EXHIBIT 10.30
THIRD MODIFICATION TO THE
SECOND AMENDED AND RESTATED LOAN AGREEMENT
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This Third Modification to the Second Amended and Restated Loan Agreement
(this "Modification") is entered into as of November 29, 1996, between COLUMBUS
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REALTY TRUST ("Borrower"); BANK ONE, TEXAS, NATIONAL ASSOCIATION ("Bank One"),
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individually and as agent for Banks; BANK UNITED OF TEXAS FSB ("United"); XXXXX
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FARGO REALTY ADVISORS FUNDING, INCORPORATED ("Wells"); TEXAS COMMERCE BANK
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NATIONAL ASSOCIATION ("TCB"); and COMERICA BANK - TEXAS ("Comerica"). Unless
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otherwise specified, all capitalized terms used herein shall have the meanings
assigned to them in the Second Amended and Restated Loan Agreement dated as of
February 3, 1995, between Borrower, Bank One, United, Xxxxx, TCB, and Comerica,
as subsequently modified (the "Loan Agreement").
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RECITALS:
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Borrower has requested that the Loan Agreement be modified to permit the
sale of individual condominium units at the Xxxxxxxxxxx Condominiums in Dallas,
Texas and the Villas at Valley Ranch in Irving, Texas (collectively, the "Units"
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and singularly, a "Unit") and the release of the Liens created by a Deed of
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Trust encumbering such Units. Banks have agreed to modify the Loan Agreement as
provided herein.
AGREEMENT
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For valuable consideration, whose receipt and sufficiency are acknowledged,
Borrower and Banks agree as follows:
1. Release of Liens. Provided (a) no Event of Default then exists or will
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exist after the sale and release of the Unit in question, and (b) Borrower
provides Agent with any requested endorsements to the Title Insurance and
complies with the other conditions set forth in Section 10.1 of the Loan
Agreement, at Borrower's cost, upon written request by Borrower, Agent shall
release the Liens created by a Deed of Trust encumbering a Unit in the
Xxxxxxxxxxx Condominiums or the Villas at Valley Ranch in accordance with the
terms and provisions of Section 10.1 of the Loan Agreement, provided that no
Release Price shall be due for such release of a Unit unless all the Units of
such Project have been sold.
2. Reduction in Collateral Value. Upon Agent's release of its Liens
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created by a Deed of Trust encumbering a Unit in the Xxxxxxxxxxx Condominiums or
the Villas at Valley Ranch, the Collateral Value shall be reduced by the
following amounts for each Unit:
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Reduction in Collateral
Property Value Per Unit
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Xxxxxxxxxxx Condominiums $45,000
Villas at Valley Ranch $55,000
3. Working Capital Loan. Section 2.2(a) of the Loan Agreement shall be
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amended to read as follows:
(a) Working Capital Commitment. The aggregate principal amount of all
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Advances at any one time outstanding under this Section 2.2 shall not exceed the
lesser of the following amounts: (1) $8,000,000 and (2) the difference between
(A) the Maximum Balance Limit and (B) the then-outstanding principal balance of
the Project Loan.
4. Validity of Banks' Rights. None of the liens, security interests, or
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rights securing the payment of the Loan are released, diminished or affected
hereby and they are recognized to be valid and subsisting. Borrower represents
and warrants to Banks, to the best of its knowledge, that there exists, as of
the date hereof, no default and that all representations and warranties in the
Loan Documents are true and correct in all material respects as of the date
hereof. Borrower acknowledges that there are no offsets, claims, or defenses to
its obligations under the Loan Document and hereby waives all claims, defenses,
and rights of offset that it may have against Banks as of the date hereof (if
any), whether known or unknown, and whether arising under tort, contract, at law
or in equity.
5. Binding Effect; Governing Law; Counterparts. This Modification shall be
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binding upon and inure to the benefit of the parties hereto and their respective
successors and assigns and shall be governed by Texas law. Except as modified
hereby, the Loan Documents shall remain in effect. This Agreement may be
executed in multiple counterparts, each of which shall constitute an original,
but all of which shall constitute one document.
6. Final Agreement. THIS MODIFICATION AND THE LOAN DOCUMENTS REPRESENT THE
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FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF
PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.
THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES.
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Executed as of the date first above written.
COLUMBUS REALTY TRUST, a Texas real estate
investment trust
By: /s/ J Xxxxxxx Xxxxx
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Senior Vice President and Treasurer
Address: 00000 X. Xxxxxx Xxxxxxx, Xxxxx 000
Xxxxxx, Xxxxx 00000
Attn.: J. Xxxxxxx Xxxxx, Senior Vice
President and Treasurer
Telephone: (000) 00X-0000
Fax: (000) 000-0000
BANK ONE, TEXAS, NATIONAL ASSOCIATION, as
Agent and Bank
By: /s/ Xxxx X. Xxxxxx
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Xxxx X. Xxxxxx, Vice President
Address: 0000 Xxxx Xxxxxx, Xxxxxx Xxxxx
Xxxxxx, Xxxxx 00000
Attn.: Xxxx X. Xxxxxx
Telephone: (000) 000-0000
Fax: (000) 000-0000
COMERICA BANK - TEXAS, as Bank
BY:__________________________________________
Vice President
Address: 0000 Xxx Xxxxxx, Xxxxxx Xxxxx
Xxxxxx, Xxxxx 00000
Attn.: Xxxxxx X. Xxxxxx
Telephone: (000) 000-0000
Fax: (000) 000-0000
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XXXXX FARGO BANK, NATIONAL ASSOCIATION, F/K/A:
XXXXX FARGO REALTY ADVISORS FUNDING,
INCORPORATED, as Bank
By:___________________________________________
Vice President
By: N/A
__________________________________________
Assistant Secretary
Address: Xxxxx Fargo Bank, National Association
Attn.: Loan Administration Manager
00000 Xxxxx Xxxxx, Xxxxx 000
Xxxxxx, Xxxxx 00000
Telephone: (000) 000-0000, ext. 607
Fax: (000) 000-0000
and
Address: Xxxxx Fargo Bank, National Association
Attn.: Chief Credit Officer-Real
Estate Group
000 Xxxxxxxxxx Xxxxxx, Xxxxx Xxxxx
Xxx Xxxxxxxxx, Xxxxxxxxxx 00000
TEXAS COMMERCE BANK NATIONAL
ASSOCIATION, as Bank
By:__________________________________________
Name:________________________________________
Title:_______________________________________
Address: 0000 Xxxx Xxxxxx, Xxxxxxx Xxxxx
Xxxxxx, Xxxxx 00000
Attn.: Xxxxx X. Xxxxx
Telephone: (000) 000-0000
Fax: (000) 000-0000
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BANK UNITED OF TEXAS FSB, as Bank
By: /s/ Xxxxxxx X. XxXxxxxx
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Vice President
Address: 0000 Xxxxxxxxx Xxxxxxx, Xxxxx 0000
Xxxxxxx, Xxxxx 00000
Attn.: Xxxxxxx X. XxXxxxxx
Telephone: (000) 000-0000
Fax: (000) 000-0000
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