March 15, 2013 KBSIII Legacy Town Center, LLC c/o KBS Capital Advisors LLC Newport Beach, CA 92660 Re: Loan No. 1006987
Exhibit 10.90
Commercial Real Estate
Institutional and Metro Markets Group
0000 Xxxx Xxxxxx, Xxxxx 000
Xxxxxx, XX 00000
Telephone: (000) 000-0000
March 15, 2013
KBSIII Legacy Town Center, LLC
c/o KBS Capital Advisors LLC
000 Xxxxxxx Xxxxxx Xxxxx, Xxxxx 0000
Xxxxxxx Xxxxx, XX 00000
Re: Loan No. 1006987
This Letter Modification Agreement dated March 15, 2013 (“Modification Agreement”) is entered into by and between Xxxxx Fargo Bank, National Association, as Administrative Agent (collectively with its successors or assigns, “Lender”), and KBSIII Legacy Town Center, LLC, a Delaware limited liability company, (“Borrower”).
Pursuant to the terms of that certain Loan Agreement dated March 27, 2012, and as the same may be amended, modified, supplemented or replaced from time to time (“Loan Agreement”), Lender made a loan to Borrower in the principal amount of Sixty Million Two Hundred Fifty Thousand Dollars ($60,250,000). The Loan is evidenced by a Secured Promissory Note dated as of the date of the Loan Agreement, executed by Borrower in favor of Lender, in the principal amount of the Loan as the same may be amended, modified, supplemented or replaced from time to time, (“Note”) and is further evidenced by certain other documents described in the Loan Agreement as Loan Documents.
The Note is secured by, among other things a Deed of Trust with Absolute Assignment of Leases and Rents, Security Agreement and Fixture Filing dated March 27, 2012 and recorded March 28, 2012 under 20120328000357790 of the Real Property Records of Collin County, Texas (collectively, as the same may be amended, modified, supplemented or replaced from time to time, “Security Instrument”) encumbering real property described more particularly therein.
Borrower and Lender agree to modify the Loan Agreement as follows:
1. | Definitions. Effective March 27, 2013, the following definitions in Article 1 of the Loan Agreement are hereby deleted and restated as follows: |
“Applicable Spread” – means one and eighty-five one hundredths percent (1.85%).
“Maturity Date” – means April 10, 2013.
Borrower hereby represents and warrants that no breach or failure of condition has occurred, or would exist with notice or the lapse of time or both, under any of the Loan Documents (as defined in the Loan Agreement), as modified by this Modification Agreement.
“Borrower”
KBSIII LEGACY TOWN CENTER, LLC, a Delaware limited liability company | ||||||||||
By: | KBSIII REIT ACQUISITION III, LLC, a Delaware limited liability company, its sole member | |||||||||
By: | KBS REIT PROPERTIES III, LLC, a Delaware limited liability company, its sole member | |||||||||
By: |
KBS LIMITED PARTNERSHIP III, a Delaware limited partnership, its sole member | |||||||||
By: | KBS REAL ESTATE INVESTMENT TRUST III, INC., a Maryland corporation, its general partner | |||||||||
By: | /s/ Xxxxxxx X. Xxxxxxxxx, Xx. | |||||||||
Xxxxxxx X. Xxxxxxxxx, Xx., | ||||||||||
Chief Executive Officer |
“Lender” | ||
Xxxxx Fargo Bank, N.A. | ||
By: | /s/ Xxxxx Xxxxxxx | |
Xxxxx Xxxxxxx, Senior Vice President |
GUARANTOR’S CONSENT
The undersigned (“Guarantor”) consents to the foregoing Letter Agreement and the transactions contemplated thereby and reaffirms its obligations under the Limited Guaranty (“Guaranty”) dated March 27, 2012. Guarantor reaffirms that its obligations under the Guaranty are separate and distinct from Borrower’s obligations and reaffirms its waivers, as set forth in the Guaranty, of each and every one of the possible defenses to such obligations.
“Guarantor” | ||||||
KBS REIT PROPERTIES III, LLC, a Delaware limited liability company | ||||||
By: | KBS LIMITED PARTNERSHIP III, a Delaware limited partnership, its sole member | |||||
By: | KBS REAL ESTATE INVESTMENT TRUST III, INC., a Maryland corporation, general partner | |||||
By: | /s/ Xxxxxxx X. Xxxxxxxxx, Xx. | |||||
Xxxxxxx X. Xxxxxxxxx, Xx. | ||||||
Chief Executive Officer |