Exhibit 10.3
PAYMENT GUARANTY
made by
GTJ REIT, INC. and GTJ REALTY, LP,
as guarantors,
in favor of
CAPITAL ONE, NATIONAL ASSOCIATION
Dated as of April 8, 2014
PAYMENT GUARANTY
This PAYMENT GUARANTY (this "Guaranty"), dated as of April 8, 2014 made by GTJ
REIT, INC., a Maryland corporation ("GTJ Reit"), and GTJ REALTY, LP, a Delaware
limited partnership ("GTJ Realty"; together with GTJ Reit, jointly and
severally, individually and collectively, "Guarantor"), each having an address
at c/o GTJ REIT, Inc., 60 Hempstead Avenue, Suite 718, West Hempstead, New York
11552, in favor of CAPITAL ONE, NATIONAL ASSOCIATION (together with its
successors and assigns, hereinafter referred to as "Lender"), having an address
at 280 Park Avenue, 23rd Floor, New York, New York 10017.
R E C I T A L S:
A. PURSUANT TO THAT CERTAIN LOAN AGREEMENT DATED AS OF THE DATE HEREOF (AS THE
SAME MAY BE AMENDED, MODIFIED, SUPPLEMENTED OR REPLACED FROM TIME TO TIME, THE
"LOAN AGREEMENT") BETWEEN 114-15 GUY BREWER BOULEVARD, LLC, 49-19 ROCKAWAY BEACH
BOULEVARD, LLC, 612 WORTMAN AVENUE, LLC AND 23-85 87TH STREET, LLC, EACH A NEW
YORK LIMITED LIABILITY COMPANY (TOGETHER WITH EACH OTHER PERSON (AS DEFINED IN
THE LOAN AGREEMENT) WHO FROM TIME TO TIME BECOMES A BORROWER UNDER THE LOAN
AGREEMENT, INDIVIDUALLY AND COLLECTIVELY, JOINTLY AND SEVERALLY, "BORROWER") AND
LENDER, LENDER HAS AGREED TO MAKE CERTAIN LOANS (COLLECTIVELY, THE "LOAN") TO
BORROWER IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $45,000,000.00, SUBJECT
TO THE TERMS AND CONDITIONS OF THE LOAN AGREEMENT;
B. AS A CONDITION TO LENDER'S MAKING THE LOAN, LENDER IS REQUIRING THAT
GUARANTOR EXECUTE AND DELIVER TO LENDER THIS GUARANTY; AND
C. GUARANTOR HEREBY ACKNOWLEDGES THAT GUARANTOR WILL MATERIALLY BENEFIT FROM
LENDER'S AGREEING TO MAKE THE LOAN;
NOW, THEREFORE, in consideration of the premises set forth herein and as an
inducement for and in consideration of the agreement of Lender to make the Loan
pursuant to the Loan Agreement, Guarantor hereby agrees, covenants, represents
and warrants to Lender as follows:
1. Definitions.
All capitalized terms used and not defined herein shall have the respective
meanings given such terms in the Loan Agreement.
The term "Guaranteed Obligations" means (i) the outstanding principal balance of
the Loan (ii) all accrued and unpaid interest (including, any interest payable
at the Default Rate and interest before and after any insolvency proceeding) on
the Loan and (iii) any other payment obligations of Borrower to Lender under the
Loan Documents, in each case strictly in accordance with the terms of the Loan
Documents as the same may hereafter be amended, extended and/or
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renewed, whether such obligations are direct or indirect, absolute or
contingent, due or to become due, now existing or hereinafter incurred, in each
case whether on account of principal, interest, breakage costs, late charges,
fees, costs, expenses, protective advances or otherwise.
2. Guaranty.
Guarantor hereby irrevocably, absolutely and unconditionally guarantees to
Lender the full, prompt and complete payment when due hereunder of the
Guaranteed Obligations.
All sums payable to