EXHIBIT 4(ggg)
Third Amendment to Credit Agreement between CRIIMI MAE Inc. and
The Xxxxx National Bank of Washington, D.C.
THIRD AMENDMENT TO
CREDIT AGREEMENT
This Third Amendment to Credit Agreement, dated as of December 7, 1995,
is made by and between CRIIMI MAE INC. (the Borrower) and THE XXXXX NATIONAL
BANK OF WASHINGTON, D.C. (the Bank).
RECITALS
The Borrower and the Lender are parties to a Credit Agreement, dated as of
February 24, 1995 (as amended to the date hereof, the Credit Agreement). Terms
defined in the Credit Agreement shall have the same defined meanings when such
terms are used herein. The Borrower and the Bank have agreed to amend certain
provisions of the Credit Agreement. Accordingly, the Borrower and the Bank
agree as follows:
1. Section 5.5 of the Credit Agreement is amended to read in its entirety as
follows:
" SECTION 5.5 Incurrence of Debt. The Borrower will not, and will
not permit any of its Subsidiaries to, issue, assume, guarantee, incur
or otherwise be or become liable in respect of Debt, if, after the
incurrence of such Debt, there would exist the reasonable possibility
of a material adverse effect on the business financial position or
results of operations of the Borrower and its Subsidiaries, considered
as a whole, or on the ability of the Borrower to perform its
obligations under the Loan Documents, other than:
(a) Debt of the Borrower to the Bank under the Loan Documents;
(b)(i)Debt of the Borrower under the Nomura Credit Facility,
(ii) Debt of the Borrower under the GACC Credit Facility,
(iii) up to $300,000,000 of Debt to finance investments in
subordinated debt securities, (iv) Debt of the Borrower or its
Subsidiaries under collateralized mortgage obligations and under
funding notes issued to Federal Home Loan Mortgage Corporation or
to Federal National Mortgage Association to secure its structured
pass-through securities, and (v) other Debt of the Borrower on
terms and conditions similar to those applicable to the Debt
described in clauses (i), (ii), (iii) and (iv) of this
Subsection; provided that the aggregate amount of all such Debt
permitted under this subsection (b) shall at no time exceed
$1,000,000,000;
(c) Debt of the Borrower in an amount which does not exceed the
Consolidated Tangible Net Worth of the Borrower, subject to
restrictions reasonably satisfactory to the Bank that the holders
of any such Debt shall not exercise any right or remedy in
connection therewith before the date that is one year after the
Termination Date;
(d) Debt to Signet Bank/Virginia and the other banks that are
parties to the Amended and Restated Credit Agreement, dated as of
December 22, 1992, as amended, between the Borrower, Signet
Bank/Virginia, as agent, and such banks;
(e) accrued dividends not otherwise prohibited under the Loan
Documents;
(f) accounts payable and accrued expenses incurred in the
ordinary course of business with maturities not exceeding one
year;
(g) Debt arising out of any guarantee of the obligations CRIIMI
MAE Services Limited Partnership under servicing agreements
entered into in the ordinary course of business; and
(i) other Debt expressly approved by the Bank, which approval
shall not be unreasonably withheld."
2. Except as amended hereby, the remaining terms of the Credit Agreement and
the other Loan Documents shall continue in full force and effect and satisfied
and affirmed in all respects.
CRIIMI MAE INC.
By: /s/ Xxx X. Xxxxx
-------------------------
Executive Vice President
THE XXXXX NATIONAL BANK
OF WASHINGTON, D.C.
By: /s/ Xxxxx X. Xxxxx
-------------------------
Vice President
