AMENDMENT NO. 2 TO REVOLVING CREDIT AGREEMENT among MACK-CALI REALTY, L.P. and THE CHASE MANHATTAN BANK, FLEET NATIONAL BANK and OTHER LENDERS WHICH MAY BECOME PARTIES THERETO with THE CHASE MANHATTAN BANK, AS ADMINISTRATIVE AGENT, FLEET NATIONAL...
Exhibit 10.6
AMENDMENT NO. 2 TO REVOLVING CREDIT AGREEMENT
among
▇▇▇▇-▇▇▇▇ REALTY, L.P.
and
THE CHASE MANHATTAN BANK,
FLEET NATIONAL BANK and
OTHER LENDERS WHICH MAY BECOME
PARTIES THERETO
with
THE CHASE MANHATTAN BANK,
AS ADMINISTRATIVE AGENT,
FLEET NATIONAL BANK,
AS SYNDICATION AGENT,
PNC BANK, NATIONAL ASSOCIATION,
AS DOCUMENTATION AGENT
NATIONSBANK,
AS DOCUMENTATION AGENT
CHASE SECURITIES INC.
and FLEET NATIONAL BANK,
AS ARRANGERS
BANKERS TRUST,
COMMERZBANK AKTIENGESELLSCHAFT
NEW YORK BRANCH,
FIRST NATIONAL BANK OF CHICAGO, and
FIRST UNION NATIONAL BANK,
AS MANAGING AGENTS
and
CREDITANSTALT CORPORATE FINANCE, INC.,
DRESDNER BANK AG, NEW YORK
BRANCH AND GRAND CAYMAN BRANCH,
EUROPEAN AMERICAN BANK,
HYPOBANK,
SOCIETE GENERALE,
and SUMMIT BANK,
AS CO-AGENTS
Dated as of December 30, 1998
AMENDMENT NO. 2 TO REVOLVING CREDIT AGREEMENT
This AMENDMENT NO. 2 TO REVOLVING CREDIT AGREEMENT (this "AMENDMENT NO. 2")
is made as of December 30, 1998 by and among (a) ▇▇▇▇-▇▇▇▇ Realty, L.P. (the
"BORROWER"), (b) The Chase Manhattan Bank; Fleet National Bank; Bankers Trust;
The Bank of New York; Bayerische Landesbank Girozentrale; Citizens Bank of Rhode
Island; Commerzbank Aktiengesellschaft, New York Branch; Creditanstalt Corporate
Finance, Inc.; Crestar Bank; DG Bank Deutsche Genossenschaftsbank, New York
Branch; Dresdner Bank AG, New York Branch and Grand Cayman Branch; European
American Bank; Erste Bank; The First National Bank of Chicago; First Union
National Bank; Bayerische Hypotheken- und Wechsel- Bank Aktiengesellschaft, New
York Branch; Key Bank; KBC Bank N.V. (f/k/a Kredietbank, N.V.); LaSalle National
Bank; Mellon Bank, N.A.; NationsBank; PNC Bank, National Association; Societe
Generale; Summit Bank; The Tokai Bank, Limited - New York Branch; USTrust; Bank
Leumi USA and Bank One, Arizona, NA (collectively, the "LENDERS"), and (c) The
Chase Manhattan Bank, as Administrative Agent (in such capacity, the
"ADMINISTRATIVE AGENT") for the Lenders.
WHEREAS, the Borrower, the Lenders (including PNC Bank, National
Association and NationsBank as Co-Documentation Agents) and the Administrative
Agent are parties to a Revolving Credit Agreement dated as of April 16, 1998, as
amended by Amendment No. 1 to Revolving Credit Agreement dated as of July 20,
1998 (the "CREDIT AGREEMENT"), pursuant to which the Lenders have agreed to make
loans to the Borrower on the terms and conditions set forth therein;
WHEREAS, the Borrower is exercising its right pursuant to Section 2.2 of
the Credit Agreement, to increase the total credit limit of the Credit
Agreement, with certain of the Lenders agreeing to increase their individual
Commitments;
NOW, THEREFORE, in consideration of the foregoing premises, and for other
good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, and fully intending to be legally bound by this Amendment No. 2,
the parties hereto agree as follows:
1. DEFINITIONS. Capitalized terms used herein without definition shall
have the meanings assigned to such terms in the Credit Agreement.
2. AMENDMENTS TO CREDIT AGREEMENT. As of the Effective Date (as defined
in Section 4 hereof) the Credit Agreement is hereby amended as follows:
2.1. TOTAL COMMITMENT. The definition of TOTAL COMMITMENT in Section
1.1 of the Credit Agreement is amended by (a) deleting the amount
"$900,000,000" in line 2 thereof and substituting in place thereof the
amount "$1,000,000,000" and (b) deleting the phrase ", as such amount may
be increased pursuant to Section 2.2 hereof".
2.2. COMMITMENT PERCENTAGES. SCHEDULE 1.2 to the Credit Agreement is
hereby deleted in its entirety and SCHEDULE 1.2 to this Amendment No. 2 is
substituted in place thereof.
3. PROVISIONS OF GENERAL APPLICATION.
3.1. NO OTHER CHANGES. Except as otherwise expressly provided or
contemplated by this Amendment No. 2, all of the terms, conditions and
provisions of the Credit Agreement remain unaltered and in full force and
effect. The Credit Agreement and this Amendment No. 2 shall be read and
construed as one agreement. The making of the amendments in this Amendment
No. 2 does not imply any obligation or agreement by the Administrative
Agent or any Lender to make any other amendment, waiver, modification or
consent as to any matter on any subsequent occasion.
3.2. GOVERNING LAW. This Amendment No. 2 is intended to take effect
as a sealed instrument and shall be deemed to be a contract under the laws
of the State of New York. This Amendment No. 2 and the rights and
obligations of each of the parties hereto are contracts under the laws of
the State of New York and shall for all purposes be construed in accordance
with and governed by the laws of such State (excluding the laws applicable
to conflicts or choice of law).
3.3. ASSIGNMENT. This Amendment No. 2 shall be binding upon and inure
to the benefit of each of the parties hereto and their respective permitted
successors and assigns.
3.4. COUNTERPARTS. This Amendment No. 2 may be executed in any number
of counterparts, but all such counterparts shall together constitute but
one and the same agreement. In making proof of this Amendment No. 2, it
shall not be necessary to produce or account for more than one counterpart
thereof signed by each of the parties hereto.
4. EFFECTIVENESS OF THIS AMENDMENT NO. 2. This Amendment No. 2 shall
become effective on the date on which the following conditions precedent are
satisfied (such date being hereinafter referred to as the "EFFECTIVE DATE"):
(a) Execution and delivery to the Administrative Agent by each
Lender, the Borrower, and the Agents of this Amendment No. 2, and
reaffirmation of each Guaranty by each Guarantor.
(b) Execution and delivery to the Administrative Agent of a
certificate of the Borrower confirming that there have been no changes to
its charter documents since April 16, 1998, except for Amendment No. 1 to
Second Amended and Restated Agreement of Limited Partnership of ▇▇▇▇-▇▇▇▇
Realty, L.P.
(c) Delivery to the Administrative Agent of resolutions of the board
of directors of the general partner of the Borrower authorizing this
Amendment No. 2, including the increased loan amount requested.
(d) Execution and delivery to the Administrative Agent by the
Borrower of Amended and Restated Revolving Credit Notes in favor of each
Lender that is increasing its Commitment hereunder in an amount equal to
such Lender's new Commitment hereunder.
(e) Delivery to the Administrative Agent by Pryor, Cashman, ▇▇▇▇▇▇▇ &
▇▇▇▇▇, as counsel to the Borrower, of an opinion addressed to the Lenders
and the Administrative Agent in form and substance reasonably satisfactory
to the Lenders and the Administrative Agent.
(f) Payment by the Borrower of any LIBOR Breakage Costs, and
indemnification of the Administrative Agent and the Lenders as provided in
Section 4.8 of the Credit Agreement for any LIBOR Breakage Costs, arising
out of the increase of the Total Commitment and certain of the Commitments
and the adjustment of the Commitment Percentages pursuant to this Amendment
No. 2.
(g) Payment by the Borrower of all fees payable pursuant to the last
sentence of the first paragraph of Section 2.2 of the Credit Agreement
which fees are set forth in a letter agreement of even date herewith.
-5-
IN WITNESS WHEREOF, the undersigned have duly executed and delivered this
Amendment No. 1 as of the date first set forth above.
▇▇▇▇-▇▇▇▇ REALTY, L.P.
By: ▇▇▇▇-▇▇▇▇ Realty Corporation, its general
partner
By:
--------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President
-6-
THE CHASE MANHATTAN BANK, individually and as
Administrative Agent
By:
--------------------------------
Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
Title: Vice President
-7-
FLEET NATIONAL BANK, individually and as
Syndication Agent
By:
--------------------------------
Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Senior Vice President
-8-
BANKERS TRUST
By:
--------------------------------
Name:
Title:
-▇-
▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
By:
--------------------------------
Name:
Title:
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ BRANCH
By:
--------------------------------
Name:
Title:
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ FINANCE, INC.
By:
--------------------------------
Name:
Title:
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇▇▇▇▇ ▇▇▇▇
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇,
▇▇▇ ▇▇▇▇ BRANCH
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇, ▇▇▇ ▇▇▇▇ BRANCH
AND GRAND CAYMAN BRANCH
By:
--------------------------------
Name:
Title:
By:
--------------------------------
Name:
Title:
-17-
EUROPEAN AMERICAN BANK
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇▇▇ ▇▇▇▇
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇▇▇ ▇▇▇▇▇ NATIONAL BANK
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇- UND WECHSEL- BANK
AKTIENGESELLSCHAFT, NEW YORK BRANCH
By:
--------------------------------
Name:
Title:
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇ ▇▇▇▇
By:
--------------------------------
Name:
Title:
-23-
KREDIETBANK, N.V.
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇▇▇▇ ▇▇▇▇, N.A.
By:
--------------------------------
Name:
Title:
-25-
NATIONSBANK
By:
--------------------------------
Name:
Title:
-26-
PNC BANK, NATIONAL ASSOCIATION
By:
--------------------------------
Name:
Title:
-27-
SOCIETE GENERALE
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇▇▇▇ ▇▇▇▇
By:
--------------------------------
Name:
Title:
-▇▇-
▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇
▇▇▇ ▇▇▇▇ BRANCH
By:
--------------------------------
Name:
Title:
-30-
US TRUST
By:
--------------------------------
Name:
Title:
-31-
LASALLE NATIONAL BANK
By:
--------------------------------
Name:
Title:
-32-
BANK LEUMI USA
By:
--------------------------------
Name:
Title:
-33-
BANK ONE, ARIZONA, NA
By:
--------------------------------
Name:
Title:
-34-
Each of the undersigned Guarantors hereby acknowledges the foregoing Amendment
No. 1 and reaffirms its guaranty of the Obligations (as defined in the Guaranty
executed and delivered by such Guarantor) under the Credit Agreement and the
other Loan Documents, each as amended hereby or in connection herewith, in
accordance with the Guaranty executed and delivered by such Guarantor.
▇▇▇▇-▇▇▇▇ REALTY CORPORATION
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ASSOCIATES
By: ▇▇▇▇-▇▇▇▇ Sub II, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
By: Cali Property Holdings VI, L.P., its general
partner
By: ▇▇▇▇-▇▇▇▇ Sub II, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-▇▇-
▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ASSOCIATES
By: ▇▇▇▇-▇▇▇▇ Sub I, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
By: Cali Property Holdings III, L.P., its general
partner
By: ▇▇▇▇-▇▇▇▇ Sub I, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ASSOCIATES
By: ▇▇▇▇-▇▇▇▇ Sub IV, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
By: Cali Property Holdings IX, L.P., its general
partner
By: ▇▇▇▇-▇▇▇▇ Sub IV, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-▇▇-
▇▇▇▇▇▇▇ ▇▇▇▇▇ ASSOCIATES
By: ▇▇▇▇-▇▇▇▇ Sub IV, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
By: Cali Property Holdings II, L.P., its general
partner
By: ▇▇▇▇-▇▇▇▇ Sub IV, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
C.W. ASSOCIATES
By: ▇▇▇▇-▇▇▇▇ Sub II, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
By: Cali Property Holdings VII, L.P., its general
partner
By: ▇▇▇▇-▇▇▇▇ Sub II, Inc., its general partner
-37-
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
D.B.C. ASSOCIATES
By: ▇▇▇▇-▇▇▇▇ Sub II, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
By: Cali Property Holdings VIII, L.P., its general
partner
By: ▇▇▇▇-▇▇▇▇ Sub II, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
CALI BUILDING V ASSOCIATES
By: ▇▇▇▇-▇▇▇▇ Sub I, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-38-
By: Cali Property Holdings I, L.P., its general
partner
By: ▇▇▇▇-▇▇▇▇ Sub I, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
500 COLUMBIA TURNPIKE ASSOCIATES
By: ▇▇▇▇-▇▇▇▇ Sub I, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
By: Cali Property Holdings V, L.P., its general
partner
By: ▇▇▇▇-▇▇▇▇ Sub I, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
CHESTNUT RIDGE ASSOCIATES
By: ▇▇▇▇-▇▇▇▇ Sub III, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-39-
By: Cali Property Holdings X, L.P., its general
partner
By: ▇▇▇▇-▇▇▇▇ Sub III, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
ROSELAND II LIMITED PARTNERSHIP
By: ▇▇▇▇-▇▇▇▇ Sub III, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
OFFICE ASSOCIATES, LTD.
By: ▇▇▇▇-▇▇▇▇ Sub III, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
GROVE STREET ASSOCIATES OF JERSEY CITY
LIMITED PARTNERSHIP
-40-
By: ▇▇▇▇-▇▇▇▇ Sub IV, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-▇▇-
▇▇▇▇▇ ▇▇▇▇▇ APARTMENTS
By: ▇▇▇▇-▇▇▇▇ Sub IV, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
By: Cali Property Holdings IV, L.P., its general
partner
By: ▇▇▇▇-▇▇▇▇ Sub IV, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
600 PARSIPPANY ASSOCIATES, L.P.
By: ▇▇▇▇-▇▇▇▇ Sub V, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
400 ▇▇▇▇▇ REALTY ASSOCIATES, L.P.
By: ▇▇▇▇-▇▇▇▇ Sub VI, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-42-
▇▇▇▇▇▇ PRINCETON ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub V, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
MONMOUTH/ATLANTIC REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub VII, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
JUMPING BROOK REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub VII, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-43-
HORIZON CENTER REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub VII, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
COMMERCENTER REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub VII, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
400 PRINCETON ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub V, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-44-
CAL-TREE REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub VIII, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
MOUNT AIRY REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub IX, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
FIVE SENTRY REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub VIII, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
300 ▇▇▇▇ REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub IX, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-45-
BRIDGE PLAZA REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub IX, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
CALI AIRPORT REALTY ASSOCIATES, L.P.
By: ▇▇▇▇-▇▇▇▇ Sub VIII, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
CROSS WESTCHESTER REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub VI, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-46-
MID-WESTCHESTER REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub VI, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
SO. WESTCHESTER REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub VI, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
WHITE PLAINS REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub XIV, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-▇▇-
▇▇▇▇▇▇▇ ▇▇▇▇▇▇ REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub XIII, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
CALI STAMFORD REALTY ASSOCIATES L.P. D/B/A RM
STAMFORD REALTY ASSOCIATES
By: ▇▇▇▇-▇▇▇▇ Sub XII, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
CALI PENNSYLVANIA REALTY ASSOCIATES, L.P.
By: ▇▇▇▇-▇▇▇▇ Sub XV, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-48-
▇▇▇▇▇▇▇ REALTY ASSOCIATES LIMITED PARTNERSHIP
By: ▇▇▇▇-▇▇▇▇ Sub XII, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
MOORESTOWN REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub XVI, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
▇▇▇▇-▇▇▇▇ PROPERTIES CO. #3
By: ▇▇▇▇-▇▇▇▇ Sub II, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-49-
▇▇▇▇-▇▇▇▇ METROPOLITAN, LTD L.P.
By: ▇▇▇▇-▇▇▇▇ Sub XX, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
▇▇▇▇ PROPERTIES CO.
By: ▇▇▇▇-▇▇▇▇ Sub III, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
▇▇▇▇-▇▇▇▇ NORTH HILLS L.P.
By: ▇▇▇▇-▇▇▇▇ Sub XIV, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ LLC
By: ▇▇▇▇-▇▇▇▇ Sub IX, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-▇▇-
▇▇▇▇-▇▇▇▇ ▇▇▇▇▇ PROPERTY, L.P.
By: ▇▇▇▇-▇▇▇▇ Sub XVII, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
BRANDEIS BUILDING INVESTORS, L.P.
By: ▇▇▇▇-▇▇▇▇ Sub XIX, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
▇▇▇▇-▇▇▇▇ CENTURY III INVESTORS, L.P.
By: ▇▇▇▇-▇▇▇▇ Sub XVIII, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
-51-
▇▇▇▇▇▇ REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub XXI, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
PRINCETON CORPORATE CENTER REALTY ASSOCIATES L.P.
By: ▇▇▇▇-▇▇▇▇ Sub XVI, Inc., its general partner
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
▇▇▇▇-▇▇▇▇ PROPERTY TRUST
By:
-------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Vice President and Chief Financial
Officer
Schedule 1.2
LENDER COMMITMENT AMOUNT COMMITMENT PERCENTAGE
The Chase Manhattan Bank $73,750,000 7.375%
▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Fleet National Bank $73,750,000 7.375%
▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
NationsBank $73,750,000 7.375%
▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
PNC Bank, National Association $73,750,000 7.375%
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇.
▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
First Union National Bank $65,000,000 6.5%
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
Bankers Trust Company $50,000,000 5.0%
▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Commerzbank AG, New York Branch $50,000,000 5.0%
▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
The First National Bank of Chicago $50,000,000 5.0%
One First ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇, ▇-▇▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Dresdner Bank AG, New York $45,000,000 4.5%
Branch and Grand Cayman Branch
▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Bank Austria Creditanstalt $35,000,000 3.5%
Corporate Finance, Inc.
▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Bayerische Hypo-und Vereinsbank AG $35,000,000 3.5%
New York Branch
▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Societe Generale $35,000,000 3.5%
▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Summit Bank $35,000,000 3.5%
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
KBC Bank N.V. $30,000,000 3.0%
(f/k/a Kredietbank, N.V.)
▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Key Bank National Association $25,000,000 2.5%
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
Mellon Bank, N.A. $25,000,000 2.5%
▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
▇▇ Trust $25,000,000 2.5%
▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Bank of New York $20,000,000 2.0%
▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Citizens Bank of Rhode Island $20,000,000 2.0%
▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
Crestar Bank $20,000,000 2.0%
▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇.
▇▇▇▇▇▇, ▇▇
DG Bank Deutsche $20,000,000 2.0%
Genossenschaftsbank AG,
New York Branch
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
The Tokai Bank Limited $20,000,000 2.0%
Park Avenue Plaza
▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Bank One, Arizona, NA $20,000,000 2.0%
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Bayerische Landesbank $20,000,000 2.0%
Girozentrale
▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
European American Bank $17,500,000 1.75%
▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
LaSalle National Bank $17,500,000 1.75%
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Erste Bank $15,000,000 1.5%
▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Bank Leumi USA $10,000,000 1.0%
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
-------------- -------
TOTAL $1,000,000,000 100%