5,000,000 Shares TRAMMELL CROW COMPANY Common Stock (Par Value $.01 Per Share) UNDERWRITING AGREEMENT November __, 1997 November __, 1997Underwriting Agreement • November 19th, 1997 • Trammell Crow Co • Real estate operators (no developers) & lessors • New York
WITNESSETH:Loan Agreement • March 9th, 1999 • Trammell Crow Co • Real estate operators (no developers) & lessors • Indiana
STOCKHOLDERS AGREEMENT Stockholders Agreement dated as of August 22, 1997 among (i) TRAMMELL CROW RETAIL SERVICES, INC., a Delaware corporation (the "COMPANY"), (ii) TRAMMELL CROW COMPANY, a Texas close corporation ("TCC"), (iii) DOPPELT & COMPANY, an...Stockholders Agreement • September 3rd, 1997 • Trammell Crow Co • Colorado
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • November 19th, 1997 • Trammell Crow Co • Real estate operators (no developers) & lessors • Texas
RECITALS:Indemnification Agreement • August 14th, 2001 • Trammell Crow Co • Real estate operators (no developers) & lessors • Delaware
EXHIBIT 4.1 FORM OF RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • August 14th, 2000 • Trammell Crow Co • Real estate operators (no developers) & lessors • Delaware
Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1 (f) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Entities (as such term is defined in the Schedule 13G)...Joint Filing Agreement • July 10th, 2002 • Trammell Crow Co • Real estate operators (no developers) & lessors
EMPLOYMENT AGREEMENT FOR HENRY J. FAISONEmployment Agreement • November 16th, 1998 • Trammell Crow Co • Real estate operators (no developers) & lessors • North Carolina
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 29th, 2001 • Trammell Crow Co • Real estate operators (no developers) & lessors • Texas
DATED AS OF MARCH 16, 1998Stock Purchase Agreement • March 31st, 1998 • Trammell Crow Co • Real estate operators (no developers) & lessors • California
RECITALS:Indemnification Agreement • March 29th, 2001 • Trammell Crow Co • Real estate operators (no developers) & lessors • Delaware
R E C I T A L S -----------------Credit Agreement • March 29th, 2000 • Trammell Crow Co • Real estate operators (no developers) & lessors
4,500,000] Shares TRAMMELL CROW COMPANY Common Stock (Par Value $.01 Per Share) UNDERWRITING AGREEMENT [_________], 1999Underwriting Agreement • March 9th, 1999 • Trammell Crow Co • Real estate operators (no developers) & lessors • New York
R E C I T A L SCredit Agreement • July 17th, 1998 • Trammell Crow Co • Real estate operators (no developers) & lessors
RECITALSLicense Agreement • September 3rd, 1997 • Trammell Crow Co • Texas
LICENSE AGREEMENTLicense Agreement • November 19th, 1997 • Trammell Crow Co • Real estate operators (no developers) & lessors • Texas
STATE/COUNTRY OF STATE/COUNTY ENTITY NAME FORMATION OF DBA DBA NAME ----------- ------------------------------------------------------------------------------- ------------------------------------------ 1996 DFW OFFICE, INC DE TEXAS 1996 DFW OFFICE I,...Not Applicable • March 29th, 2001 • Trammell Crow Co • Real estate operators (no developers) & lessors
October 17, 2005Employment Agreement • October 20th, 2005 • Trammell Crow Co • Real estate operators (no developers) & lessors • Texas
We are pleased to present you with this employment letter agreement (“Agreement”) which sets forth the terms upon which you will continue to be employed by Trammell Crow Company (the “Company”, or “we”, or “us”).
RECITALS:Master Construction Loan Agreement • August 11th, 2000 • Trammell Crow Co • Real estate operators (no developers) & lessors
R E C I T A L SCredit Agreement • July 17th, 1998 • Trammell Crow Co • Real estate operators (no developers) & lessors
Page No. SECTION 1 DEFINITIONS 1.1 Certain Defined Terms . . . . . . . . . . . . . . . . . . . . . . . . . 1 1.2 Accounting Terms, Utilization of GAAP for Purposes of Calculations Under Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . ....Credit Agreement • July 2nd, 1998 • Trammell Crow Co • Real estate operators (no developers) & lessors • Texas
TRAMMELL CROW COMPANY LETTERHEAD]Employment Agreement • May 10th, 2004 • Trammell Crow Co • Real estate operators (no developers) & lessors • Texas
As you know, you and Trammell Crow Company (the “Company”, or “we”, or “us”) are parties to that certain employment letter agreement, dated as of January 9, 2004, as (the “Employment Agreement”), which set forth the terms of your employment with us. We and you now wish to amend and supplement the Employment Agreement in certain respects as set forth in this letter agreement (this “Amendment”). We and you both acknowledge and agree that this Amendment is being made for good and valuable consideration, the receipt and sufficiency of which are also acknowledged. Each capitalized term used in this Amendment and not otherwise defined herein will have the meaning given such term in the Employment Agreement.
MADE BY AND AMONGMerger Agreement • September 3rd, 1997 • Trammell Crow Co • Texas
AMONGStockholders' Agreement • November 19th, 1997 • Trammell Crow Co • Real estate operators (no developers) & lessors • Texas
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 14th, 2002 • Trammell Crow Co • Real estate operators (no developers) & lessors • Delaware
This INDEMNIFICATION AGREEMENT (the "Agreement") is made and entered into as of the 21st day of September, 1997, by and between Trammell Crow Company, a Delaware corporation (the "Company"), and George L. Lippe ("Indemnitee").
AMONGAcquisition Agreement • September 3rd, 1997 • Trammell Crow Co • Colorado
FORM OF VOTING AGREEMENTVoting Agreement • November 1st, 2006 • Trammell Crow Co • Real estate operators (no developers) & lessors • Delaware
THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of October 30, 2006, by and among CB Richard Ellis Group, Inc., a Delaware corporation (“Parent”), A-2 Acquisition Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Acquiror”), Trammell Crow Company, a Delaware corporation (the “Company”), and the undersigned stockholder (“Stockholder”) of the Company.
CREDIT AGREEMENT Dated as of June 28, 2005 among TRAMMELL CROW COMPANY, as Borrower,Credit Agreement • July 1st, 2005 • Trammell Crow Co • Real estate operators (no developers) & lessors • Texas
THIS CREDIT AGREEMENT (as renewed, extended, amended, or restated from time to time, this “Agreement”) is dated as of June 28, 2005 and entered into by and among TRAMMELL CROW COMPANY, a Delaware corporation (“Borrower”), each lender that is a signatory hereto or that becomes a signatory hereto as provided in Section 9.1 (individually, together with its successors and assigns, a “Lender,” and collectively, “Lenders”), and BANK OF AMERICA, N.A., a national banking association, (“Bank of America”), as Administrative Agent for Lenders (in such capacity, together with its successors and assigns, “Administrative Agent”), as Swing Line Lender (in such capacity, together with its successors and assigns, “Swing Line Lender”), and as Issuing Bank (in such capacity, together with its successors and assigns, “Issuing Bank”).
AMONGStockholders' Agreement • September 3rd, 1997 • Trammell Crow Co • Texas
FIRST AMENDMENT OF AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 29th, 2002 • Trammell Crow Co • Real estate operators (no developers) & lessors
THIS FIRST AMENDMENT OF AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") is dated as of December 31, 2001 and entered into by and among TRAMMELL CROW COMPANY, a Delaware corporation ("Borrower"), each lender that is a signatory to this Amendment (collectively, "Lenders"), and BANK OF AMERICA, N.A., a national banking association, as Administrative Agent for the Lenders (in such capacity, together with its successors and assigns, "Administrative Agent") and as Issuing Bank (in such capacity, together with its successors and assigns, "Issuing Bank").
CONSULTING AGREEMENTConsulting Agreement • August 14th, 2002 • Trammell Crow Co • Real estate operators (no developers) & lessors • Texas
THIS CONSULTING AGREEMENT (this "Agreement") is made and entered into as of June 1, 2002, by and between Trammell Crow Company, a Delaware corporation (the "Company"), and J. McDonald Williams (the "Consultant").
FIRST AMENDMENT TO THE RESTRICTED STOCK AWARD AGREEMENT UNDER THE TRAMMELL CROW COMPANY LONG-TERM INCENTIVE PLANRestricted Stock Award Agreement • November 1st, 2006 • Trammell Crow Co • Real estate operators (no developers) & lessors
This FIRST AMENDMENT (this “First Amendment”) to the Restricted Stock Award Agreement (the “Agreement”) dated as of , , by and between and Trammell Crow Company, a Delaware corporation (the “Corporation”), is made and adopted by the Corporation, effective as of the date set forth herein.
EXHIBIT 4.2 FORM OF NONSTATUTORY STOCK OPTION AGREEMENTNonstatutory Stock Option Agreement • August 14th, 2000 • Trammell Crow Co • Real estate operators (no developers) & lessors • Delaware
TRAMMELL CROW COMPANY LONG-TERM INCENTIVE PLAN PERFORMANCE UNIT AWARD AGREEMENTPerformance Unit Award Agreement • August 15th, 2006 • Trammell Crow Co • Real estate operators (no developers) & lessors
FIRST AMENDMENT TO THE PERFORMANCE UNIT AWARD AGREEMENT UNDER THE TRAMMELL CROW COMPANY LONG-TERM INCENTIVE PLANPerformance Unit Award Agreement • November 1st, 2006 • Trammell Crow Co • Real estate operators (no developers) & lessors
This FIRST AMENDMENT (this “First Amendment”) to the Performance Unit Award Agreement (the “Agreement”) dated as of August 9, 2006, between and Trammell Crow Company, a Delaware corporation (the “Corporation”), is made and adopted by the Corporation, effective as of the date set forth herein.
