Tranche B-1A Maturity
Date and Amortization:
|
As
used in the Credit Agreement, the “Other Term Loan Maturity Date” of the
Tranche B-1A Loans shall be December 20, 2015. There will be no
scheduled amortization payments prior to the Tranche B-1A Maturity
Date.
|
Applicable
Percentage:
|
As
used in the Credit Agreement, the “Applicable Percentage” with respect to
any Fixed Rate Tranche B-1A Loan and Daily Rate Tranche B-1A Loan shall be
the applicable percentage set forth below under the caption “Fixed Rate
Spread” and “Daily Rate Spread”, as the case may be, based upon the
Leverage Ratio as of the relevant date of
determination:
|
Leverage
Ratio
|
Fixed
Rate Spread
|
Daily
Rate Spread
|
|||
Category
1
Greater
than 4.00 to 1.0
|
5.50%
|
4.50%
|
|||
Category
2
Greater
than 3.75 to 1.0 but less than or equal to 4.00
to
1.0
|
5.50%
|
4.50%
|
|||
Category
3
Greater
than 3.25 to 1.0 but less than or equal to 3.75
to
1.0
|
4.50%
|
3.50%
|
|||
Category
4
Greater
than 2.75 to 1.0 but less than or equal to 3.25
to
1.0
|
4.50%
|
3.50%
|
|||
Category
5
Greater
than 2.25 to 1.0 but less than or equal to 2.75
to
1.0
|
4.50%
|
3.50%
|
|||
Category
6
Equal
to or less than 2.25 to 1.0
|
4.50%
|
3.50%
|
Notwithstanding
the foregoing, if on the last Business Day of any fiscal quarter set forth
below, the aggregate outstanding principal amount of the Tranche B-1A
Loans is greater than the “Targeted Outstanding Amount” (as set forth on
the table below) for such fiscal quarter, then from and including such
Business Day to but excluding the date on which the aggregate outstanding
principal amount of the Tranche B-1A Loans is reduced to the applicable
Targeted Outstanding Amount (or lower), the Applicable Percentage
applicable to each outstanding Tranche B-1A Loans shall be increased by
0.50%:
|
Fiscal
Quarter
Ended
|
Targeted
Outstanding Amount
|
|
June
2010
|
$114,755,024.43
|
|
September
2010
|
$114,467,417.85
|
|
December
2010
|
$114,179,811,28
|
|
March
2011
|
$113,892,204.70
|
|
June
2011
|
$113,604,598.12
|
|
September
2011
|
$113,316,991.54
|
|
December
2011
|
$113,029,384.97
|
|
March
2012
|
$112,741,778.39
|
|
June
2012
|
$112,454,171.81
|
|
September
2012
|
$112,166,565.23
|
|
December
2012
|
$111,878,958.66
|
|
March
2013
|
$111,591,352.08
|
|
June
2013
|
$111,303,745.50
|
|
September
2013
|
$111,016,138.92
|
|
December
2013
|
$110,728,532.35
|
|
March
2014
|
$110,440,925.77
|
|
June
2014
|
$110,153,319.19
|
|
September
2014
|
$109,865,712.61
|
|
December
2014
|
$109,578,106.04
|
|
March
2015
|
$109,290,499.46
|
|
June
2015
|
$109,002,892.88
|
|
September
2015
|
$108,715,286.30
|
General:
|
For
all purposes of the Credit Agreement and the other Loan Documents, the
Tranche B-1A Loans shall constitute “Other Term Loans”; Borrowings
comprised of Tranche B-1A Loans shall constitute “Tranche B-1A
Borrowings”; and the Tranche B-1A Lenders shall be “Lenders”, “Term
Lenders” and “Accepting Lenders” with respect to such Tranche B-1A
Loans. Except to the extent provided herein, the terms and
conditions of the Tranche B-1A Loans shall be identical to the
Tranche B Loans under the Credit Agreement. The Interest
Period elected by the U.S. Borrower with respect to the converted
Tranche A-4 Borrowings beginning prior to the Loan Modification
Effective Date and ending thereafter shall constitute the Interest Period
with respect to the Tranche B-1A Borrowing until the end of such
Interest Period.
For
purposes of clause (ii) in the third paragraph of the definition of
“Applicable Percentage” in the Credit Agreement, the Tranche B-1A
Loans (A) shall not constitute “Tranche B Loans” for purposes of
the phrase “upon the prepayment pursuant to Section 2.12 of at least
$150,000,000 of Tranche B Loans” of such clause, but (B) the
“Applicable Percentage” with respect to the Tranche B-1A Loans shall be
reduced by 0.50% in the event of such
prepayment.
|
CB
RICHARD ELLIS SERVICES, INC.,
|
|||
by
|
|||
/s/
Debera Fan
|
|||
Name: |
Debera
Fan
|
||
Title: |
Senior
Vice President and Treasurer
|
CB
RICHARD ELLIS GROUP, INC.,
|
|||
by
|
|||
/s/
Debera Fan
|
|||
Name: |
Debera
Fan
|
||
Title: |
Senior
Vice President and Treasurer
|
EACH
OF THE SUBSIDIARY GUARANTORS LISTED ON SCHEDULE II
HERETO,
|
|||
by
|
|||
/s/
Debera Fan
|
|||
Name: |
Debera
Fan
|
||
Title: |
Authorized
Signatory
|
EACH
OF THE SUBSIDIARY GUARANTORS LISTED ON SCHEDULE III
HERETO,
|
|||
by
|
|||
/s/
Robert E Sulentic
|
|||
Name: |
Robert
E Sulentic
|
||
Title: |
Executive
Vice President
|
TRAMMELL
CROW DEVELOPMENT & INVESTMENT, INC.
|
|||
by
|
|||
|
/s/
Robert E Sulentic
|
||
Name: |
Robert
E Sulentic
|
||
Title: |
President
and Chief Executive Officer
|
CREDIT
SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative
Agent,
|
|||
by
|
|||
/s/
William O’Daly
|
|||
Name: |
William
O’Daly
|
||
Title: |
Director
|
||
by
|
|||
/s/
Ilya Ivashkov
|
|||
Name: |
Ilya
Ivashkov
|
||
Title: |
Associate
|
Tranche
B-1A Lender
|
Tranche
A-4 Loans
converted
into
Tranche
B-1A Loans
|
Bank
of Montreal
|
3,000,000.00
|
Camulos
Loan Vehicle I Ltd
|
4,000,000.00
|
Credit
Suisse Loan Funding LLC
|
6,201,056.69
|
DFR
Middle Market CLO LTD
|
2,000,000.00
|
Fidelity
Advisor Series I: Fidelity Advisor Floating Rate High Income
Fund
|
8,315,000.00
|
Fidelity
Central Investment Portfolios LLC: Fidelity Floating Rate Central
Investment Portfolio
|
5,535,000.00
|
Pyramis
Floating Rate High Income Commingled Pool
|
150,000.00
|
Fifth
Third Bank
|
10,323,895.49
|
Gulf
Stream Compass CLO 2005-1 Ltd
|
1,500,000.00
|
Gulf
Stream-Sextant CLO 2007-1, Ltd.
|
2,500,000.00
|
Gulfstream-Sextant
CLO 2006-1, Ltd.
|
1,500,000.00
|
Gulf
Stream Compass CLO 2005-2 Ltd.
|
1,500,000.00
|
Neptune
Finance CCS, LTD.
|
1,000,000.00
|
Hillmark
Funding Ltd.
|
1,000,000.00
|
Stoney
Lane Funding I Ltd.
|
1,000,000.00
|
AIM
Floating Rate Fund
|
542,611.32
|
Alzette
European CLO S.A.
|
101,250.95
|
Avalon
Capital Ltd. 3
|
704,068.33
|
Belhurst
Clo Ltd.
|
587,105.44
|
Champlain
CLO, Ltd.
|
474,845.19
|
Diversified
Credit Portfolio Ltd.
|
1,012,874.45
|
Hudson
Canyon Funding II Ltd.
|
490,761.79
|
Limerock
CLO I
|
589,396.47
|
Moselle
CLO S.A.
|
212,451.26
|
Nautique
Funding Ltd.
|
664,276.83
|
Saratoga
CLO I, Limited
|
350,285.75
|
Wasatch
CLO Ltd.
|
787,751.05
|
Tranche
B-1A Lender
|
Tranche
A-4 Loans
converted
into
Tranche
B-1A Loans
|
Silver
Crest CBNA Loan Funding LLC
|
500,000.00
|
Employers
Insurance Company of Wausau
|
1,600,000.00
|
Liberty
Mutual Insurance Company
|
6,400,000.00
|
Confluent
3 Limited
|
666,666.67
|
Qualcomm
Global Trading, Inc.
|
1,733,333.33
|
Van
Kampen Senior Loan Fund
|
800,000.00
|
Van
Kampen Senior Income Trust
|
800,000.00
|
Centaurus
Loan Trust
|
180,000.00
|
Clydesdale
CLO 2007 Ltd.
|
960,000.00
|
Clydesdale
Strategic CLO I Ltd.
|
150,000.00
|
NCRAM
Loan Trust
|
210,000.00
|
NCRAM
Senior Loan Trust 2005
|
1,350,000.00
|
Nomura
Bond & Loan Fund
|
150,000.00
|
Oppenheimer
Master Loan Fund LLC
|
2,585,000.00
|
Oppenheimer
Senior Floating Rate Fund
|
2,415,000.00
|
Raymond
James Bank FSB
|
5,000,000.00
|
Ridgeworth
Funds Seix Floating Rate High Whitehorse II Ltd Fund
|
9,260,000.00
|
Rochdale
Fixed Income Opportunities Portfolio
|
740,000.00
|
ECP
CLO 2008-1 Ltd.
|
1,000,000.00
|
Loan
Funding XIII LLC
|
500,000.00
|
Cornerstone
CLO Ltd.
|
500,000.00
|
Stone
Tower CLO III Ltd.
|
500,000.00
|
Stone
Tower CLO IV Ltd.
|
1,500,000.00
|
Stone
Tower CLO V Ltd.
|
1,500,000.00
|
Stone
Tower CLO VII Ltd.
|
500,000.00
|
Stone
Tower Credit Funding I Ltd.
|
15,000,000.00
|
Stonetower
CLO VI Ltd.
|
500,000.00
|
Whitehorse
II Ltd.
|
2,000,000.00
|
Total:
|
$115,042,631.01
|