008
    	
 
    	
CFG-DE   - 01 Lewes
    	
 
    	
Bank   Branches
    
	
46013
    	
 
    	
CFG-IL   - 07 Chicago Heights
    	
 
    	
Bank   Branches
    
	
46015
    	
 
    	
CFG-IL   - 13 Orland Hills
    	
 
    	
Bank   Branches
    
	
46016
    	
 
    	
CFG-IL   - 15 Villa Park
    	
 
    	
Bank   Branches
    
	
46017
    	
 
    	
CFG-IL   - 16 Westchester
    	
 
    	
Bank   Branches
    
	
46018
    	
 
    	
CFG-MA   - 02 Dedham
    	
 
    	
Bank   Branches
    
	
46020
    	
 
    	
CFG-MA   - 04 Hanover
    	
 
    	
Bank   Branches
    
	
46021
    	
 
    	
CFG-MA   - 06 Ludlow
    	
 
    	
Bank   Branches
    
	
46022
    	
 
    	
CFG-MA   - 08 Malden
    	
 
    	
Bank   Branches
    
	
46023
    	
 
    	
CFG-MA   - 09 Malden
    	
 
    	
Bank   Branches
    
	
46024
    	
 
    	
CFG-MA   - 11 Medford
    	
 
    	
Bank   Branches
    
	
46025
    	
 
    	
CFG-MA   - 13 Milton
    	
 
    	
Bank   Branches
    
	
46026
    	
 
    	
CFG-MA   - 14 Needham
    	
 
    	
Bank   Branches
    
	
46027
    	
 
    	
CFG-MA   - 15 New Bedford
    	
 
    	
Bank   Branches
    
	
46028
    	
 
    	
CFG-MA   - 16 Randolph
    	
 
    	
Bank   Branches
    
	
46029
    	
 
    	
CFG-MA   - 17 Somerville
    	
 
    	
Bank   Branches
    
	
46030
    	
 
    	
CFG-MA   - 18 South Dennis
    	
 
    	
Bank   Branches
    
	
46031
    	
 
    	
CFG-MA   - 19 Springfield
    	
 
    	
Bank   Branches
    
	
46032
    	
 
    	
CFG-MA   - 20 Springfield
    	
 
    	
Bank   Branches
    
	
46035
    	
 
    	
CFG-MA   - 23 Winthrop
    	
 
    	
Bank   Branches
    
	
46036
    	
 
    	
CFG-MA   - 24 Woburn
    	
 
    	
Bank   Branches
    
	
46037
    	
 
    	
CFG-MA   - 25 Watertown
    	
 
    	
Bank   Branches
    
	
46038
    	
 
    	
CFG-MI   - 01 Farmington
    	
 
    	
Bank   Branches
    
	
46039
    	
 
    	
CFG-MI   - 02 Troy
    	
 
    	
Bank   Branches
    
	
46040
    	
 
    	
CFG-NH   - 01 Hinsdale
    	
 
    	
Bank   Branches
    
	
46041
    	
 
    	
CFG-NH   - 02 Keene RETAIL
    	
 
    	
Bank   Branches
    
	
46042
    	
 
    	
CFG-NH   - 03 Manchester
    	
 
    	
Bank   Branches
    
	
46043
    	
 
    	
CFG-NH   - 04 Manchester
    	
 
    	
Bank   Branches
    
	
46044
    	
 
    	
CFG-NH   - 06 Manchester OFFICE
    	
 
    	
Bank   Branches
    
	
46047
    	
 
    	
CFG-NH   - 09 Salem
    	
 
    	
Bank   Branches
    
	
46048
    	
 
    	
CFG-NJ   - 01 Haddon Heights
    	
 
    	
Bank   Branches
    
	
46050
    	
 
    	
CFG-NY   - 02 Plattsburgh
    	
 
    	
Bank   Branches
    
	
46052
    	
 
    	
CFG-OH   - 02 Fairlawn OFFICE
    	
 
    	
Bank   Branches
    


 

A-1











 

	
46054
    	
 
    	
CFG-OH   - 04 Parma
    	
 
    	
Bank   Branches
    
	
46055
    	
 
    	
CFG-OH   - 05 Parma Heights
    	
 
    	
Bank   Branches
    
	
46056
    	
 
    	
CFG-OH   - 07 South Russell
    	
 
    	
Bank   Branches
    
	
46057
    	
 
    	
CFG-PA   - 01 Aliquippa
    	
 
    	
Bank   Branches
    
	
46058
    	
 
    	
CFG-PA   - 02 Allison Park
    	
 
    	
Bank   Branches
    
	
46059
    	
 
    	
CFG-PA   - 03 Altoona
    	
 
    	
Bank   Branches
    
	
46060
    	
 
    	
CFG-PA   - 04 Altoona
    	
 
    	
Bank   Branches
    
	
46061
    	
 
    	
CFG-PA   - 05 Ashley
    	
 
    	
Bank   Branches
    
	
46062
    	
 
    	
CFG-PA   - 06 Beaver Falls
    	
 
    	
Bank   Branches
    
	
46063
    	
 
    	
CFG-PA   - 07 Broadheadsville
    	
 
    	
Bank   Branches
    
	
46064
    	
 
    	
CFG-PA   - 08 Butler
    	
 
    	
Bank   Branches
    
	
46065
    	
 
    	
CFG-PA   - 09 Camp Hill
    	
 
    	
Bank   Branches
    
	
46066
    	
 
    	
CFG-PA   - 10 Camp Hill
    	
 
    	
Bank   Branches
    
	
46068
    	
 
    	
CFG-PA   - 12 Carnegie
    	
 
    	
Bank   Branches
    
	
46069
    	
 
    	
CFG-PA   - 13 Charleroi
    	
 
    	
Bank   Branches
    
	
46070
    	
 
    	
CFG-PA   - 14 Cranberry Drive-I
    	
 
    	
Bank   Branches
    
	
46071
    	
 
    	
CFG-PA   - 15 Dallas
    	
 
    	
Bank   Branches
    
	
46072
    	
 
    	
CFG-PA   - 16 Dallastown
    	
 
    	
Bank   Branches
    
	
46073
    	
 
    	
CFG-PA   - 17 Dillsburg
    	
 
    	
Bank   Branches
    
	
46074
    	
 
    	
CFG-PA   - 18 Drexel Hill
    	
 
    	
Bank   Branches
    
	
46075
    	
 
    	
CFG-PA   - 19 Erie
    	
 
    	
Bank   Branches
    
	
46076
    	
 
    	
CFG-PA   - 20 Ford City
    	
 
    	
Bank   Branches
    
	
46077
    	
 
    	
CFG-PA   - 21 Glenside
    	
 
    	
Bank   Branches
    
	
46078
    	
 
    	
CFG-PA   - 22 Greensburg
    	
 
    	
Bank   Branches
    
	
46082
    	
 
    	
CFG-PA   - 26 Havertown
    	
 
    	
Bank   Branches
    
	
46083
    	
 
    	
CFG-PA   - 27 Highspire
    	
 
    	
Bank   Branches
    
	
46084
    	
 
    	
CFG-PA   - 28 Hollidaysburg
    	
 
    	
Bank   Branches
    
	
46085
    	
 
    	
CFG-PA   - 29 Homestead
    	
 
    	
Bank   Branches
    
	
46086
    	
 
    	
CFG-PA   - 30 Kingston
    	
 
    	
Bank   Branches
    
	
46087
    	
 
    	
CFG-PA   - 31 Kittanning
    	
 
    	
Bank   Branches
    
	
46089
    	
 
    	
CFG-PA   - 33 Lancaster
    	
 
    	
Bank   Branches
    
	
46091
    	
 
    	
CFG-PA   - 35 Latrobe
    	
 
    	
Bank   Branches
    
	
46093
    	
 
    	
CFG-PA   - 37 Lower Burrell
    	
 
    	
Bank   Branches
    
	
46094
    	
 
    	
CFG-PA   - 38 Matamoras
    	
 
    	
Bank   Branches
    
	
46095
    	
 
    	
CFG-PA   - 39 McKees Rocks
    	
 
    	
Bank   Branches
    
	
46096
    	
 
    	
CFG-PA   - 40 Mechanicsburg
    	
 
    	
Bank   Branches
    
	
46097
    	
 
    	
CFG-PA   - 41 Mercer Drive-In
    	
 
    	
Bank   Branches
    
	
46098
    	
 
    	
CFG-PA   - 42 Milford
    	
 
    	
Bank   Branches
    
	
46099
    	
 
    	
CFG-PA   - 43 Mountain Top
    	
 
    	
Bank   Branches
    
	
46102
    	
 
    	
CFG-PA   - 47 Oil City
    	
 
    	
Bank   Branches
    
	
46103
    	
 
    	
CFG-PA   - 48 Oakmont
    	
 
    	
Bank   Branches
    
	
46104
    	
 
    	
CFG-PA   - 50 Philadelphia
    	
 
    	
Bank   Branches
    
	
46106
    	
 
    	
CFG-PA   - 52 Philadelphia
    	
 
    	
Bank   Branches
    


 

A-2











 

	
46107
    	
 
    	
CFG-PA   - 53 Philadelphia
    	
 
    	
Bank   Branches
    
	
46108
    	
 
    	
CFG-PA   - 54 Pitcairn
    	
 
    	
Bank   Branches
    
	
46109
    	
 
    	
CFG-PA   - 55 Pittsburgh RETAIL
    	
 
    	
Bank   Branches
    
	
46110
    	
 
    	
CFG-PA   - 56 Pittsburgh RETAIL
    	
 
    	
Bank   Branches
    
	
46111
    	
 
    	
CFG-PA   - 57 Pittsburgh
    	
 
    	
Bank   Branches
    
	
46112
    	
 
    	
CFG-PA   - 58 Pittsburgh
    	
 
    	
Bank   Branches
    
	
46113
    	
 
    	
CFG-PA   - 59 Pittsburgh
    	
 
    	
Bank   Branches
    
	
46114
    	
 
    	
CFG-PA   - 60 Pittsburgh
    	
 
    	
Bank   Branches
    
	
46115
    	
 
    	
CFG-PA   - 61 Pittsburgh
    	
 
    	
Bank   Branches
    
	
46116
    	
 
    	
CFG-PA   - 62 Pittsburgh
    	
 
    	
Bank   Branches
    
	
46117
    	
 
    	
CFG-PA   - 63 Pittsburgh
    	
 
    	
Bank   Branches
    
	
46118
    	
 
    	
CFG-PA   - 64 Pittsburgh
    	
 
    	
Bank   Branches
    
	
46119
    	
 
    	
CFG-PA   - 66 Pittsburgh
    	
 
    	
Bank   Branches
    
	
46120
    	
 
    	
CFG-PA   - 67 Reading
    	
 
    	
Bank   Branches
    
	
46121
    	
 
    	
CFG-PA   - 68 Reading
    	
 
    	
Bank   Branches
    
	
46122
    	
 
    	
CFG-PA   - 69 Saxonburg
    	
 
    	
Bank   Branches
    
	
46125
    	
 
    	
CFG-PA   - 72 Souderton
    	
 
    	
Bank   Branches
    
	
46127
    	
 
    	
CFG-PA   - 74 State College
    	
 
    	
Bank   Branches
    
	
46128
    	
 
    	
CFG-PA   - 75 Tannersville
    	
 
    	
Bank   Branches
    
	
46129
    	
 
    	
CFG-PA   - 76 Temple
    	
 
    	
Bank   Branches
    
	
46130
    	
 
    	
CFG-PA   - 77 Turtle Creek
    	
 
    	
Bank   Branches
    
	
46131
    	
 
    	
CFG-PA   - 78 Tyrone
    	
 
    	
Bank   Branches
    
	
46132
    	
 
    	
CFG-PA   - 79 Upper Darby
    	
 
    	
Bank   Branches
    
	
46134
    	
 
    	
CFG-PA   - 81 Warrendale
    	
 
    	
Bank   Branches
    
	
46135
    	
 
    	
CFG-PA   - 82 West Chester
    	
 
    	
Bank   Branches
    
	
46137
    	
 
    	
CFG-PA   - 84 West Hazelton
    	
 
    	
Bank   Branches
    
	
46138
    	
 
    	
CFG-PA   - 85 Wexford
    	
 
    	
Bank   Branches
    
	
46139
    	
 
    	
CFG-PA   - 86 Wilkes-Barre
    	
 
    	
Bank   Branches
    
	
46141
    	
 
    	
CFG-PA   - 89 Mount Lebanon
    	
 
    	
Bank   Branches
    
	
46142
    	
 
    	
CFG-PA   - 88 York RETAIL
    	
 
    	
Bank   Branches
    
	
46143
    	
 
    	
CFG-RI   - 01 Coventry
    	
 
    	
Bank   Branches
    
	
46144
    	
 
    	
CFG-RI   - 02 Cranston
    	
 
    	
Bank   Branches
    
	
46145
    	
 
    	
CFG-RI   - 03 East Greenwich
    	
 
    	
Bank   Branches
    
	
46146
    	
 
    	
CFG-RI   - 04 Johnston
    	
 
    	
Bank   Branches
    
	
46147
    	
 
    	
CFG-RI   - 06 N. Providence
    	
 
    	
Bank   Branches
    
	
46148
    	
 
    	
CFG-RI   - 07 North Providence
    	
 
    	
Bank   Branches
    
	
46149
    	
 
    	
CFG-RI   - 08 Providence OFFICE
    	
 
    	
Bank   Branches
    
	
46150
    	
 
    	
CFG-RI   - 11 Providence
    	
 
    	
Bank   Branches
    
	
46151
    	
 
    	
CFG-RI   - 12 Rumford
    	
 
    	
Bank   Branches
    
	
46152
    	
 
    	
CFG-RI   - 13 Wakefield
    	
 
    	
Bank   Branches
    
	
46153
    	
 
    	
CFG-RI   - 14 Warren
    	
 
    	
Bank   Branches
    
	
46154
    	
 
    	
CFG-RI   - 15 Warwick OFFICE
    	
 
    	
Bank   Branches
    
	
46155
    	
 
    	
CFG-RI   - 16 Warwick OFFICE
    	
 
    	
Bank   Branches
    


 

A-3











 

	
46156
    	
 
    	
CFG-VT   - 01 Middlebury
    	
 
    	
Bank   Branches
    
	
46157
    	
 
    	
ST-AL00121   Shoal Creek Branch
    	
 
    	
Bank   Branches
    
	
46158
    	
 
    	
ST-AL00107   Muscle Shoals Branch
    	
 
    	
Bank   Branches
    
	
46159
    	
 
    	
ST-DC00140   Brightwood
    	
 
    	
Bank   Branches
    
	
46160
    	
 
    	
ST-FL00122   Clark Road Office
    	
 
    	
Bank   Branches
    
	
46161
    	
 
    	
ST-FL00124   Sunwest Office
    	
 
    	
Bank   Branches
    
	
46162
    	
 
    	
ST-FL00127   Fort Meade Branch
    	
 
    	
Bank   Branches
    
	
46163
    	
 
    	
ST-FL00129   St. Lucie West Office
    	
 
    	
Bank   Branches
    
	
46164
    	
 
    	
ST-FL00133   Highlands Branch
    	
 
    	
Bank   Branches
    
	
46165
    	
 
    	
ST-FL00134   Imperial Lakes Branch
    	
 
    	
Bank   Branches
    
	
46166
    	
 
    	
ST-FL00140   Lake Mary Branch
    	
 
    	
Bank   Branches
    
	
46167
    	
 
    	
ST-FL00149   Haile Plantation Branc
    	
 
    	
Bank   Branches
    
	
46168
    	
 
    	
ST-FL00152   Millhopper Branch
    	
 
    	
Bank   Branches
    
	
46169
    	
 
    	
ST-FL00167   Cordova Office
    	
 
    	
Bank   Branches
    
	
46170
    	
 
    	
ST-FL00168   Tiger Point Office
    	
 
    	
Bank   Branches
    
	
46171
    	
 
    	
ST-FL00175   North Beneva Office
    	
 
    	
Bank   Branches
    
	
46172
    	
 
    	
ST-FL00178   Bayonet Point Branch
    	
 
    	
Bank   Branches
    
	
46173
    	
 
    	
ST-FL00187   Walden Woods Office
    	
 
    	
Bank   Branches
    
	
46174
    	
 
    	
ST-FL00192   Miracle Mile Office
    	
 
    	
Bank   Branches
    
	
46175
    	
 
    	
ST-FL00193   Hobe Sound Office
    	
 
    	
Bank   Branches
    
	
46176
    	
 
    	
ST-FL00198   North Port Office
    	
 
    	
Bank   Branches
    
	
46177
    	
 
    	
ST-FL00206   Mount Dora Branch
    	
 
    	
Bank   Branches
    
	
46178
    	
 
    	
ST-FL00218   Daytona Beach Shores B
    	
 
    	
Bank   Branches
    
	
46179
    	
 
    	
ST-FL00243   Marianna Downtown Offi
    	
 
    	
Bank   Branches
    
	
46180
    	
 
    	
ST-FL00264   Land O’Lakes Branch
    	
 
    	
Bank   Branches
    
	
46181
    	
 
    	
ST-FL00267   Clinton Avenue Office
    	
 
    	
Bank   Branches
    
	
46182
    	
 
    	
ST-FL00281   St. Augustine Office
    	
 
    	
Bank   Branches
    
	
46183
    	
 
    	
ST-FL00303   South Beach Office
    	
 
    	
Bank   Branches
    
	
46184
    	
 
    	
ST-FL00304   Regency Square Office
    	
 
    	
Bank   Branches
    
	
46185
    	
 
    	
ST-FL00320   Northwood Office
    	
 
    	
Bank   Branches
    
	
46186
    	
 
    	
ST-FL00335   Osprey Office
    	
 
    	
Bank   Branches
    
	
46187
    	
 
    	
ST-FL00948   East Boca Raton Office
    	
 
    	
Bank   Branches
    
	
46188
    	
 
    	
ST-FL00953   West Tamarac Office
    	
 
    	
Bank   Branches
    
	
46189
    	
 
    	
ST-FL00961   Pompano Beach
    	
 
    	
Bank   Branches
    
	
46190
    	
 
    	
ST-FL00963   North Palm Beach
    	
 
    	
Bank   Branches
    
	
46191
    	
 
    	
ST-FL00981   23rd Street Office
    	
 
    	
Bank   Branches
    
	
46192
    	
 
    	
ST-FL00985   Panama City Beach Offi
    	
 
    	
Bank   Branches
    
	
46193
    	
 
    	
ST-FL01000   West St. Cloud Branch
    	
 
    	
Bank   Branches
    
	
46194
    	
 
    	
ST-FL01033   Granada Boulevard Bran
    	
 
    	
Bank   Branches
    
	
46195
    	
 
    	
ST-FL01034   Bill France Boulevard
    	
 
    	
Bank   Branches
    
	
46196
    	
 
    	
ST-FL01035   West Ormond Branch
    	
 
    	
Bank   Branches
    
	
46197
    	
 
    	
ST-FL01038   Deltona Branch
    	
 
    	
Bank   Branches
    
	
46198
    	
 
    	
ST-FL01041   Coronado Beach Branch
    	
 
    	
Bank   Branches
    


 

A-4











 

	
46199
    	
 
    	
ST-FL01044   Riverside Office
    	
 
    	
Bank   Branches
    
	
46200
    	
 
    	
ST-FL01049   Ormond Towne Square Br
    	
 
    	
Bank   Branches
    
	
46201
    	
 
    	
ST-FL01066   Southside Office
    	
 
    	
Bank   Branches
    
	
46202
    	
 
    	
ST-FL01068   Ridge Manor Office
    	
 
    	
Bank   Branches
    
	
46203
    	
 
    	
ST-FL01070   Spring Hill Office
    	
 
    	
Bank   Branches
    
	
46204
    	
 
    	
ST-FL01076   Inverness Branch
    	
 
    	
Bank   Branches
    
	
46205
    	
 
    	
ST-FL01092   Pembroke Pines
    	
 
    	
Bank   Branches
    
	
46206
    	
 
    	
ST-FL01094   Belvedere
    	
 
    	
Bank   Branches
    
	
46207
    	
 
    	
ST-FL01105   Indian Harbour Beach B
    	
 
    	
Bank   Branches
    
	
46208
    	
 
    	
ST-FL01106   Lake Washington Branch
    	
 
    	
Bank   Branches
    
	
46209
    	
 
    	
ST-FL01115   South Orlando Branch
    	
 
    	
Bank   Branches
    
	
46210
    	
 
    	
ST-FL01117   Pine Hills Branch
    	
 
    	
Bank   Branches
    
	
46211
    	
 
    	
ST-FL01142   South 436 Lake Margare
    	
 
    	
Bank   Branches
    
	
46212
    	
 
    	
ST-FL01151   University Boulevard B
    	
 
    	
Bank   Branches
    
	
46213
    	
 
    	
ST-FL01155   Alafaya Highway 50 B
    	
 
    	
Bank   Branches
    
	
46214
    	
 
    	
ST-FL01158   West Central Office
    	
 
    	
Bank   Branches
    
	
46215
    	
 
    	
ST-FL01163   Apopka Branch
    	
 
    	
Bank   Branches
    
	
46216
    	
 
    	
ST-FL01174   Tuscawilla Branch
    	
 
    	
Bank   Branches
    
	
46217
    	
 
    	
ST-FL01188   Fruitland Park Branch
    	
 
    	
Bank   Branches
    
	
46218
    	
 
    	
ST-FL01198   Rockledge Branch
    	
 
    	
Bank   Branches
    
	
46219
    	
 
    	
ST-FL01212   Flagler Plaza Branch
    	
 
    	
Bank   Branches
    
	
46220
    	
 
    	
ST-FL01215   North Causeway Branch
    	
 
    	
Bank   Branches
    
	
46221
    	
 
    	
ST-FL01222   Pasco Square Office
    	
 
    	
Bank   Branches
    
	
46222
    	
 
    	
ST-FL01235   Countryside Office
    	
 
    	
Bank   Branches
    
	
46223
    	
 
    	
ST-FL01236   East Clearwater Office
    	
 
    	
Bank   Branches
    
	
46224
    	
 
    	
ST-FL01238   Fletcher Office
    	
 
    	
Bank   Branches
    
	
46225
    	
 
    	
ST-FL01246   Sabal Park Office
    	
 
    	
Bank   Branches
    
	
46226
    	
 
    	
ST-FL01258   Seminole Office
    	
 
    	
Bank   Branches
    
	
46227
    	
 
    	
ST-FL01287   North Lakeland Branch
    	
 
    	
Bank   Branches
    
	
46228
    	
 
    	
ST-FL01334   Virginia Avenue Office
    	
 
    	
Bank   Branches
    
	
46229
    	
 
    	
ST-FL01346   South Ocala Branch
    	
 
    	
Bank   Branches
    
	
46230
    	
 
    	
ST-FL01349   Golden Hills Office
    	
 
    	
Bank   Branches
    
	
46231
    	
 
    	
ST-FL01354   Executive Park Office
    	
 
    	
Bank   Branches
    
	
46232
    	
 
    	
ST-FL01355   Lakewood Office
    	
 
    	
Bank   Branches
    
	
46233
    	
 
    	
ST-FL01367   Okeechobee Branch
    	
 
    	
Bank   Branches
    
	
46234
    	
 
    	
ST-GA00329   Buckhead Branch
    	
 
    	
Bank   Branches
    
	
46235
    	
 
    	
ST-GA00335   Dunwoody Branch
    	
 
    	
Bank   Branches
    
	
46236
    	
 
    	
ST-GA00338   Northside Parkway Bran
    	
 
    	
Bank   Branches
    
	
46237
    	
 
    	
ST-GA00344   Sandy Springs Branch
    	
 
    	
Bank   Branches
    
	
46238
    	
 
    	
ST-GA00346   Greenbriar Branch
    	
 
    	
Bank   Branches
    
	
46239
    	
 
    	
ST-GA00350   Rockbridge Memorial Br
    	
 
    	
Bank   Branches
    
	
46240
    	
 
    	
ST-GA00362   Panola Road Branch
    	
 
    	
Bank   Branches
    
	
46241
    	
 
    	
ST-GA00369   Shannon Mall Branch
    	
 
    	
Bank   Branches
    


 

A-5











 

	
46242
    	
 
    	
ST-GA00371   Peachtree City Branch
    	
 
    	
Bank   Branches
    
	
46243
    	
 
    	
ST-GA00379   Chamblee-Peachtree Ind
    	
 
    	
Bank   Branches
    
	
46244
    	
 
    	
ST-GA00382   Stone Mountain Branch
    	
 
    	
Bank   Branches
    
	
46245
    	
 
    	
ST-GA00384   Spalding Corners Branc
    	
 
    	
Bank   Branches
    
	
46246
    	
 
    	
ST-GA00390   Fairburn Road Branch
    	
 
    	
Bank   Branches
    
	
46247
    	
 
    	
ST-GA00428   Gwinnett Place Branch
    	
 
    	
Bank   Branches
    
	
46248
    	
 
    	
ST-GA00449   Stockbridge Branch
    	
 
    	
Bank   Branches
    
	
46249
    	
 
    	
ST-GA00454   Court Square Branch
    	
 
    	
Bank   Branches
    
	
46250
    	
 
    	
ST-GA00465   Southlake Branch
    	
 
    	
Bank   Branches
    
	
46251
    	
 
    	
ST-GA00473   Cumberland Branch
    	
 
    	
Bank   Branches
    
	
46252
    	
 
    	
ST-GA00474   Marietta Branch
    	
 
    	
Bank   Branches
    
	
46253
    	
 
    	
ST-GA00475   Merchants Walk Branch
    	
 
    	
Bank   Branches
    
	
46254
    	
 
    	
ST-GA00476   Barrett Parkway Branch
    	
 
    	
Bank   Branches
    
	
46255
    	
 
    	
ST-GA00480   Brookwood Square Branc
    	
 
    	
Bank   Branches
    
	
46256
    	
 
    	
ST-GA00505   Jackson Street Office
    	
 
    	
Bank   Branches
    
	
46257
    	
 
    	
ST-GA00507   Washington Road Thomso
    	
 
    	
Bank   Branches
    
	
46258
    	
 
    	
ST-GA00509   Washington Road Evans
    	
 
    	
Bank   Branches
    
	
46259
    	
 
    	
ST-GA00531   Bradley Park Branch
    	
 
    	
Bank   Branches
    
	
46260
    	
 
    	
ST-GA00588   Derenne Avenue Branch
    	
 
    	
Bank   Branches
    
	
46261
    	
 
    	
ST-GA00591   Skidaway Branch
    	
 
    	
Bank   Branches
    
	
46262
    	
 
    	
ST-GA00595   Mall Boulevard Branch
    	
 
    	
Bank   Branches
    
	
46263
    	
 
    	
ST-GA00653   Gray Highway Office
    	
 
    	
Bank   Branches
    
	
46264
    	
 
    	
ST-GA00686   Five Points Branch
    	
 
    	
Bank   Branches
    
	
46265
    	
 
    	
ST-GA00704   Sylvester Office
    	
 
    	
Bank   Branches
    
	
46266
    	
 
    	
ST-GA00715   Altama Office
    	
 
    	
Bank   Branches
    
	
46267
    	
 
    	
ST-GA00725   Satilla Square Branch
    	
 
    	
Bank   Branches
    
	
46268
    	
 
    	
ST-GA00738   Gaines School Road Off
    	
 
    	
Bank   Branches
    
	
46269
    	
 
    	
ST-GA00743   Madison Office
    	
 
    	
Bank   Branches
    
	
46270
    	
 
    	
ST-GA00849   NCF: Cartersville
    	
 
    	
Bank   Branches
    
	
46271
    	
 
    	
ST-MD00224   Historic Annapolis
    	
 
    	
Bank   Branches
    
	
46272
    	
 
    	
ST-MD00227   Annapolis
    	
 
    	
Bank   Branches
    
	
46273
    	
 
    	
ST-MD00276   Prince FrederickFox R
    	
 
    	
Bank   Branches
    
	
46274
    	
 
    	
ST-MD00286   Glen Burnie Branch
    	
 
    	
Bank   Branches
    
	
46275
    	
 
    	
ST-MD00297   Cambridge
    	
 
    	
Bank   Branches
    
	
46276
    	
 
    	
ST-MD00304   Cockeysville
    	
 
    	
Bank   Branches
    
	
46277
    	
 
    	
ST-MD00310   Ardmore-Ardwick
    	
 
    	
Bank   Branches
    
	
46278
    	
 
    	
ST-MD00311   Avondale
    	
 
    	
Bank   Branches
    
	
46279
    	
 
    	
ST-NC00133   NCF: Apex
    	
 
    	
Bank   Branches
    
	
46280
    	
 
    	
ST-NC00136   NCF: Arden
    	
 
    	
Bank   Branches
    
	
46281
    	
 
    	
ST-NC00138   NCF: Asheboro
    	
 
    	
Bank   Branches
    
	
46282
    	
 
    	
ST-NC00148   NCF: Bessemer City
    	
 
    	
Bank   Branches
    
	
46283
    	
 
    	
ST-NC00168   NCF: Kildaire Farm Rd
    	
 
    	
Bank   Branches
    
	
46284
    	
 
    	
ST-NC00191   NCF: Carmel Commons
    	
 
    	
Bank   Branches
    


 

A-6











 

	
46285
    	
 
    	
ST-NC00199   NCF: Charlotte Plaza
    	
 
    	
Bank   Branches
    
	
46286
    	
 
    	
ST-NC00201   NCF: Sardis Rd aka Gal
    	
 
    	
Bank   Branches
    
	
46287
    	
 
    	
ST-NC00205   NCF: Wilmar
    	
 
    	
Bank   Branches
    
	
46288
    	
 
    	
ST-NC00210   NCF: Creedmoor
    	
 
    	
Bank   Branches
    
	
46289
    	
 
    	
ST-NC00213   NCF: Dunn
    	
 
    	
Bank   Branches
    
	
46290
    	
 
    	
ST-NC00226   NCF: Croasdaile
    	
 
    	
Bank   Branches
    
	
46291
    	
 
    	
ST-NC00230   NCF: Bethesda
    	
 
    	
Bank   Branches
    
	
46292
    	
 
    	
ST-NC00262   NCF: Cone Boulevard
    	
 
    	
Bank   Branches
    
	
46293
    	
 
    	
ST-NC00266   NCF: Adams Farm
    	
 
    	
Bank   Branches
    
	
46294
    	
 
    	
ST-NC00273   NCF: Airpark
    	
 
    	
Bank   Branches
    
	
46295
    	
 
    	
ST-NC00279   NCF: South Elm St
    	
 
    	
Bank   Branches
    
	
46296
    	
 
    	
ST-NC00280   NCF: Harrisburg
    	
 
    	
Bank   Branches
    
	
46297
    	
 
    	
ST-NC00282   NCF: Hendersonville Ma
    	
 
    	
Bank   Branches
    
	
46298
    	
 
    	
ST-NC00301   NCF: Mulberry
    	
 
    	
Bank   Branches
    
	
46299
    	
 
    	
ST-NC00303   NCF: Tyro
    	
 
    	
Bank   Branches
    
	
46300
    	
 
    	
ST-NC00306   NCF: Mebane
    	
 
    	
Bank   Branches
    
	
46301
    	
 
    	
ST-NC00318   NCF: Oxford: Main St
    	
 
    	
Bank   Branches
    
	
46302
    	
 
    	
ST-NC00320   NCF: Pittsboro
    	
 
    	
Bank   Branches
    
	
46303
    	
 
    	
ST-NC00355   NCF: North Madison
    	
 
    	
Bank   Branches
    
	
46304
    	
 
    	
ST-NC00358   NCF: Rural Hall
    	
 
    	
Bank   Branches
    
	
46305
    	
 
    	
ST-NC00362   NCF: Statesville Blvd
    	
 
    	
Bank   Branches
    
	
46306
    	
 
    	
ST-NC00365   NCF: Stanley
    	
 
    	
Bank   Branches
    
	
46307
    	
 
    	
ST-NC00366   NCF: Stokesdale
    	
 
    	
Bank   Branches
    
	
46308
    	
 
    	
ST-NC00367   NCF: Summerfield
    	
 
    	
Bank   Branches
    
	
46309
    	
 
    	
ST-NC00368   NCF: Sylva Main
    	
 
    	
Bank   Branches
    
	
46310
    	
 
    	
ST-NC00374   NCF: Walnut Cove Main
    	
 
    	
Bank   Branches
    
	
46311
    	
 
    	
ST-NC00375   NCF: Waynesville Main
    	
 
    	
Bank   Branches
    
	
46312
    	
 
    	
ST-NC00389   NCF: Ogburn Station
    	
 
    	
Bank   Branches
    
	
46313
    	
 
    	
ST-NC00393   NCF: Yadkinville: Sta
    	
 
    	
Bank   Branches
    
	
46314
    	
 
    	
ST-SC00147   NCF: Fountain Inn
    	
 
    	
Bank   Branches
    
	
46315
    	
 
    	
ST-SC00151   NCF: Pleasantburg
    	
 
    	
Bank   Branches
    
	
46316
    	
 
    	
ST-SC00152   NCF: Wade Hampton
    	
 
    	
Bank   Branches
    
	
46317
    	
 
    	
ST-SC00154   NCF: Woodruff Road
    	
 
    	
Bank   Branches
    
	
46318
    	
 
    	
ST-SC00159   NCF: Berea
    	
 
    	
Bank   Branches
    
	
46319
    	
 
    	
ST-SC00169   NCF: Liberty
    	
 
    	
Bank   Branches
    
	
46320
    	
 
    	
ST-SC00170   NCF: Mauldin
    	
 
    	
Bank   Branches
    
	
46321
    	
 
    	
ST-TN00164   East Nashville Branch
    	
 
    	
Bank   Branches
    
	
46322
    	
 
    	
ST-TN00171   Woodbine Branch
    	
 
    	
Bank   Branches
    
	
46323
    	
 
    	
ST-TN00172   Donelson Branch
    	
 
    	
Bank   Branches
    
	
46324
    	
 
    	
ST-TN00179   Cool Springs Branch
    	
 
    	
Bank   Branches
    
	
46325
    	
 
    	
ST-TN00181   Hillsboro Village Bran
    	
 
    	
Bank   Branches
    
	
46326
    	
 
    	
ST-TN00184   Nolensville Road Branc
    	
 
    	
Bank   Branches
    
	
46327
    	
 
    	
ST-TN00191   Brentwood Maryland Far
    	
 
    	
Bank   Branches
    


 

A-7











 

	
46328
    	
 
    	
ST-TN00193   Smyrna Branch
    	
 
    	
Bank   Branches
    
	
46329
    	
 
    	
ST-TN00204   Lebanon Main Office
    	
 
    	
Bank   Branches
    
	
46330
    	
 
    	
ST-TN00209   South Side Branch - Mu
    	
 
    	
Bank   Branches
    
	
46331
    	
 
    	
ST-TN00210   University Branch
    	
 
    	
Bank   Branches
    
	
46332
    	
 
    	
ST-TN00240   Savannah Main Office
    	
 
    	
Bank   Branches
    
	
46333
    	
 
    	
ST-TN00269   Hixson Branch
    	
 
    	
Bank   Branches
    
	
46334
    	
 
    	
ST-TN00270   Lookout Valley Branch
    	
 
    	
Bank   Branches
    
	
46335
    	
 
    	
ST-TN00275   North County Branch
    	
 
    	
Bank   Branches
    
	
46336
    	
 
    	
ST-TN00276   Signal Mountain Branch
    	
 
    	
Bank   Branches
    
	
46337
    	
 
    	
ST-TN00280   East Ridge Branch
    	
 
    	
Bank   Branches
    
	
46338
    	
 
    	
ST-TN00281   Lee Highway Branch
    	
 
    	
Bank   Branches
    
	
46339
    	
 
    	
ST-TN00287   West Tenth Street Bran
    	
 
    	
Bank   Branches
    
	
46340
    	
 
    	
ST-TN00316   Walnut Street Facility
    	
 
    	
Bank   Branches
    
	
46341
    	
 
    	
ST-TN00324   Allandale Mt Carmel
    	
 
    	
Bank   Branches
    
	
46342
    	
 
    	
ST-TN00359   Oak Ridge Building
    	
 
    	
Bank   Branches
    
	
46343
    	
 
    	
ST-TN00397   Loudon Facility
    	
 
    	
Bank   Branches
    
	
46344
    	
 
    	
ST-TN00400   Alpha Facility
    	
 
    	
Bank   Branches
    
	
46345
    	
 
    	
ST-VA00178   Doswell
    	
 
    	
Bank   Branches
    
	
46346
    	
 
    	
ST-VA00185   Chippenham
    	
 
    	
Bank   Branches
    
	
46347
    	
 
    	
ST-VA00186   Ampthill
    	
 
    	
Bank   Branches
    
	
46348
    	
 
    	
ST-VA00333   Gloucester Courthouse
    	
 
    	
Bank   Branches
    
	
46349
    	
 
    	
ST-VA00344   Annandale East
    	
 
    	
Bank   Branches
    
	
46350
    	
 
    	
ST-VA00421   Hunter Hill
    	
 
    	
Bank   Branches
    
	
46351
    	
 
    	
ST-VA00423   Lewis Gale
    	
 
    	
Bank   Branches
    
	
46352
    	
 
    	
ST-VA00441   Chancellor
    	
 
    	
Bank   Branches
    
	
46353
    	
 
    	
ST-VA00453   Fort Hill Village
    	
 
    	
Bank   Branches
    
	
46354
    	
 
    	
ST-VA00475   South Roanoke
    	
 
    	
Bank   Branches
    
	
46355
    	
 
    	
ST-VA00480   Vinton
    	
 
    	
Bank   Branches
    
	
46356
    	
 
    	
ST-VA00491   Kent Street
    	
 
    	
Bank   Branches
    
	
46357
    	
 
    	
ST-VA00506   Kingsmill
    	
 
    	
Bank   Branches
    
	
46358
    	
 
    	
ST-VA00516   Great Bridge
    	
 
    	
Bank   Branches
    
	
46359
    	
 
    	
ST-VA00524   Onancock
    	
 
    	
Bank   Branches
    
	
46360
    	
 
    	
ST-VA00527   Accomac
    	
 
    	
Bank   Branches
    
	
46361
    	
 
    	
ST-VA00537   Painter
    	
 
    	
Bank   Branches
    
	
46362
    	
 
    	
ST-VA00549   Collinsville
    	
 
    	
Bank   Branches
    
	
46363
    	
 
    	
ST-VA00571   Patrick County
    	
 
    	
Bank   Branches
    
	
46364
    	
 
    	
ST-VA00572   Garrisonville
    	
 
    	
Bank   Branches
    
	
46365
    	
 
    	
ST-VA00594   New Market Main Office
    	
 
    	
Bank   Branches
    
	
46366
    	
 
    	
ST-VA00922   NCF: Cave Springs
    	
 
    	
Bank   Branches
    
	
46367
    	
 
    	
ST-FL00144   Cutler Ridge Office
    	
 
    	
Bank   Branches
    
	
46368
    	
 
    	
ST-FL00158   University Branch
    	
 
    	
Bank   Branches
    
	
46369
    	
 
    	
ST-FL00169   Destin Branch
    	
 
    	
Bank   Branches
    
	
46370
    	
 
    	
ST-FL00182   Plant City Main Office
    	
 
    	
Bank   Branches
    


 

A-8











 

	
46371
    	
 
    	
ST-FL00321   Palm Harbor Office
    	
 
    	
Bank   Branches
    
	
46372
    	
 
    	
ST-FL00324   Dunedin Office
    	
 
    	
Bank   Branches
    
	
46373
    	
 
    	
ST-FL00962   North Coral Springs Of
    	
 
    	
Bank   Branches
    
	
46374
    	
 
    	
ST-FL00993   Kirkman - Conroy Branc
    	
 
    	
Bank   Branches
    
	
46375
    	
 
    	
ST-FL00994   Kissimmee - Main Stree
    	
 
    	
Bank   Branches
    
	
46376
    	
 
    	
ST-FL01030   East Lake Wales Branch
    	
 
    	
Bank   Branches
    
	
46377
    	
 
    	
ST-FL01036   Port Orange Branch
    	
 
    	
Bank   Branches
    
	
46378
    	
 
    	
ST-FL01046   South Daytona Branch
    	
 
    	
Bank   Branches
    
	
46379
    	
 
    	
ST-FL01051   West Port Orange Branc
    	
 
    	
Bank   Branches
    
	
46380
    	
 
    	
ST-FL01053   Palm Coast West Branch
    	
 
    	
Bank   Branches
    
	
46381
    	
 
    	
ST-FL01090   Southeast Lauderdale
    	
 
    	
Bank   Branches
    
	
46382
    	
 
    	
ST-FL01096   Wellington
    	
 
    	
Bank   Branches
    
	
46383
    	
 
    	
ST-FL01137   North Port Office
    	
 
    	
Bank   Branches
    
	
46384
    	
 
    	
ST-FL01161   Hunters Creek Branch
    	
 
    	
Bank   Branches
    
	
46385
    	
 
    	
ST-FL01172   South 441 Branch
    	
 
    	
Bank   Branches
    
	
46386
    	
 
    	
ST-FL01193   Melbourne South Branch
    	
 
    	
Bank   Branches
    
	
46387
    	
 
    	
ST-FL01290   Fivay Road Office
    	
 
    	
Bank   Branches
    
	
46388
    	
 
    	
ST-FL01294   Oakbridge Center Branc
    	
 
    	
Bank   Branches
    
	
46389
    	
 
    	
ST-FL01331   Hospital Branch
    	
 
    	
Bank   Branches
    
	
46390
    	
 
    	
ST-FL01353   Dunnellon Office
    	
 
    	
Bank   Branches
    
	
46391
    	
 
    	
ST-GA00342   Pershing Point Branch
    	
 
    	
Bank   Branches
    
	
46392
    	
 
    	
ST-GA00356   Executive Park Branch
    	
 
    	
Bank   Branches
    
	
46393
    	
 
    	
ST-GA00376   North Fulton Hospital
    	
 
    	
Bank   Branches
    
	
46394
    	
 
    	
ST-GA00381   Georgetown Branch
    	
 
    	
Bank   Branches
    
	
46395
    	
 
    	
ST-GA00424   Peachtree Corners Bran
    	
 
    	
Bank   Branches
    
	
46396
    	
 
    	
ST-GA00503   Washington Road August
    	
 
    	
Bank   Branches
    
	
46397
    	
 
    	
ST-GA00644   Bowdon Branch
    	
 
    	
Bank   Branches
    
	
46398
    	
 
    	
ST-GA00714   North Brunswick Office
    	
 
    	
Bank   Branches
    
	
46399
    	
 
    	
ST-GA00716   Demere Office
    	
 
    	
Bank   Branches
    
	
46400
    	
 
    	
ST-GA00728   Jesup Office
    	
 
    	
Bank   Branches
    
	
46401
    	
 
    	
ST-MD00228   Parole
    	
 
    	
Bank   Branches
    
	
46402
    	
 
    	
ST-MD00291   Ellicott City
    	
 
    	
Bank   Branches
    
	
46403
    	
 
    	
ST-MD00307   Rosemont
    	
 
    	
Bank   Branches
    
	
46404
    	
 
    	
ST-MD00309   Waldorf
    	
 
    	
Bank   Branches
    
	
46405
    	
 
    	
ST-NC00147   NCF: Belmont Main St
    	
 
    	
Bank   Branches
    
	
46406
    	
 
    	
ST-NC00152   NCF: Maple Avenue
    	
 
    	
Bank   Branches
    
	
46407
    	
 
    	
ST-NC00153   NCF: Cum Park
    	
 
    	
Bank   Branches
    
	
46408
    	
 
    	
ST-NC00159   NCF: Carrboro
    	
 
    	
Bank   Branches
    
	
46409
    	
 
    	
ST-NC00207   NCF: Parkade
    	
 
    	
Bank   Branches
    
	
46410
    	
 
    	
ST-NC00217   NCF: Northgate
    	
 
    	
Bank   Branches
    
	
46411
    	
 
    	
ST-NC00272   NCF: Summit Avenue
    	
 
    	
Bank   Branches
    
	
46412
    	
 
    	
ST-NC00302   NCF: Lexington
    	
 
    	
Bank   Branches
    
	
46413
    	
 
    	
ST-NC00305   NCF: Matthews - John S
    	
 
    	
Bank   Branches
    


 

A-9











 

	
46414
    	
 
    	
ST-NC00307   NCF: Mocksville-Valley
    	
 
    	
Bank   Branches
    
	
46415
    	
 
    	
ST-NC00311   NCF: Jefferson St
    	
 
    	
Bank   Branches
    
	
46416
    	
 
    	
ST-NC00316   NCF: Oakboro
    	
 
    	
Bank   Branches
    
	
46417
    	
 
    	
ST-NC00322   NCF: West Street
    	
 
    	
Bank   Branches
    
	
46418
    	
 
    	
ST-NC00352   NCF: Pinewinds
    	
 
    	
Bank   Branches
    
	
46419
    	
 
    	
ST-NC00396   NCF: Zebulon
    	
 
    	
Bank   Branches
    
	
46420
    	
 
    	
ST-NC00398   NCF: Yadkin Plaza
    	
 
    	
Bank   Branches
    
	
46421
    	
 
    	
ST-SC00134   NCF: Perpetual Square
    	
 
    	
Bank   Branches
    
	
46422
    	
 
    	
ST-SC00138   NCF: Belton
    	
 
    	
Bank   Branches
    
	
46423
    	
 
    	
ST-SC00189   NCF: Travelers Rest
    	
 
    	
Bank   Branches
    
	
46424
    	
 
    	
ST-TN00162   West Nashville Branch
    	
 
    	
Bank   Branches
    
	
46425
    	
 
    	
ST-TN00168   Madison Branch
    	
 
    	
Bank   Branches
    
	
46426
    	
 
    	
ST-TN00180   Murfreesboro Road Bran
    	
 
    	
Bank   Branches
    
	
46427
    	
 
    	
ST-TN00190   Hobbs Road Branch
    	
 
    	
Bank   Branches
    
	
46428
    	
 
    	
ST-TN00192   Lavergne Branch
    	
 
    	
Bank   Branches
    
	
46429
    	
 
    	
ST-TN00264   Brainerd Branch
    	
 
    	
Bank   Branches
    
	
46430
    	
 
    	
ST-VA00160   Church Hill
    	
 
    	
Bank   Branches
    
	
46431
    	
 
    	
ST-VA00166   Azalea
    	
 
    	
Bank   Branches
    
	
46432
    	
 
    	
ST-VA00173   Washington Street
    	
 
    	
Bank   Branches
    
	
46433
    	
 
    	
ST-VA00489   Boonsboro
    	
 
    	
Bank   Branches
    
	
46434
    	
 
    	
ST-VA00520   Industrial Park
    	
 
    	
Bank   Branches
    
	
46435
    	
 
    	
ST-VA00561   Cheriton
    	
 
    	
Bank   Branches
    
	
46436
    	
 
    	
ST-VA00609   Rocky Mount Main Offic
    	
 
    	
Bank   Branches
    
	
46437
    	
 
    	
ST-DC00147   Rhode Island Ave
    	
 
    	
Bank   Branches
    
	
46438
    	
 
    	
ST-FL00123   Roseland
    	
 
    	
Bank   Branches
    
	
46439
    	
 
    	
ST-FL00155   Bartow
    	
 
    	
Bank   Branches
    
	
46440
    	
 
    	
ST-FL00164   Gulf Breeze
    	
 
    	
Bank   Branches
    
	
46441
    	
 
    	
ST-FL00172   Hallandale
    	
 
    	
Bank   Branches
    
	
46442
    	
 
    	
ST-FL00194   Homosassa Springs
    	
 
    	
Bank   Branches
    
	
46443
    	
 
    	
ST-FL00195   West Inverness
    	
 
    	
Bank   Branches
    
	
46444
    	
 
    	
ST-FL00196   Crystal River
    	
 
    	
Bank   Branches
    
	
46445
    	
 
    	
ST-FL00201   South Port
    	
 
    	
Bank   Branches
    
	
46446
    	
 
    	
ST-FL00212   Lady Lake
    	
 
    	
Bank   Branches
    
	
46447
    	
 
    	
ST-FL00221   Freedom Park
    	
 
    	
Bank   Branches
    
	
46448
    	
 
    	
ST-FL00242   River Crossing
    	
 
    	
Bank   Branches
    
	
46449
    	
 
    	
ST-FL00270   Beverly Hills
    	
 
    	
Bank   Branches
    
	
46450
    	
 
    	
ST-FL00271   Timber Pines
    	
 
    	
Bank   Branches
    
	
46451
    	
 
    	
ST-FL00287   San Jose
    	
 
    	
Bank   Branches
    
	
46452
    	
 
    	
ST-FL00296   Mandarin
    	
 
    	
Bank   Branches
    
	
46453
    	
 
    	
ST-FL00299   Osceola
    	
 
    	
Bank   Branches
    
	
46454
    	
 
    	
ST-FL00316   E. Lake Woodlands
    	
 
    	
Bank   Branches
    
	
46455
    	
 
    	
ST-FL00322   Largo
    	
 
    	
Bank   Branches
    
	
46456
    	
 
    	
ST-FL00783   Southwood
    	
 
    	
Bank   Branches
    


 

A-10











 

	
46457
    	
 
    	
ST-FL00947   Jupiter
    	
 
    	
Bank   Branches
    
	
46458
    	
 
    	
ST-FL00957   Wildwood
    	
 
    	
Bank   Branches
    
	
46459
    	
 
    	
ST-FL00984   Lynn Haven
    	
 
    	
Bank   Branches
    
	
46460
    	
 
    	
ST-FL01005   Palmetto Park
    	
 
    	
Bank   Branches
    
	
46461
    	
 
    	
ST-FL01009   Riverbridge
    	
 
    	
Bank   Branches
    
	
46462
    	
 
    	
ST-FL01014   Avon Park US Hwy 27 S.
    	
 
    	
Bank   Branches
    
	
46463
    	
 
    	
ST-FL01015   Sebring North
    	
 
    	
Bank   Branches
    
	
46464
    	
 
    	
ST-FL01016   Lake Placid
    	
 
    	
Bank   Branches
    
	
46465
    	
 
    	
ST-FL01022   Bloomingdale
    	
 
    	
Bank   Branches
    
	
46466
    	
 
    	
ST-FL01024   Plantation Square
    	
 
    	
Bank   Branches
    
	
46467
    	
 
    	
ST-FL01027   Haines City
    	
 
    	
Bank   Branches
    
	
46468
    	
 
    	
ST-FL01045   Orange Camp
    	
 
    	
Bank   Branches
    
	
46469
    	
 
    	
ST-FL01047   Edgewater
    	
 
    	
Bank   Branches
    
	
46470
    	
 
    	
ST-FL01050   Flagler Beach
    	
 
    	
Bank   Branches
    
	
46471
    	
 
    	
ST-FL01055   Northgate
    	
 
    	
Bank   Branches
    
	
46472
    	
 
    	
ST-FL01056   S. Peninsula
    	
 
    	
Bank   Branches
    
	
46473
    	
 
    	
ST-FL01059   Zephyrhills Main
    	
 
    	
Bank   Branches
    
	
46474
    	
 
    	
ST-FL01069   Weeki Wachee
    	
 
    	
Bank   Branches
    
	
46475
    	
 
    	
ST-FL01074   Seven Hills
    	
 
    	
Bank   Branches
    
	
46476
    	
 
    	
ST-FL01084   North Miami Beach
    	
 
    	
Bank   Branches
    
	
46477
    	
 
    	
ST-FL01085   International Mall
    	
 
    	
Bank   Branches
    
	
46478
    	
 
    	
ST-FL01129   Punta Gorda
    	
 
    	
Bank   Branches
    
	
46479
    	
 
    	
ST-FL01140   Metrowest
    	
 
    	
Bank   Branches
    
	
46480
    	
 
    	
ST-FL01152   Eastwood
    	
 
    	
Bank   Branches
    
	
46481
    	
 
    	
ST-FL01200   Suntree
    	
 
    	
Bank   Branches
    
	
46482
    	
 
    	
ST-FL01218   The Villages
    	
 
    	
Bank   Branches
    
	
46483
    	
 
    	
ST-FL01225   Zephyrhills North
    	
 
    	
Bank   Branches
    
	
46484
    	
 
    	
ST-FL01234   County Road #1
    	
 
    	
Bank   Branches
    
	
46485
    	
 
    	
ST-FL01241   22nd Ave North
    	
 
    	
Bank   Branches
    
	
46486
    	
 
    	
ST-FL01242   Oakhurst
    	
 
    	
Bank   Branches
    
	
46487
    	
 
    	
ST-FL01304   Riverdale-Ft Myers
    	
 
    	
Bank   Branches
    
	
46488
    	
 
    	
ST-FL01305   San Carlos
    	
 
    	
Bank   Branches
    
	
46489
    	
 
    	
ST-FL01333   East Tamarac
    	
 
    	
Bank   Branches
    
	
46490
    	
 
    	
ST-FL01335   Sun City Center
    	
 
    	
Bank   Branches
    
	
46491
    	
 
    	
ST-FL01340   Westland
    	
 
    	
Bank   Branches
    
	
46492
    	
 
    	
ST-FL01348   Belleview
    	
 
    	
Bank   Branches
    
	
46493
    	
 
    	
ST-FL01356   North 49th St
    	
 
    	
Bank   Branches
    
	
46494
    	
 
    	
ST-GA00334   Chattahoochee
    	
 
    	
Bank   Branches
    
	
46495
    	
 
    	
ST-GA00349   Mountain Indust.
    	
 
    	
Bank   Branches
    
	
46496
    	
 
    	
ST-GA00357   Brookhaven
    	
 
    	
Bank   Branches
    
	
46497
    	
 
    	
ST-GA00375   Haynes Bridge
    	
 
    	
Bank   Branches
    
	
46498
    	
 
    	
ST-GA00385   Woodstock
    	
 
    	
Bank   Branches
    
	
46499
    	
 
    	
ST-GA00388   Medlock Bridge
    	
 
    	
Bank   Branches
    


 

A-11











 

	
46500
    	
 
    	
ST-GA00420   Gwinnett Medical Ctr
    	
 
    	
Bank   Branches
    
	
46501
    	
 
    	
ST-GA00422   Berkeley Lake
    	
 
    	
Bank   Branches
    
	
46502
    	
 
    	
ST-GA00455   Honey Creek
    	
 
    	
Bank   Branches
    
	
46503
    	
 
    	
ST-GA00460   Jonesboro
    	
 
    	
Bank   Branches
    
	
46504
    	
 
    	
ST-GA00477   Terrell Mill
    	
 
    	
Bank   Branches
    
	
46505
    	
 
    	
ST-GA00499   Walton Way
    	
 
    	
Bank   Branches
    
	
46506
    	
 
    	
ST-GA00500   Forest Hills
    	
 
    	
Bank   Branches
    
	
46507
    	
 
    	
ST-GA00502   Peach Orchard
    	
 
    	
Bank   Branches
    
	
46508
    	
 
    	
ST-GA00534   Peachtree
    	
 
    	
Bank   Branches
    
	
46509
    	
 
    	
ST-GA00658   Vineville
    	
 
    	
Bank   Branches
    
	
46510
    	
 
    	
ST-GA00663   Watson Blvd
    	
 
    	
Bank   Branches
    
	
46511
    	
 
    	
ST-GA00687   Gillionville
    	
 
    	
Bank   Branches
    
	
46512
    	
 
    	
ST-GA00697   Southside
    	
 
    	
Bank   Branches
    
	
46513
    	
 
    	
ST-GA00730   Baxley
    	
 
    	
Bank   Branches
    
	
46514
    	
 
    	
ST-GA00739   Prince Avenue
    	
 
    	
Bank   Branches
    
	
46515
    	
 
    	
ST-GA00798   Windward McGinnis
    	
 
    	
Bank   Branches
    
	
46516
    	
 
    	
ST-MD00295   Chestertown
    	
 
    	
Bank   Branches
    
	
46517
    	
 
    	
ST-MD00315   Bladensburg
    	
 
    	
Bank   Branches
    
	
46518
    	
 
    	
ST-MD00420   Osborne Road
    	
 
    	
Bank   Branches
    
	
46519
    	
 
    	
ST-NC00149   NCF: Black Mountain
    	
 
    	
Bank   Branches
    
	
46520
    	
 
    	
ST-NC00156   NCF: Butner
    	
 
    	
Bank   Branches
    
	
46521
    	
 
    	
ST-NC00166   NCF: North Harrison
    	
 
    	
Bank   Branches
    
	
46522
    	
 
    	
ST-NC00169   NCF: Chapel Hill Blvd
    	
 
    	
Bank   Branches
    
	
46523
    	
 
    	
ST-NC00211   NCF: Denton
    	
 
    	
Bank   Branches
    
	
46524
    	
 
    	
ST-NC00256   NCF: Erwin
    	
 
    	
Bank   Branches
    
	
46525
    	
 
    	
ST-NC00268   NCF: Battleground
    	
 
    	
Bank   Branches
    
	
46526
    	
 
    	
ST-NC00295   NCF: Hudson
    	
 
    	
Bank   Branches
    
	
46527
    	
 
    	
ST-NC00296   NCF: Lake Norman
    	
 
    	
Bank   Branches
    
	
46528
    	
 
    	
ST-NC00297   NCF: Cannon Blvd
    	
 
    	
Bank   Branches
    
	
46529
    	
 
    	
ST-NC00298   NCF: Kernersville
    	
 
    	
Bank   Branches
    
	
46530
    	
 
    	
ST-NC00304   NCF: Marshville
    	
 
    	
Bank   Branches
    
	
46531
    	
 
    	
ST-NC00308   NCF: Mocksville-Water
    	
 
    	
Bank   Branches
    
	
46532
    	
 
    	
ST-NC00309   NCF: Charlotte Ave
    	
 
    	
Bank   Branches
    
	
46533
    	
 
    	
ST-NC00310   NCF: Hilltop
    	
 
    	
Bank   Branches
    
	
46534
    	
 
    	
ST-NC00315   NCF: Norwood
    	
 
    	
Bank   Branches
    
	
46535
    	
 
    	
ST-NC00347   NCF: Harps Mill
    	
 
    	
Bank   Branches
    
	
46536
    	
 
    	
ST-NC00356   NCF: South Madison
    	
 
    	
Bank   Branches
    
	
46537
    	
 
    	
ST-NC00364   NCF: Spencer
    	
 
    	
Bank   Branches
    
	
46538
    	
 
    	
ST-NC00371   NCF: Wake Forest
    	
 
    	
Bank   Branches
    
	
46539
    	
 
    	
ST-NC00395   NCF: Youngsville
    	
 
    	
Bank   Branches
    
	
46540
    	
 
    	
ST-SC00135   NCF: Northtowne
    	
 
    	
Bank   Branches
    
	
46541
    	
 
    	
ST-SC00185   NCF: Hillcrest
    	
 
    	
Bank   Branches
    
	
46542
    	
 
    	
ST-TN00166   West End
    	
 
    	
Bank   Branches
    


 

A-12












 

	
46543
    	
 
    	
ST-TN00182   Hermitage
    	
 
    	
Bank   Branches
    
	
46544
    	
 
    	
ST-TN00186   Priest Lake
    	
 
    	
Bank   Branches
    
	
46545
    	
 
    	
ST-TN00215   Northside
    	
 
    	
Bank   Branches
    
	
46546
    	
 
    	
ST-TN00238   Industrial Park
    	
 
    	
Bank   Branches
    
	
46547
    	
 
    	
ST-TN00268   St. Elmo
    	
 
    	
Bank   Branches
    
	
46548
    	
 
    	
ST-TN00285   Red Bank
    	
 
    	
Bank   Branches
    
	
46549
    	
 
    	
ST-TN00286   Highway 58
    	
 
    	
Bank   Branches
    
	
46550
    	
 
    	
ST-TN00289   East Third St
    	
 
    	
Bank   Branches
    
	
46551
    	
 
    	
ST-TN00299   Twenty-Fifth St.
    	
 
    	
Bank   Branches
    
	
46552
    	
 
    	
ST-TN00317   Broadway
    	
 
    	
Bank   Branches
    
	
46553
    	
 
    	
ST-TN00319   Jonesborough
    	
 
    	
Bank   Branches
    
	
46554
    	
 
    	
ST-TN00385   Lake City
    	
 
    	
Bank   Branches
    
	
46555
    	
 
    	
ST-VA00161   Allen Avenue
    	
 
    	
Bank   Branches
    
	
46556
    	
 
    	
ST-VA00176   Mechanicsville
    	
 
    	
Bank   Branches
    
	
46557
    	
 
    	
ST-VA00179   Beaverdam
    	
 
    	
Bank   Branches
    
	
46558
    	
 
    	
ST-VA00190   Regency
    	
 
    	
Bank   Branches
    
	
46559
    	
 
    	
ST-VA00191   East Henrico
    	
 
    	
Bank   Branches
    
	
46560
    	
 
    	
ST-VA00197   Tuckernuck
    	
 
    	
Bank   Branches
    
	
46561
    	
 
    	
ST-VA00346   Lightfoot
    	
 
    	
Bank   Branches
    
	
46562
    	
 
    	
ST-VA00350   Lee-Old Dominion
    	
 
    	
Bank   Branches
    
	
46563
    	
 
    	
ST-VA00413   Spotsylvania Courths.
    	
 
    	
Bank   Branches
    
	
46564
    	
 
    	
ST-VA00418   South Boston
    	
 
    	
Bank   Branches
    
	
46565
    	
 
    	
ST-VA00420   Port Road
    	
 
    	
Bank   Branches
    
	
46566
    	
 
    	
ST-VA00426   Gloucester Point
    	
 
    	
Bank   Branches
    
	
46567
    	
 
    	
ST-VA00463   Madison Heights
    	
 
    	
Bank   Branches
    
	
46568
    	
 
    	
ST-VA00478   Northwest
    	
 
    	
Bank   Branches
    
	
46569
    	
 
    	
ST-VA00490   Tanglewood
    	
 
    	
Bank   Branches
    
	
46570
    	
 
    	
ST-VA00492   Route 114 & US 11
    	
 
    	
Bank   Branches
    
	
46571
    	
 
    	
ST-VA00510   Riverside ParkRelo
    	
 
    	
Bank   Branches
    
	
46572
    	
 
    	
ST-VA00513   Franklin
    	
 
    	
Bank   Branches
    
	
46573
    	
 
    	
ST-VA00553   Westgate
    	
 
    	
Bank   Branches
    
	
46574
    	
 
    	
ST-VA00557   Nassawadox
    	
 
    	
Bank   Branches
    
	
46575
    	
 
    	
ST-VA00565   Lynnhaven
    	
 
    	
Bank   Branches
    
	
 
    	
 
    	
 
    	
 
    	
 
    
	
44504
    	
 
    	
NTB   ELDRIDGE
    	
 
    	
Single-Tenant   Retail
    
	
44508
    	
 
    	
CHILI’S   - HUNTING BAYOU
    	
 
    	
Single-Tenant   Retail
    
	
44509
    	
 
    	
SALTGRASS   RESTAURANT - HUNTING BAYOU
    	
 
    	
Single-Tenant   Retail
    
	
44515
    	
 
    	
24   HOUR FITNESS - THE WOODLANDS
    	
 
    	
Single-Tenant   Retail
    
	
44529
    	
 
    	
CINEMARK   - JACINTO CITY
    	
 
    	
Single-Tenant   Retail
    
	
44540
    	
 
    	
STOP   N SHOP - HYDE PARK
    	
 
    	
Single-Tenant   Retail
    
	
44546
    	
 
    	
STOP   N SHOP - CUMBERLAND
    	
 
    	
Single-Tenant   Retail
    
	
44547
    	
 
    	
STOP   N SHOP - MALDEN
    	
 
    	
Single-Tenant   Retail
    


 

A-13











 

	
44548
    	
 
    	
STOP   N SHOP - SWAMPSCOTT
    	
 
    	
Single-Tenant   Retail
    
	
44549
    	
 
    	
STOP   N SHOP - SOUTHINGTON
    	
 
    	
Single-Tenant   Retail
    
	
44550
    	
 
    	
STOP   N SHOP - FRAMINGHAM
    	
 
    	
Single-Tenant   Retail
    
	
44551
    	
 
    	
STOP   N SHOP - BRISTOL
    	
 
    	
Single-Tenant   Retail
    
	
44552
    	
 
    	
STOP &   SHOP - SICKLERVILLE
    	
 
    	
Single-Tenant   Retail
    
	
44553
    	
 
    	
BI-LO   - GREENVILLE
    	
 
    	
Single-Tenant   Retail
    
	
44559
    	
 
    	
NEWTOWN   ROAD
    	
 
    	
Single-Tenant   Retail
    
	
44560
    	
 
    	
LEXINGTON   ROAD
    	
 
    	
Single-Tenant   Retail
    
	
44678
    	
 
    	
SAND   LAKE CORNERS
    	
 
    	
Single-Tenant   Retail
    
	
44701
    	
 
    	
LA   FITNESS AT ELDRIDGE LAKES
    	
 
    	
Single-Tenant   Retail
    
	
44702
    	
 
    	
SONIC   AT ANTOINE TOWN CENTER
    	
 
    	
Single-Tenant   Retail
    
	
44725
    	
 
    	
LOGANS   ROADHOUSE
    	
 
    	
Single-Tenant   Retail
    
	
 
    	
 
    	
 
    	
 
    	
 
    
	
44501
    	
 
    	
HUNTING   BAYOU
    	
 
    	
Multi-Tenant   Retail
    
	
44503
    	
 
    	
ELDRIDGE   TOWN CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44505
    	
 
    	
ATASCOCITA   SHOPPING CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44506
    	
 
    	
WINCHESTER   TOWN CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44510
    	
 
    	
CYPRESS   TOWN CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44511
    	
 
    	
WILLIS   TOWN CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44512
    	
 
    	
ANTOINE   TOWN CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44513
    	
 
    	
CYFAIR   TOWN CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44514
    	
 
    	
HIGHLAND   PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44516
    	
 
    	
BAY   COLONY
    	
 
    	
Multi-Tenant   Retail
    
	
44520
    	
 
    	
TOMBALL   TOWN CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44523
    	
 
    	
STABLES   TOWN CENTER I
    	
 
    	
Multi-Tenant   Retail
    
	
44524
    	
 
    	
WINDERMERE   VILLAGE
    	
 
    	
Multi-Tenant   Retail
    
	
44526
    	
 
    	
BLACKHAWK   TOWN CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44527
    	
 
    	
SPRING   TOWN CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44528
    	
 
    	
STABLES   TOWN CENTER II
    	
 
    	
Multi-Tenant   Retail
    
	
44531
    	
 
    	
SHERMAN   TOWN CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44535
    	
 
    	
PARADISE   SHOPS OF LARGO
    	
 
    	
Multi-Tenant   Retail
    
	
44536
    	
 
    	
BUCKHORN   PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44539
    	
 
    	
MONODNOCK   MARKETPLACE
    	
 
    	
Multi-Tenant   Retail
    
	
44541
    	
 
    	
TRIANGLE   CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44543
    	
 
    	
CANFIELD   PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44545
    	
 
    	
PLAZA   AT EAGLE’S LANDING
    	
 
    	
Multi-Tenant   Retail
    
	
44554
    	
 
    	
BROOKS   CORNER
    	
 
    	
Multi-Tenant   Retail
    
	
44555
    	
 
    	
LINCOLN   MALL
    	
 
    	
Multi-Tenant   Retail
    
	
44556
    	
 
    	
THE   MARKET AT HILLIARD
    	
 
    	
Multi-Tenant   Retail
    
	
44557
    	
 
    	
FABYAN   RANDALL PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44558
    	
 
    	
LINCOLN   VILLAGE
    	
 
    	
Multi-Tenant   Retail
    
	
44561
    	
 
    	
GLENDALE   HEIGHTS I, II, III
    	
 
    	
Multi-Tenant   Retail
    


 

A-14











 

	
44562
    	
 
    	
PARKWAY   CENTRE NORTH
    	
 
    	
Multi-Tenant   Retail
    
	
44563
    	
 
    	
SHERMAN   PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44564
    	
 
    	
NEW   FOREST CROSSING II
    	
 
    	
Multi-Tenant   Retail
    
	
44565
    	
 
    	
STATE   STREET MARKET
    	
 
    	
Multi-Tenant   Retail
    
	
44566
    	
 
    	
MARKET   AT MORSE / HAMILTON
    	
 
    	
Multi-Tenant   Retail
    
	
44568
    	
 
    	
PARKWAY   CENTRE NORTH BLDG B
    	
 
    	
Multi-Tenant   Retail
    
	
44569
    	
 
    	
CROSSROADS   AT CHESAPEAKE SQUARE
    	
 
    	
Multi-Tenant   Retail
    
	
44570
    	
 
    	
CHESAPEAKE   COMMONS
    	
 
    	
Multi-Tenant   Retail
    
	
44571
    	
 
    	
14th   STREET MARKET
    	
 
    	
Multi-Tenant   Retail
    
	
44572
    	
 
    	
BELLERIVE   PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44573
    	
 
    	
BRANDON   CENTRE SOUTH
    	
 
    	
Multi-Tenant   Retail
    
	
44574
    	
 
    	
CROSS   TIMBERS COURT
    	
 
    	
Multi-Tenant   Retail
    
	
44575
    	
 
    	
CUSTER   CREEK
    	
 
    	
Multi-Tenant   Retail
    
	
44576
    	
 
    	
DONELSON   PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44577
    	
 
    	
EAST   GATE
    	
 
    	
Multi-Tenant   Retail
    
	
44578
    	
 
    	
FLOWER   MOUND CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44579
    	
 
    	
FURY’S   FERRY
    	
 
    	
Multi-Tenant   Retail
    
	
44580
    	
 
    	
HERITAGE   HEIGHTS
    	
 
    	
Multi-Tenant   Retail
    
	
44581
    	
 
    	
THE   CENTER AT HUGH HOWELL
    	
 
    	
Multi-Tenant   Retail
    
	
44582
    	
 
    	
HUNTER’S   GLEN CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44583
    	
 
    	
JOSEY   OAKS
    	
 
    	
Multi-Tenant   Retail
    
	
44584
    	
 
    	
MARKET   AT WESTLAKE
    	
 
    	
Multi-Tenant   Retail
    
	
44585
    	
 
    	
PARK   WEST PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44586
    	
 
    	
PIONEER   PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44587
    	
 
    	
RIVERVIEW   VILLAGE
    	
 
    	
Multi-Tenant   Retail
    
	
44588
    	
 
    	
SCOFIELD   CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44589
    	
 
    	
SHILOH   SQUARE
    	
 
    	
Multi-Tenant   Retail
    
	
44590
    	
 
    	
SUNCREEK   VILLAGE
    	
 
    	
Multi-Tenant   Retail
    
	
44591
    	
 
    	
THE   HIGHLANDS
    	
 
    	
Multi-Tenant   Retail
    
	
44592
    	
 
    	
GRAVOIS   DILLON PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44593
    	
 
    	
PAVILIONS   AT HARTMAN HERITAGE
    	
 
    	
Multi-Tenant   Retail
    
	
44594
    	
 
    	
SHALLOTTE   COMMONS
    	
 
    	
Multi-Tenant   Retail
    
	
44595
    	
 
    	
LEGACY   CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44596
    	
 
    	
NORTHWEST   MARKETPLACE
    	
 
    	
Multi-Tenant   Retail
    
	
44610
    	
 
    	
WASHINGTON   PARK PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44611
    	
 
    	
CITIZENSCFG)   MELLON BANK BLDG
    	
 
    	
Multi-Tenant   Retail
    
	
44612
    	
 
    	
LORD   SALISBURY CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44613
    	
 
    	
RIVERSTONE   SHOPPING CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44614
    	
 
    	
MIDDLEBURG   CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44615
    	
 
    	
SPRING   TOWN CENTER III
    	
 
    	
Multi-Tenant   Retail
    
	
44616
    	
 
    	
LAKEPORT   COMMONS
    	
 
    	
Multi-Tenant   Retail
    
	
44617
    	
 
    	
FOREST   PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44618
    	
 
    	
STREETS   OF CRANBERRY
    	
 
    	
Multi-Tenant   Retail
    


 

A-15











 

	
44619
    	
 
    	
MCKINNEY   TOWN CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44620
    	
 
    	
PENN   PARK
    	
 
    	
Multi-Tenant   Retail
    
	
44645
    	
 
    	
ALCOA   EXCHANGE
    	
 
    	
Multi-Tenant   Retail
    
	
44646
    	
 
    	
ALCOA   EXCHANGE II
    	
 
    	
Multi-Tenant   Retail
    
	
44647
    	
 
    	
HILLSBOROUGHWinston)
    	
 
    	
Multi-Tenant   Retail
    
	
44648
    	
 
    	
POPLIN   PLACE
    	
 
    	
Multi-Tenant   Retail
    
	
44649
    	
 
    	
95th   and CICERO
    	
 
    	
Multi-Tenant   Retail
    
	
44650
    	
 
    	
SIEGEN   PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44651
    	
 
    	
STREETS   OF INDIAN LAKE
    	
 
    	
Multi-Tenant   Retail
    
	
44652
    	
 
    	
SOUTHGATE   VILLAGE
    	
 
    	
Multi-Tenant   Retail
    
	
44653
    	
 
    	
CAMPUS   MARKETPLACE
    	
 
    	
Multi-Tenant   Retail
    
	
44654
    	
 
    	
GARDEN   VILLAGE
    	
 
    	
Multi-Tenant   Retail
    
	
44655
    	
 
    	
BEAR   CREEK VILLAGE CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44656
    	
 
    	
CHEYENNE   MEADOWS
    	
 
    	
Multi-Tenant   Retail
    
	
44657
    	
 
    	
CENTERPLACE   OF GREELEY
    	
 
    	
Multi-Tenant   Retail
    
	
44658
    	
 
    	
MERCHANTS   CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44659
    	
 
    	
ANDERSON   CENTRAL
    	
 
    	
Multi-Tenant   Retail
    
	
44660
    	
 
    	
BARTOW   MARKETPLACE
    	
 
    	
Multi-Tenant   Retail
    
	
44661
    	
 
    	
PALM   HARBOR SHOPPING CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44662
    	
 
    	
PEACHLAND   PROMENADE
    	
 
    	
Multi-Tenant   Retail
    
	
44663
    	
 
    	
BOYNTON   COMMONS
    	
 
    	
Multi-Tenant   Retail
    
	
44664
    	
 
    	
BUCKHEAD   CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44665
    	
 
    	
CITY   CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44666
    	
 
    	
GATEWAY   PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44667
    	
 
    	
HIRAM   PAVILION
    	
 
    	
Multi-Tenant   Retail
    
	
44668
    	
 
    	
GATEWAY   MARKET CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44669
    	
 
    	
COWETA   CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44670
    	
 
    	
THOMAS   CROSSROADS
    	
 
    	
Multi-Tenant   Retail
    
	
44671
    	
 
    	
PARADISE   PLACE
    	
 
    	
Multi-Tenant   Retail
    
	
44672
    	
 
    	
ROSE   CREEK
    	
 
    	
Multi-Tenant   Retail
    
	
44673
    	
 
    	
WARD’S   CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44674
    	
 
    	
HERITAGE   PLAZA - CHICAGO
    	
 
    	
Multi-Tenant   Retail
    
	
44675
    	
 
    	
SILVERLAKE
    	
 
    	
Multi-Tenant   Retail
    
	
44676
    	
 
    	
PLEASANT   HILL SQUARE
    	
 
    	
Multi-Tenant   Retail
    
	
44677
    	
 
    	
BENT   TREE PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44679
    	
 
    	
SARASOTA   PAVILION
    	
 
    	
Multi-Tenant   Retail
    
	
44680
    	
 
    	
STONECREST   MARKETPLACE
    	
 
    	
Multi-Tenant   Retail
    
	
44681
    	
 
    	
ROSEWOOD   SHOPPING CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44682
    	
 
    	
FAIRVIEW   MARKET
    	
 
    	
Multi-Tenant   Retail
    
	
44683
    	
 
    	
JAMES   CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44684
    	
 
    	
VENTURE   POINTE
    	
 
    	
Multi-Tenant   Retail
    
	
44685
    	
 
    	
PAVILION   AT LaQUINTA
    	
 
    	
Multi-Tenant   Retail
    
	
44686
    	
 
    	
DOTHAN   PAVILION
    	
 
    	
Multi-Tenant   Retail
    


 

A-16











 

	
44687
    	
 
    	
SYCAMORE   COMMONS
    	
 
    	
Multi-Tenant   Retail
    
	
44688
    	
 
    	
UNIVERSAL   PLAZA
    	
 
    	
Multi-Tenant   Retail
    
	
44689
    	
 
    	
HERITAGE   CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44690
    	
 
    	
PROMENADE   - FULTONDALE
    	
 
    	
Multi-Tenant   Retail
    
	
44691
    	
 
    	
TULSA   HILLS SHOPPING CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44692
    	
 
    	
PRESTONWOOD   TOWN CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44694
    	
 
    	
SHERMAN   TOWN CENTER II
    	
 
    	
Multi-Tenant   Retail
    
	
44695
    	
 
    	
SPARKS   CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44696
    	
 
    	
WHITE   OAK CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44698
    	
 
    	
BAY   COLONY II
    	
 
    	
Multi-Tenant   Retail
    
	
44699
    	
 
    	
CYFAIR   TOWN CENTER II
    	
 
    	
Multi-Tenant   Retail
    
	
44700
    	
 
    	
VICTORY   LAKES TOWN CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44703
    	
 
    	
UNIVERSITY   OAKS SHOPPING CENTER
    	
 
    	
Multi-Tenant   Retail
    
	
44704
    	
 
    	
GRAFTON   COMMONS
    	
 
    	
Multi-Tenant   Retail
    
	
44705
    	
 
    	
WOODLAKE   CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
44900
    	
 
    	
MONADNOCK   CONDO ASSOC
    	
 
    	
Multi-Tenant   Retail
    
	
44901
    	
 
    	
WARD’S   CROSSING CONDO ASSOC
    	
 
    	
Multi-Tenant   Retail
    
	
47101
    	
 
    	
INTECH   RETAIL
    	
 
    	
Multi-Tenant   Retail
    
	
48801
    	
 
    	
STONE   CREEK CROSSING
    	
 
    	
Multi-Tenant   Retail
    
	
48907
    	
 
    	
THE   RADIANat UPENN) RETAIL
    	
 
    	
Multi-Tenant   Retail
    
	
48910
    	
 
    	
OAK   PARK RETAIL
    	
 
    	
Multi-Tenant   Retail
    
	
48914
    	
 
    	
BLOCK   121 RETAIL
    	
 
    	
Multi-Tenant   Retail
    


 

A-17











 

EXHIBIT B

 

FORM OF MANAGEMENT AGREEMENT

 

THIS MANAGEMENT AGREEMENT (this “Agreement”), dated as of [                    ] [    ], 20[    ], is entered into by and between [                                                                 ], a Maryland corporation (“Owner”), and INLAND AMERICAN RETAIL MANAGEMENT LLC, a Delaware limited liability company (the “Property Manager”).

 

In consideration of the mutual covenants and conditions herein contained, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

 

1.                                      Owner hereby employs the Property Manager exclusively to rent, lease, operate and manage the property commonly known as and located in and legally described on Exhibit A attached hereto and made a part hereof (the “Premises”), upon the terms and conditions hereinafter set forth.  [NOTE: Following provision to be used for all Properties owned on July 1, 2012] [The term of this Agreement (the “Term”) shall commence on July 1, 2012 (the “Commencement Date”), and shall end on December 31, 2013.  The Term shall automatically be renewed until June 30, 2015, unless either party delivers written notice to the other party canceling this Agreement (a “Termination Notice”).] [NOTE: Following provision to be used for all Properties acquired after July 1, 2012] [The term of this Agreement (the “Term”) shall commence on the date the Property Owner takes title to the Property (the “Commencement Date”), and shall end on the date that is the last day of the month that is eighteen (18) months after the Commencement Date.  The Term shall automatically be renewed for one (1) period of eighteen (18) months, unless either party delivers written notice to the other party canceling this Agreement (a “Termination Notice”).]  In order to be effective, a Termination Notice must be delivered before June 30, 2013.  If a Termination Notice is not delivered before such date, the Termination Notice shall not be effective, and the Term shall automatically be extended without further action by the parties.  In the event this Agreement is terminated for any reason prior to the expiration of the Term, Owner shall indemnify, protect, defend, save and hold the Property Manager and all of its affiliates, shareholders, officers, directors, employees, agents, successors and assigns harmless from and against any and all claims, causes of action, demands, suits, proceedings, loss, judgments, damage, awards, liens, fines, costs, attorneys’ fees and expenses, of every kind and nature whatsoever that may be imposed on or incurred by the Property Manager by reason of the willful misconduct, gross negligence, malfeasance or unlawful acts (such unlawfulness having been adjudicated by a court of proper jurisdiction) of Owner.

 

2.                                      EACH PARTY SHALL HAVE THE FOLLOWING TERMINATION RIGHTS:

 

(a)                                 Owner may terminate this Agreement if any one of the following occurs:

 

(i)   Property Manager commits a material breach of any representation, warranty, term, covenant or condition set forth in this Agreement and such breach is not cured within thirty (30) days after written notice from the Owner.   The notice shall specify the nature of the breach in reasonable detail.  Notwithstanding the foregoing, if the Property Manager has promptly commenced to cure the

 

B-1











 

breach within the initial 30-day period and is diligently pursuing the cure to completion, the Property Manager shall have, to the extent necessary, an additional thirty (30) days to cure the breach before the Owner may terminate this Agreement.

 

(ii)   Property Manager engages in any act of fraud, misappropriation of funds or embezzlement or Property Manager commits any act of gross negligence or willful misconduct in the performance of its obligations under this Agreement; provided, however, if such conduct is committed by any individual other than any senior executive, Owner shall have no right to exercise such termination right if the Property Manager immediately terminates or causes the termination of such individual from employment and makes Owner and the Property whole for the actual financial loss resulting from such conduct.

 

(b)                                 The Property Manager may terminate this Agreement if any one of the following occurs:

 

(i)  Owner commits a material breach of any representation, warranty, term, covenant or condition set forth in this Agreement and such breach is not cured within thirty (30) days after written notice from the Property Manager.   The notice shall specify the nature of the violation in reasonable detail.  Notwithstanding the foregoing, if the Owner has promptly commenced to cure the violation within the initial 30-day period and is diligently pursuing the cure to completion, the Owner shall have, to the extent necessary, an additional thirty (30) days to cure the violation before Property Manager may terminate.

 

(ii)  A court of competent jurisdiction enters a decree or order for relief in respect of the Owner in any involuntary case under the applicable bankruptcy, insolvency or other similar law now or hereafter in effect, or appoints a receiver liquidator, assignee, custodian, trustee, sequestrator (or similar official) of Owner or for any substantial part of any of their respective property or orders the winding up or liquidation of Owner’s affairs.

 

(iii) Owner commences a voluntary case under any applicable bankruptcy, insolvency or other similar law now or hereafter in effect, or consents to the entry of an order for relief in an involuntary case under any such law, or consents to the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator (or similar official) of Owner or for any substantial part of its property, or makes any general assignment for the benefit of creditors, or fails generally to pay its debts, as they become due.

 

(iv)  There is a dissolution of Owner.

 

(c)                                  This Agreement shall automatically terminate if any one of the following occurs:

 

(i)  The Master Management Agreement, dated as of July 1, 2012 by and between Inland American Real Estate Trust, Inc. and Property Manager,  is terminated.  

 

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This Agreement shall terminate effective as of the date the Master Management Agreement is terminated.

 

(ii)  There is a sale of the Property or a transfer of control of Owner.  For purposes hereof, the acquisition by any individuals, entity, group or person (within the meaning of Section 13(d)(3) or Section 14(d)(2) of the Securities Exchange Act, or any successor provision (the “Exchange Act”)), including any group acting for the purpose of acquiring, holding or disposing of securities (within the meaning of Rule 13d-5(b)(1) under the Exchange Act), other than the Property Manager, any of its affiliates or any affiliates of the Owner, in a single transaction or in a related series of transactions, by way of merger, consolidation or other business combination or purchase of beneficial ownership (within the meaning of Rule 13d-3 under the Exchange Act) of fifty percent (50%) or more of the total voting power of the voting capital interests of the Owner.  This Agreement shall terminate effective as of the date the Property is sold or the effective date of the transfer of control of Owner, as applicable.

 

Unless otherwise expressly set forth in this Section 3, the party entitled to terminate this Agreement shall provide the other party thirty (30) days advance written notice of the termination.

 

3.                                      THE PROPERTY MANAGER AGREES:

 

3.1                               To accept the management of the Premises, to the extent, for the period, and upon the terms herein provided and agrees to furnish the services of its organization in connection with renting, leasing, operating and managing the Premises, and, without limiting the generality of the foregoing, the Property Manager agrees to be responsible for those specific duties and functions set forth in Section 4 hereof.  The Property Manager shall be entitled at all times to manage the Premises in accordance with the Property Manager’s standard operating policies and procedures, except to the extent that any specific provisions contained herein are to the contrary, in which case the Property Manager shall manage the Premises consistent with the specific provisions of the Agreement. The Property Manager agrees to use its best efforts to maintain the highest occupancy at the highest rents for each space comprising the Premises.

 

3.2                               To prepare those reports regarding the Premises identified on Exhibit B, which reports shall be made accessible to the Owner through a shared software system, and to remit to Owner, upon Owner’s request, the excess of Gross Income (as hereafter defined) over expenses paid pursuant to Section 3.4 hereof (“Net Proceeds”).  In the event that expenses paid pursuant to Section 4.4 hereof shall be in excess of Gross Income for any monthly period, to notify Owner of same and Owner agrees to pay the excess amount immediately upon request from the Property Manager, but nothing herein contained shall obligate the Property Manager to advance its own funds on behalf of Owner. All advances by the Property Manager on behalf of Owner shall be paid to the Property Manager by Owner within ten (10) days after request.

 

3.3                               To prepare annualized budgets for operation of the Premises. Annualized budgets shall be for planning and informational purposes only, and the Property Manager shall have no liability to Owner for any failure to meet any budget. However, the Property Manager will use its best efforts to operate the Premises pursuant to the annualized budget. The parties 

 

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acknowledge that the first annualized budget has been prepared and approved for the year commencing January 1, 2012 and ending on December 31, 2012.  All subsequent annualized budgets shall cover the period from January 1st of each year through December 31st of the same year. The proposed annualized budget for each calendar year shall be prepared by the Property Manager by December 1st of the year preceding the year for which it applies, and Owner shall notify the Property Manager within fifteen (15) days as to whether Owner has or has not approved the proposed annualized budget. If Owner does not approve the proposed annualized budget, Owner shall notify the Property Manager and the Property Manager shall make the necessary amendments to the annualized budget. During the time the Property Manager is preparing these amendments, the Property Manager will continue to operate the Premises according to the last approved annualized budget. Owner’s approval of the annualized budget shall constitute approval for the Property Manager to expend sums for all budgeted expenditures, without the necessity to obtain additional approval of Owner under any other expenditure limitations as set forth elsewhere in this Agreement.

 

Subject to the terms of this Agreement, Property Manager covenants and agrees to comply with and implement, as applicable, any direction or strategic plan approved by the Company’s Board of Directors.

 

4.                                      OWNER AGREES, and does hereby give the Property Manager the following exclusive authority and powers (all of which shall be exercised in the name of the Property Manager, as the Property Manager for Owner) and Owner agrees to assume and reimburse the Property Manager, its affiliates and agents for all expenses paid or incurred in connection therewith:

 

4.1                               To advertise the Premises or any part thereof and to display signs thereon, which advertising and signs may contain the Property Manager’s name and customary logo; and to rent the same; to cause references of prospective tenants to be investigated; to sign leases for all or part of the Premises for terms not in excess of one year, or the period agreed to by the Owner and Property Manager, and to renew or cancel the existing leases and prepare and execute the new leases without additional charge to Owner; to terminate tenancies and to sign and serve in the name of the Owner of the Premises such notices as are deemed necessary by the Property Manager; to institute and prosecute actions to evict tenants and to recover possession of the Premises; with Owner’s authorization, to sue for, in the name of the Owner, and recover rent and other sums due; and, when expedient, to settle, compromise, and release any actions or suits, or reinstate such tenancies. Owner shall reimburse Property Manager for all expenses of litigation including attorneys’ fees, filing fees, and court costs that Property Manager does not recover from tenants.  The Property Manager may select the attorney of its choice to handle the litigation, with the Owner’s approval.  The Property Manager may collect from tenants all or any of the following, all of which shall be considered Gross Income (and included when calculating the Management Fee) and deposited into Property Manager’s custodial account: a late rent administrative charge, a non-negotiable check charge; a credit report fee; a subleasing administrative charge or broker’s commission; and all administrative charges actually collected from tenants in connection with annual common area maintenance reconciliations and tenant charge backs for same.

 

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4.2                               To hire, supervise, discharge and pay salary and benefit expenses for all labor required for the operation and maintenance of the Premises including, but not limited to, on-site personnel, property managers, assistant property managers, leasing consultants, engineers, janitors, maintenance supervisors and other employees required for the operation and maintenance of the Premises, including personnel spending a portion of their working hours (to be charged on a pro rata basis) at the Premises. All expenses of such employment shall be deemed operating expenses of the Premises. To make or cause to be made all ordinary repairs and replacements necessary to preserve the Premises in its present condition and for the operating efficiency thereof and all alterations required to comply with lease requirements, and to do decorating on the Premises; to negotiate and enter into, as the Property Manager for Owner of the Premises, contracts for all items on budgets that have been approved by Owner, any emergency services or repairs for items not exceeding $20,000.00, appropriate service agreements and labor agreements for normal operation of the Premises, which shall have terms not to exceed three years, and agreements for all budgeted maintenance, minor alterations and utility services, including, but not limited to, electricity, gas, fuel, water, telephone, window washing, scavenger service, landscaping, snow removal, pest exterminating, decorating and legal services in collection with the leases and service agreements relating to the Premises, and other services or such of them as the Property Manager may consider appropriate; and to purchase supplies and pay all bills.  The Property Manager shall use its best efforts to obtain the foregoing services and utilities for the Premises at the most economical costs and terms available to the Property Manager.

 

Owner hereby appoints the Property Manager as Owner’s authorized Property Manager for the purpose of executing, as the managing Property Manager for Owner, those agreements described in this Section 4.2.  In addition, Owner agrees to specifically assume in writing all obligations under all agreements so entered into by the Property Manager, on behalf of Owner of the Premises, upon the termination of this Agreement and Owner shall indemnify, protect, save, defend and hold the Property Manager and all of its affiliates, shareholders, officers, directors, employees, agents, successors and assigns harmless from and against any and all claims, causes of action, demands, suits, proceedings, loss, judgments, damage, awards, liens, fines, costs, attorneys’ fees and expenses, of every kind and nature whatsoever, resulting from, arising out of or in any way related to those agreements and which relate to or concern matters occurring after termination of this Agreement, but excluding matters arising out of the Property Manager’s misconduct, negligence, malfeasance or unlawful acts. The Property Manager shall secure the approval of, and execution of appropriate agreements by, Owner for any non-budgeted and non-emergency/contingency capital items, alterations or other expenditures in excess of $20,000.00 for any one item, securing for each item at least three (3) written bids, if practicable, or providing evidence satisfactory to Owner that the agreed amount is lower than industry standard pricing, from responsible contractors. The Property Manager shall have the right from time to time during the Term to contract with and make purchases from its affiliates and third party agents; provided that contract rates and prices are competitive with other available sources. The Property Manager may at any time, and from time to time, request and receive the prior written authorization of Owner of the Premises of any one or more purchases or other expenditures, notwithstanding that the Property Manager may otherwise be authorized hereunder to make such purchases or expenditures.

 

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4.3                               To collect Gross Income (as hereafter defined) and give receipts therefore and to deposit all such Gross Income collected hereunder in the Property Manager’s custodial account which the Property Manager will open and maintain, in a state or national bank of the Property Manager’s choice and whose deposits are insured by the Federal Deposit Insurance Corporation, exclusively for the Premises and any other properties owned by Owner (or any entity that is owned or controlled by the Owner) and managed by the Property Manager. Owner agrees that the Property Manager shall be authorized to maintain a reasonable minimum balance (to be determined jointly from time to time) in the custodial account. The Property Manager may endorse any and all checks received in connection with the operation of the Premises and drawn to the order of Owner and Owner shall, upon request, furnish the Property Manager’s depository with an appropriate authorization for the Property Manager to make the endorsement.  For purposes hereof, “Gross Income” means all rents, assessments and other items, including, but not limited to the following, to the extent applicable: the aggregate amount of any and all tenant payments for real estate taxes, property liability and other insurance, damages and repairs, common area maintenance, tax reduction fees and all other tenant reimbursements, administrative charges, proceeds of rental interruption insurance, parking fees, income from coin operated machines and other miscellaneous income collected by or paid to Property Manager.  Gross Income specifically includes late rent administrative charges, non-negotiable check charges, credit report fees, subleasing administrative charges, and all administrative charges actually collected from tenants in connection with annual common area maintenance reconciliations and tenant charge backs for same.

 

4.4                               To pay all expenses of the Premises from the Gross Income collected in accordance with Section 4.3 hereof, from the Property Manager’s custodial account. It is understood that the Gross Income will be used first to pay the compensation to the Property Manager as contained in Section 6 hereof, then to the reimbursement of expenses incurred by Property Manager pursuant to Section 4.2 and Section 2(e) of the Master Management Agreement, then operational expenses and then any mortgage indebtedness, including real estate tax and insurance impounds, but only as directed by Owner in writing and only if sufficient Gross Income is available for such payments.

 

4.5                               Nothing in this Agreement shall be interpreted to obligate the Property Manager to pay from Gross Income any expenses incurred by Owner prior to the commencement of this Agreement, except to the extent (i) Property Manager was obligated to pay such expenses pursuant to the terms of a prior management agreement between Owner and Property Manager or (ii) Owner advances additional funds to pay the expenses.

 

4.6                               To collect and handle tenants’ security deposits, including the right to apply the security deposits to unpaid rent, and to comply, on behalf of the Owner, with applicable state or local laws concerning security deposits and interest thereon, if any.

 

4.7                               The Property Manager shall not be required to advance any monies for the care or management of the Premises, and Owner agrees to advance all monies necessary therefor. If the Property Manager shall elect to advance any money in connection with care or management of the Premises, Owner agrees to reimburse the Property Manager in accordance with Section 3.2 and Section 4.2 above.

 

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4.8                               To handle all steps necessary regarding any claim for insured losses or damages; provided that the Property Manager will not make any adjustments or settlements in excess of $50,000.00 without Owner’s prior written consent.

 

4.9                               Notwithstanding anything to the contrary contained in this Agreement, Owner acknowledges and agrees that any or all of the duties of the Property Manager as contained herein may be delegated by the Property Manager and performed by an affiliate or third-party agent (a “SubProperty Manager”) with whom the Property Manager contracts for the purpose of performing such duties. Owner specifically grants the Property Manager the authority to enter management agreements with any SubProperty Manager; provided that Owner shall have no liability or responsibility to any SubProperty Manager for the payment of the SubProperty Manager’s fee or for reimbursement to the SubProperty Manager of its expenses or to indemnify the SubProperty Manager in any manner for any matter; and provided  further that the Property Manager shall require such SubProperty Manager to agree, in the written agreement setting forth the duties and obligations of such SubProperty Manager, to indemnify Owner for all loss, damage or claims incurred by Owner as a result of the willful misconduct, gross negligence, malfeasance or unlawful acts of the SubProperty Manager. Owner further acknowledges and agrees that the Property Manager may assign this Agreement and all of the Property Manager’s rights and obligations hereunder to another management entity that is then managing other property for Owner (“Successor Property Manager”). Owner specifically grants the Property Manager the authority to make an assignment of this Agreement to a Successor Property Manager.

 

5.                                      OWNER FURTHER AGREES:

 

5.1                               To indemnify, defend, protect, save and hold the Property Manager and all of its affiliates, shareholders, officers, directors, employees, agents, SubProperty Managers, successors and assigns (collectively, “Indemnified Parties”) harmless from any and all claims, causes of action, demands, suits, proceedings, loss, judgments, damage, awards, liens, fines, costs, attorneys’ fees and expenses, of every kind and nature whatsoever (collectively, “Losses”) in connection with or in any way related to the Premises and from liability for damage to the Premises and injuries to or death of any person whomsoever, and damage to property; provided,  however, that any indemnification pursuant to this Section 5.1 shall not extend to any such Losses arising out of the negligence or misconduct of the Property Manager or any of the other Indemnified Party. Owner agrees to procure and pay for, at its own expense, public liability insurance, fire and extended coverage insurance, burglary and theft insurance, rental interruption insurance, flood insurance (if appropriate) and boiler insurance (if appropriate) naming Owner and the Property Manager as insured parties and adequate to protect their respective interests and in form, substance, and amounts reasonably satisfactory to the Property Manager, and to furnish to the Property Manager certificates and policies evidencing the existence of this insurance. The premiums for all insurance maintained by Owner shall be paid by either Owner directly or, provided sufficient Gross Income is available, by the Property Manager from Gross Income.  Unless Owner shall provide insurance and furnish certificates and policies within ten (10) days from the date of this Agreement, the Property Manager may, in its sole discretion, but shall not be obligated to, purchase insurance and charge the cost thereof to the account of Owner. All insurance policies shall provide that the Property Manager shall receive thirty (30) days’ written notice prior to cancellation of the policy.  The Property Manager shall not be liable for any error

 

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of judgment or for any mistake of fact or law, or for any thing that it may do or refrain from doing, except in cases of negligence or misconduct on the part of the Property Manager.

 

5.2                               Owner hereby warrants and represents to the Property Manager that to the best of Owner’s knowledge, neither the Premises, nor any part thereof, has previously been or is presently being used to treat, deposit, store, dispose of or place any hazardous substance, that may subject the Property Manager to liability or claims under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C. Section 9607) or any constitutional provision, statute, ordinance, law or regulation of any governmental body or of any order or ruling of any public authority or official thereof, having or claiming to have jurisdiction thereover.  Furthermore, Owner agrees to indemnify, protect, defend, save and hold the Property Manager and all of its affiliates, shareholders, officers, directors, employees, agents, successors and assigns harmless from any and all claims, causes of action, demands, suits, proceedings, loss, judgments, damage, awards, liens, fines, costs, attorneys’ fees and expenses, of every kind and nature whatsoever, involving, concerning or in any way related to any past, current or future allegations regarding treatment, depositing, storage, disposal or placement by any party other than the Property Manager of hazardous substances on the Premises.

 

5.3                               To give adequate advance written notice to the Property Manager if Owner desires that the Property Manager make payment, out of Gross Income, to the extent funds are available after the payment of the Property Manager’s compensation as contained in Section 6 hereof and all operational expenses, of mortgage indebtedness, general taxes, special assessments, or fire, boiler or any other insurance premiums. In no event shall the Property Manager be required to advance its own money in payment of any such indebtedness, taxes, assessments or premiums.

 

5.4                               Nothing in this Section 5 or otherwise in this Agreement or any agreement executed by Owner in connection with this Agreement shall require Owner or a subsidiary of Owner to limit the liability of, waive any claims against, or indemnify and hold harmless any person or entity except to the extent Owner or that subsidiary is permitted by Section 6 of the Master Management Agreement, dated July 1, 2012, between Owner and the Property Manager, to so limit, waive, indemnify or hold harmless, as applicable.

 

6.                                      OWNER AGREES TO PAY THE PROPERTY MANAGER, AS A MONTHLY MANAGEMENT FEE HEREUNDER FOR MANAGING THE PREMISES DIRECTLY OR THROUGH ITS AFFILIATES OR AGENTS, an amount equal to                        percent (      %) of Gross Income (the “Management Fee”) [insert as appropriate - 4.50% for multi-tenant, 2.90% for single tenant and 2.50% for bank branches], subject to change as set forth below, which shall be deducted monthly by the Property Manager and retained by the Property Manager from Gross Income prior to payment to Owner of Net Proceeds. The Management Fee shall be compensation for all services specified herein and provided by the Property Manager in connection with renting, leasing, operating and managing the Premises. Any services beyond those specified herein, such as sales brokerage, construction management, loan origination and servicing, property tax reduction and risk management services, shall be performed by Property Manager and compensated by Owner only if the parties agree on the scope of the services to be performed; provided that the compensation to be paid therefor will not exceed ninety percent (90.0%) of the market rate that would be paid to unrelated parties providing these services; 

 

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provided  further that all compensation must be approved by a majority of the independent directors of Owner. Owner acknowledges and agrees that Property Manager may pay or assign all or any portion of its Management Fee to a SubProperty Manager as described in Section 4.9 hereof.  If the Property Manager or Owner reasonably determines that the Property has changed its classification as a single-tenant site, multi-tenant site or a bank branch facility, it shall notify the other party in writing.  If the parties mutually agree that the classification has changed, the parties will amend this Agreement to reflect a change in the management fee.

 

7.                                      IT IS MUTUALLY AGREED THAT:

 

7.1                               Owner shall designate one (1) person to serve as Owner’s Representative in all dealings with the Property Manager hereunder. Whenever the notification and reporting to Owner or the approval, consent or other action of Owner is called for hereunder, any notification and reporting if sent to or specified in writing to Owner’s Representative, and any approval, consent or action if executed by Owner’s Representative, shall be binding on Owner but only if approved by the Owner’s board of directors as may be required. Owner’s Representative initially shall be:

 

	
Name
    	
 
    	
Address
    
	
 
    	
 
    	
 
    
	
 

Vice   President, Administration
    	
 
    	
2901   Butterfield Road 

Oak   Brook, IL 60523 

Telephone:                         (630)   218-8000 

Facsimile:                               (630)   218-4955
    


 

Owner’s Representative may be changed at the discretion of Owner, at any time and from time to time, and shall be effective upon the Property Manager’s receipt of written notice of the new Owner’s Representative.

 

7.2                               Owner expressly withholds from the Property Manager any power or authority to make any structural changes in any building or to make any other major alterations or additions in or to any such building or equipment therein, or to incur any expense chargeable to Owner, other than expenses related to exercising the express powers above vested in the Property Manager without the prior written direction of Owner’s Representative, except that the Property Manager shall make all emergency repairs as may be required to ensure the safety of persons or property or which are immediately necessary for the preservation and safety of the Premises or the safety of the tenants and occupants thereof or are required to avoid the suspension of any necessary service to the Premises.

 

7.3                               The Property Manager shall be responsible for notifying Owner in the event it receives a material written notice that any building on the Premises or any equipment therein does not comply with the requirements of any statute, ordinance, law or regulation of any governmental body or of any public authority or official thereof having or claiming to have jurisdiction thereover. The Property Manager shall promptly forward to Owner any material written complaints, warnings, notices or summonses received by the Property Manager relating to these matters. Owner represents that to the best of its knowledge the Premises and such equipment comply with all such requirements and authorizes the Property Manager to disclose the Owner’s identity to any officials and agrees to indemnify, protect, defend, save and hold the

 

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Property Manager and the other Indemnified Parties harmless of and from any and all Losses which may be imposed on them or any of them by reason of the failure of Owner to correct any present or future violation or alleged violation of any and all present or future laws, ordinances, statutes, or regulations of any public authority or official thereof, having or claiming to have jurisdiction thereover, of which it has actual notice.

 

7.4                               In the event it is alleged or charged that any building on the Premises or any equipment therein or any act or failure to act by Owner with respect to the Premises or the sale, rental, or other disposition thereof fails to comply with, or is in violation of, any of the requirements of any constitutional provision, statute, ordinance, law or regulation of any governmental body or any order or ruling of any public authority or official thereof having or claiming to have jurisdiction thereover, and the Property Manager, in its sole and absolute discretion, considers that the action or position of Owner, with respect thereto may result in damage or liability to the Property Manager, the Property Manager shall have the right to cancel this Agreement at any time by written notice to Owner of its election so to do, which cancellation shall be effective upon delivery of the notice to Owner. Any notice may be delivered personally or by registered mail, on or to the person named to receive the Property Manager’s monthly statement at the address provided in Section 7.1 hereof, and if delivered by mail shall be deemed to have been delivered when deposited in the mails. Any cancellation pursuant to this Section 7.4 shall not release the indemnities of Owner set forth in this Agreement, including, but not limited to, those set forth in Sections 1, 4.2, 5.1, 5.2 and 7.3 above and shall not terminate any liability or obligation of Owner to the Property Manager for any payment, reimbursement, or other sum of money then due and payable to the Property Manager hereunder.

 

7.5                               All personnel expenses, including but not limited to, wages, salaries, insurance, benefits, employment related taxes and other governmental charges, shall be charges incurred in connection with the Premises for purposes of Section 4.4 hereof, to the extent that these expenses are apportioned by the Property Manager to services rendered for the benefit of the Premises. The number and classification of employees serving the Premises shall be as determined by the Property Manager to be appropriate for the proper operation of the Premises; provided that Owner may request changes in the number and/or classification of employees, and the Property Manager shall make all requested changes unless in its judgment the resulting level of operation and/or maintenance of the Premises will be inadequate.

 

8.                                      Owner shall pay or reimburse the Property Manager, its affiliates or agents for all amounts due it under this Agreement for services and advances prior to termination of this Agreement. All provisions of this Agreement that require Owner to have insured, or to protect, defend, save, hold and indemnify or to reimburse the Property Manager shall survive any expiration or termination of this Agreement and, if the Property Manager is or becomes involved in any claim, proceeding or litigation by reason of having been the Property Manager of Owner, such provisions shall apply as if this Agreement were still in effect. The parties understand and agree that the Property Manager may withhold funds for sixty (60) days after the end of the month in which this Agreement is terminated to pay bills previously incurred but not yet invoiced and to close accounts. Should the funds withheld be insufficient to meet the obligation of the Property Manager to pay bills previously incurred, Owner shall, upon demand, advance sufficient funds to the Property Manager to ensure fulfillment of the Property Manager’s obligation to do so, within ten (10) days of receipt of notice and an itemization of all unpaid bills.

 

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9.                                      Nothing contained herein shall be construed as creating any rights in third parties who are not the parties to this Agreement, nor shall anything contained herein be construed to impose any liability upon Owner or the Property Manager for the performance by Owner or the Property Manager under any other agreement they have entered into or may in the future enter into, without the express written consent of the other having been obtained.  Nothing contained in this Agreement shall be deemed or construed to create a partnership or joint venture between Owner and the Property Manager or to cause either party to be responsible in any way for the debts or obligations of the other or any other party (but nothing contained herein shall affect the Property Manager’s responsibility to transmit payments for the account of Owner as provided herein), it being the intention of the parties that the only relationship hereunder is that of the Property Manager and principal.

 

10.                               Wherever possible, each provision of this Agreement shall be interpreted in a manner as to be effective and valid under applicable law, but if any provision of this Agreement shall be prohibited or invalid under applicable law, the provision shall be ineffective only to the extent of the prohibition or invalidity, without invalidating the remainder of the provision or the remaining provisions of this Agreement. This Agreement, its validity, performance and enforcement shall be construed in accordance with, and governed by, the internal laws of the State in which the Premises are located without regard to that State’s conflicts of law principles.

 

11.                               This Agreement shall be binding upon the successors and assigns of the Property Manager and the heirs, administrators, executors, successors and assignees of Owner.  This Agreement contains the entire Agreement of the parties relating to the subject matter hereof, and there are no understandings, representations or undertakings by either party except as herein contained. This Agreement may be modified solely by a written agreement executed by both parties hereto.

 

12.                               If any party hereto defaults under the terms or conditions of this Agreement, the defaulting party shall pay the non-defaulting party’s court costs and attorneys’ fees incurred in the enforcement of any provision of this Agreement.

 

13.                               The failure of either party to this Agreement to, in anyone or more instances, insist upon the performance of any of the terms, covenants or conditions of this Agreement, or to exercise any rights or privileges conferred in this Agreement, shall not be construed as thereafter waiving any such terms, covenants, conditions, rights or privileges, but the same shall continue in full force and effect as if no the forbearance or waiver had occurred.

 

14.                               This Agreement is deemed to have been drafted jointly by the parties, and any uncertainty or ambiguity shall not be construed for or against either party as an attribution of drafting to either party.

 

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15.                               All notices given under this Agreement shall be sent by certified mail, return receipt requested, sent by facsimile transmission, or hand delivered at:

 

	
If to Owner, to:
    	
Inland   American Real Estate Trust, Inc.

2901   Butterfield Road

Oak   Brook, IL 60523

Attention:                                         Vice   President, Administration

Telephone:                                   (630)   218-8000

Facsimile:                                         (630)   218-4955
    
	
 
    	
 
    
	
If to Property Manager, to:
    	
Inland   American Retail Management, LLC
   2901 Butterfield Road

Oak   Brook, IL 60523

Attention:                                         President

Telephone:                                   (630)   218-8000

Facsimile:                                         (630)   218-4955
    


 

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WHEREFORE, the undersigned have executed this Agreement by their duly authorized officers or representatives as of the date first above written.

 

	
PROPERTY   MANAGER:
    	
 
    	
OWNER:
    
	
 
    	
 
    	
 
    
	
INLAND   AMERICAN RETAIL MANAGEMENT LLC, a Delaware limited liability company
    	
 
    	
[                                                                          ]., a   Maryland corporation
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
 
    	
 
    	
By:
    	
 
    
	
Name:
    	
 
    	
 
    	
Name:
    	
 
    
	
Its:
    	
 
    	
 
    	
Its:
    	
 
    


 

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Exhibit A

 

[Description of the Premises to be Inserted]

 

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Exhibit B

 

[Description of Reports to be Inserted]

 

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