RENEWAL, EXTENSION AND MODIFICATION AGREEMENT
Exhibit
10.1
When recorded, return
to:
State
Farm Insurance Companies
Xxx Xxxxx
Xxxx Xxxxx, X-0
Xxxxxxxxxxx,
Xxxxxxxx 00000-0000
|
Attention:
|
Xxxxxx
X. O'Dell, Esq.
|
Investment
Counsel
This
RENEWAL, EXTENSION AND MODIFICATION AGREEMENT (this "Agreement")
is entered into this ___ day of
October, 2010, but is effective for all purposes as of the 1st
day of October, 2010, by
and among STATE FARM BANK,
F.S.B., an Illinois corporation ("Lender"),
and BEHRINGER HARVARD LANDMARK
LP, a Texas limited partnership ("Borrower").
WITNSSETH:
WHEREAS,
on or about September 8, 2005, Borrower executed that certain Promissory Note
("Note")
dated such date in the original principal sum of $22,000,000.00, payable to the
order of Lender;
WHEREAS,
the Note is secured by (i) that certain Deed of Trust and Security
Agreement, granted by
Borrower to Xxxxxx X. Xxxx, Trustee, for the benefit of Lender, encumbering the
real property described in Exhibit A attached
hereto and recorded September 12, 2005, under cc# 2005-0127632 in the Real Property Records of Collin
County, Texas (the "Mortgage"),
and (ii) that certain Assignment of Rents and Leases, executed by Borrower in
favor of, and for the benefit of, Lender and recorded September 12, 2005, under
cc# 2005-0127631 in the Real Property Records of
Collin County, Texas (the "Assignment")
[the Note, the Mortgage, the Assignment and all of the documents representing,
evidencing and/or securing the Note and the loan evidenced thereby (the "Loan")
are hereinafter referred to as the "Loan
Documents"];
WHEREAS,
the Loan Documents were previously modified pursuant to that certain First
Modification Agreement, dated February 4, 2008;
WHEREAS,
the Note is scheduled to mature on October 1, 2010, by its own
terms;
WHEREAS,
Borrower has requested that Lender extend the maturity of the Loan and the Note;
and
WHEREAS,
subject to the terms and conditions set forth herein, Lender has agreed to such
request.
NOW,
THEREFORE, for and in consideration of the premises and the mutual covenants and
agreements contained herein, and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, Lender and Borrower
hereby agree as follows:
1. Acknowledgement
of Outstanding Balance. The parties hereto acknowledge that,
as of the date this Agreement is entered into by the parties, the outstanding
balance under the Note is TWENTY-ONE MILLION and 00/100 DOLLARS ($21,000,000.00)
after giving effect to the principal payment of $1,000,000.00 authorized by
Borrower and made from the Tenant Improvement Cash Escrow contemporaneously
herewith.
|
RENEWAL, EXTENSION AND
MODIFICATION
|
- 1
-
|
|
|
Loan
No. SFB0046
|
Exhibit
10.1
2. Renewal
and Extension. The maturity of
the Loan is hereby renewed and extended until April 1, 2011 (the "Extended Maturity
Date"); provided, however, that the Loan may be further extended for two
(2) periods of three (3) months each so long as in each case (i) no Event of
Default exists as of the then-in-effect maturity of the Loan, (ii) Borrower pays
to Lender on or before the then-in-effect maturity of the Loan a fee for each
such extension in an amount equal to $15,000.00, and (iii) Borrower delivers the
Extension Notice (herein so called) provided in Exhibit B to Lender
at least thirty (30) days prior to the then-in-effect maturity of the
Loan. In furtherance thereof, the definition of "Maturity Date" as
set forth in the Note and the other Loan Documents shall refer to the Extended
Maturity Date. The definition of the "Note" as used herein and in the
Deed of Trust and the other Loan Documents shall refer to the Note as hereby
extended.
3. Interest
Rate. Notwithstanding
anything to the contrary in the Note, commencing on October 1, 2010, the Note
Rate shall be four percent (4.00%) per annum. If the Loan is properly
extended beyond April 1, 2011, pursuant to the terms of Section
2 of this Agreement, the Note Rate shall increase to (i) four and
one-quarter percent (4.25%) per annum during the first three-month extension
commencing on April 1, 2011, and (ii) four and one-half percent (4.50%) per
annum during the second three-month extension commencing on July 1,
2011.
4. Payments. In
accordance with the Note, interest installments shall continue to be paid in
monthly installments of the aggregate accrued but unpaid interest on the
Principal (as defined in the Note) (each such installment referred to as a
"Monthly
Payment") on each Regular Payment Date (as defined in the Note);
provided, however, that commencing on December 1, 2010, the amount of each
Monthly Payment shall be $70,000.00. A final payment of all
outstanding Principal and accrued and unpaid interest thereon shall be due and
payable on the date the Note matures whether by lapse of time or acceleration as
permitted under the Loan Documents.
5. Prepayments. Notwithstanding
anything to the contrary in Section IV of the
Note, provided Borrower first gives Lender written notice at least thirty (30)
days but no more than sixty (60) days before the applicable Prepayment Date,
commencing on the effective date hereof, Borrower may prepay the Note in full at
the discounted amount of $16,000,000.00 through April 1, 2011 ("Discounted
Prepayment"). If the Loan is extended pursuant to the terms of
Section
2 of this Agreement, the Discounted Prepayment shall be (i)
$16,250,000.00 after April 1, 2011, through July 1, 2011, and (ii)
$16,500,000.00 after July 1, 2011, through October 1, 2011. In
addition to the Discounted Prepayment, all other amounts due under the Loan
Documents as Indebtedness shall also be paid concurrently with the applicable
prepayment.
6. Lease
Approval. Commencing on the
effective date hereof, Borrower must obtain written consent from Lender prior to
entering into any new Lease or to incurring leasing costs associated with such
new Lease (such approval not to be unreasonably withheld).
|
RENEWAL, EXTENSION AND
MODIFICATION
|
- 2
-
|
|
|
Loan
No. SFB0046
|
Exhibit
10.1
7. Tenant
Improvement Cash Escrow. Upon satisfaction
of the Reimbursement Requirements (as hereinafter defined), leasing costs
incurred from the Terex Corporation will be reimbursed from the Tenant
Improvement Cash Escrow held in lieu of the Tenant Improvement Letter of Credit
(the "Terex
Reimbursement"), subject to a reimbursement limitation equal to the
actual permitted leasing costs incurred, but in no event greater than
$100,000.00. The remaining balance of the Tenant Improvement Cash
Escrow, after the Terex Reimbursement, will be applied to the outstanding
balance of the Loan on the actual execution date of this
Agreement. As used herein, the term
“Reimbursement
Requirements” shall mean the following: (a)
Terex Corporation shall have signed Lender’s form (or other form acceptable to
Lender) of Subordination, Nondisturbance and Attornment Agreement and Estoppel
Certificate; (b) if tenant improvements have been performed for Terex
Corporation, Borrower shall have delivered to Lender a certified statement from
Borrower’s contractor stating the actual costs incurred to date with the
percentage of tenant improvements; (c) if tenant improvements have been
performed for Terex Corporation, Borrower shall have delivered to Lender and the
title insurer lien waivers for work performed so that Lender shall receive an
original endorsement or certificate updating the effective date of its mortgagee
title insurance policy with no exceptions to title other than the Permitted
Exceptions (as defined in the Mortgage) and any other exceptions acceptable to
Lender; and (d) no Event of Default (as defined in the Mortgage) shall
be in existence under any of the Loan Documents as of the date Borrower requests
the Terex Reimbursement and no event shall have occurred as of said date which,
with the passage of time or the giving of notice or both, would constitute an
Event of Default.
8. Acknowledgment
by Borrower. Except as otherwise specified herein and by the
other Loan Documents dated of even date herewith, the terms and provisions of
the Loan Documents are ratified and confirmed and shall remain in full force and
effect, enforceable in accordance with their terms. Borrower hereby
acknowledges, agrees and represents that (i) Borrower is indebted to Lender
pursuant to the terms of the Note and Loan Documents as modified hereby; (ii)
the escrows for taxes and insurance as required by the Deed of Trust shall
continue; (iii) the liens, security interests and assignments created and
evidenced by the Loan Documents are, respectively, valid and subsisting liens,
security interests and assignments of the respective dignity and priority
recited in the Loan Documents; (iv) to Borrower's knowledge after due inquiry,
the representations and warranties contained in the Loan Documents are true and
correct representations and warranties of Borrower in all material respects, (v)
to its knowledge, Borrower does not have any set-offs, counterclaims, defenses
or other causes of action against Lender arising out of the Loan, this
Agreement, any documents mentioned herein or otherwise and to the extent any
such set-offs, counterclaims, defenses or other causes of action may exist, such
items are hereby waived by Borrower, and (vi) neither Borrower, nor Guarantor is
released from any of its obligations under the Loan Documents by execution of
this Agreement. NOTWITHSTANDING ANYTHING TO THE
CONTRARY SET FORTH HEREIN OR IN ANY OTHER LOAN DOCUMENT, THIS LOAN IS FULL
RECOURSE TO THE BORROWER, THE GENERAL PARTNER OF BORROWER AND THE GUARANTOR (BUT
NOT TO ANY LIMITED OR GENERAL PARTNER IN GUARANTOR), PROVIDED, THAT LENDER’S
REMEDIES SHALL BE SUBJECT TO AND EXERCISED IN ACCORDANCE WITH THE TERMS OF THE
LOAN DOCUMENTS.
9. Conditions
Precedent. In connection with the execution and delivery
hereof and as a conditions precedent to the effectiveness of this Agreement,
Borrower shall (i) deliver to Lender (A) an original fully executed counterpart
of this Agreement, (B) updated financial statements for Borrower and Guarantor
reasonably satisfactory to Lender in all respects, (C) any other documents and
information that Lender deems reasonably necessary in connection herewith, and
(D) a modification endorsement to the mortgagee policy of title insurance issued
to Lender in connection with the Deed of Trust along with evidence that nothing
further has been recorded as an exception to title to the Property; (ii) deliver
to Lender evidence satisfactory to Lender of the authority of Borrower and
Guarantor to enter into this Agreement, and (iii) pay to Lender in immediately
available funds (1) a $25,000.00 extension fee, (2) the interest payment due on
November 1, 2010, in the amount of $72,222.22, (3) the costs of the most recent
appraisal of the Property, and (4) the reasonable fees and expenses of Bank’s
counsel incurred in connection with this Agreement.
10.
Additional
Documentation. From time to time, Borrower shall execute or
procure and deliver to Lender such other and further documents and instruments
evidencing, securing or pertaining to the Loan or the Loan Documents as shall be
reasonably requested by Lender so as to evidence or effect the terms and
provisions hereof.
|
RENEWAL, EXTENSION AND
MODIFICATION
|
- 3
-
|
|
|
Loan
No. SFB0046
|
Exhibit
10.1
11. Governing
Law. THIS
AGREEMENT AND THE OTHER LOAN DOCUMENTS AND THE RIGHTS AND OBLIGATIONS OF THE
PARTIES HEREUNDER AND THEREUNDER SHALL IN ALL RESPECTS BE GOVERNED BY, AND
CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF TEXAS AND
THE LAW OF THE UNITED STATES APPLICABLE TO TRANSACTIONS IN SUCH
STATE. BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE
JURISDICTION OF ANY TEXAS OR FEDERAL COURT SITTING IN DALLAS, TEXAS OVER ANY
SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO ANY OF THE LOAN
DOCUMENTS.
12. Time. Time
is of the essence in the performance of the covenants contained herein and in
the Loan Documents.
13. Binding
Agreement. This Agreement shall be binding upon the heirs,
executors, administrators, personal representatives, successors and assigns of
the parties hereto; provided, however, the foregoing shall not be deemed or
construed to (i) permit, sanction, authorize or condone the assignment of all or
any part of the Property or any of Borrower's rights, titles or interest in and
to the Property or any rights, titles or interests in and to Borrower, except as
expressly authorized in this Agreement and in the Loan Documents, or (ii) confer
any right, title, benefit, cause of action or remedy upon any person or entity
not a party hereto, which such party would not or did not otherwise
possess.
14. Headings. The
section headings hereof are inserted for convenience of reference only and shall
in no way alter, amend, define or be used in the construction or interpretation
of the text of such section.
15. Construction. Whenever
the context hereof so required, reference to the singular shall include the
plural and likewise, the plural shall include the singular; words denoting
gender shall be construed to mean the masculine, feminine or neuter, as
appropriate; and specific enumeration shall not exclude the general but shall be
construed as cumulative of the general recitation.
16. Counterparts. To
facilitate execution, this Agreement may be executed in as any counterparts as
may be convenient or required. It shall not be necessary that the
signature and acknowledgment of, or on behalf of, each party or that the
signature and acknowledgment of all persons required to bind any party appear on
each counterpart. All counterparts shall collectively constitute a
single counterpart containing the respective signatures and acknowledgment of,
or on behalf of, each of the parties hereto. Any signature and
acknowledgment page to any counterpart may be detached from such counterpart
without impairing the legal effect of the signatures and acknowledgments thereon
and thereafter attached to another counterpart identical thereto except having
attached to it additional signature and acknowledgement pages.
17. FINAL
AGREEMENT. THIS AGREEMENT AND THE LOAN DOCUMENTS
COLLECTIVELY REPRESENT THE 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.
|
RENEWAL, EXTENSION AND
MODIFICATION
|
- 4
-
|
|
|
Loan
No. SFB0046
|
Exhibit
10.1
[This
space intentionally left blank]
|
RENEWAL, EXTENSION AND
MODIFICATION
|
- 5
-
|
|
|
Loan
No. SFB0046
|
Exhibit
10.1
EXECUTED
as of the date first above written.
|
LENDER:
|
||
|
STATE
FARM BANK, F.S.B., a federal savings bank
|
||
|
By:
|
|
|
|
Name:
|
|
|
|
Title:
|
|
|
|
RENEWAL, EXTENSION AND
MODIFICATION
|
- 6
-
|
|
|
Loan
No. SFB0046
|
Exhibit
10.1
|
BORROWER:
|
|||
|
BEHRINGER
HARVARD LANDMARK LP,
|
|||
|
a
Texas limited partnership
|
|||
|
By:
|
Behringer
Harvard Landmark GP, LLC
|
||
|
a
Texas limited liability company,
|
|||
|
its
general partner
|
|||
|
By:
|
|||
|
Xxxxxx
X. Xxxxxxx, Secretary
|
|||
|
RENEWAL, EXTENSION AND
MODIFICATION
|
- 7
-
|
|
|
Loan
No. SFB0046
|
Exhibit
10.1
|
STATE
OF ILLINOIS
|
§
|
|
|
|
§
|
|
|
COUNTY
OF ________
|
§
|
This
instrument was ACKNOWLEDGED before me on the ____ day of __________, 2010, by
_____________, _______________ of STATE FARM BANK, F.S.B., a federal savings
bank, on behalf of said bank.
|
[
SEAL ]
|
_____________________________________
|
|
Notary
Public, State of __________________
|
|
|
My
Commission Expires:
|
_____________________________________
|
|
______________________
|
Printed
Name of Notary Public
|
|
THE
STATE OF TEXAS
|
§
|
|
|
§
|
||
|
COUNTY OF
DALLAS
|
§
|
BEFORE
ME, the undersigned authority, on this day personally appeared Xxxxxx X.
Xxxxxxx, III, Secretary of Behringer Harvard Landmark GP, LLC, a Texas limited
liability company, as general partner of BEHRINGER HARVARD LANDMARK LP, a Texas
limited partnership, known to me to be the person whose name is subscribed to
the foregoing instrument, and acknowledged to me that he executed the same for
the purposes and consideration therein expressed, in the capacity therein
stated, and as the act and deed of said limited partnership.
GIVEN
UNDER MY HAND AND SEAL OF OFFICE, this _____ day of _______________,
2010.
|
{
SEAL }
|
|
|
|
|
|
Notary
Public in and for
|
|
|
the
State of Texas
|
My
Commission Expires:
____________________
|
RENEWAL, EXTENSION AND
MODIFICATION
|
- 8
-
|
|
|
Loan
No. SFB0046
|
Exhibit
10.1
Ratification of
Guarantor
By
executing this Agreement, the undersigned, as a Guarantor in connection herewith
pursuant to a Limited Guaranty (the "Guaranty") dated
September 8, 2005, hereby expressly agrees (a) it has received a copy of this
Agreement, (b) to the continuing validity of the Guaranty and all duties and
obligations thereunder, (c) that its liability under the Guaranty shall not be
reduced, altered, limited, lessened or in any way affected by the execution and
delivery of this Agreement by the parties hereto, and (d) that the Guaranty
shall remain in full force and effect and enforceable in accordance with its
terms, including, without limitation, the limitation of liability set forth
therein.
|
GUARANTOR:
|
||||
|
BEHRINGER
HARVARD SHORT-TERM
|
||||
|
OPPORTUNITY
FUND I LP, a Texas limited
|
||||
|
partnership
|
||||
|
By:
|
Behringer
Harvard Advisors II LP, a Texas
|
|||
|
limited
partnership, its general partner
|
||||
|
By:
|
Harvard
Property Trust,, LLC,
|
|||
|
a
Delaware limited liability
|
||||
|
company,
its general partner
|
||||
|
By:
|
||||
|
Xxxxxx
X. Xxxxxxx, III,
Secretary
|
||||
|
STATE
OF TEXAS
|
§
|
|
§
|
|
|
COUNTY
OF DALLAS
|
§
|
BEFORE
ME, the undersigned authority, on this day personally appeared Xxxxxx X.
Xxxxxxx, III, Secretary of Harvard Property Trust, LLC, a Delaware limited
liability company, the general partner of Behringer Harvard Advisors II LP, a
Texas limited partnership, the general partner of BEHRINGER HARVARD SHORT-TERM
OPPORTUNITY FUND I LP, a Texas limited partnership, known to me to be the person
whose name is subscribed to the foregoing instrument, and acknowledged to me
that he executed the same for the purposes and consideration therein expressed,
in the capacity therein stated, and on behalf of said limited
partnership.
GIVEN
UNDER MY HAND AND SEAL OF OFFICE, this _____ day of _______________,
2010.
|
Notary
Public, State of Texas
|
|
Printed
Name of Notary
Public
|
My
Commission Expires:
|
RENEWAL, EXTENSION AND
MODIFICATION
|
- 9
-
|
|
|
Loan
No. SFB0046
|
Exhibit 10.1
EXHIBIT
A
Legal Description of Real
Estate
TRACT I:
BEING a
8.625 acre tract of land out of the McJimp Bays Survey, Abstract No. 65, and
being all of Xxx 0, Xxxx Xxxxx X/0000 as recorded in Cabinet J, Slide 500 as
Clerk Document #96-0104853, Plat Records of Collin County, Texas (PRCCT), said
tract being more particularly described as follows:
BEGINNING
at a 5/8 inch iron rod found for the intersection of the southeast corner of a
called 25.000 acre tract as conveyed to Xxxx Xxxxx Estates, Inc. and evidenced
in a Special Warranty Deed recorded in Clerk's File Number 00-0000000 ORRPCCT,
with the west right-of-way line of the Dallas North Tollway (a variable width
right-of-way), said point being the northeast corner of Xxx 0, Xxxxx X/0000 and
the beginning of a curve to the right having a radius of 1899.86 feet, a delta
of 02°14'19" and a chord bearing and distance of South 03°48'04" West, 74.22
feet;
THENCE
southwesterly along said curve to the right, and along said west line, an arc
length of 74.23 feet to a 1/2 inch iron rod found for point of
tangency;
THENCE
South 04°54'59" West, continuing along said West line, for a distance of 312.11
feet to a 1/2 inch iron rod found for the point of curvature of a curve to the
left having a radius of 5784.58 feet, a delta of 01°42'04" and a chord bearing
and distance of South 04°03'57" West, 171.74 feet;
THENCE
southwesterly, continuing along said west line for an arc length of 171.74 feet
to a found "X" in concrete for point of tangency;
THENCE
South 03°12'55" West, continuing along said west line, for a distance of 9.09
feet to a found "X" in concrete for corner, said point being the northeast
corner of Xxx 0, xx xxxx Xxxxx X/0000;
XXXXXX
Xxxxx 00x00'00" West, along the north line of said Lot 3, being also the south
line of Lot 4 (common line) for a distance of 636.56 feet to a found 5/8 inch
iron rod for corner in the east line of Country Brook Section 4, an addition to
the City of Dallas according to the map or plat thereof recorded in Clerk's File
Number 96-0001181 L.R.C.C.T.;
THENCE
North 00°29'43" West, continuing along said east line, for a distance of 473.88
feet to a 5/8 inch iron rod found corner in the north line of said Country Brook
Section 4;
THENCE
South 89°30'17" West, along said north line, for a distance of 26.30 feet to a
5/8 inch iron rod found for corner in the east line of Landmark Addition, Phase
Two, an addition to the City of Dallas according to the Map or Plat recorded in
Clerk's File Number 96-0001184 L.R.C.C.T.;
THENCE
North 00°29'43" West, leaving said north line and along said east line of
Landmark Addition, Phase Two, a distance of 91.12 feet to a 5/8 inch iron rod
found for corner in the south line of said Xxxx Xxxxx Estates, (Owner's Deed
C.C.C. File No. 00-0000000);
THENCE
North 89°30'17" East, along said south line for a distance of 712.10 feet to the
POINT OF BEGINNING and CONTAINING 375,707 square feet or 8.625 acres of land,
more or less.
Exhibit 10.1
TRACT
II:
Being a
11.27 acre tract of land out of the McJimp Bays Survey, Abstract No. 85 and
being all of Xxx 0, Xxxx Xxxxx X/0000 as recorded in Cabinet J, Slide 500 as
Clerk Document #96-0104853, Plat Records of Collin County, Texas (PRCCT), said
tract being more particularly described as follows:
BEGINNING
at a 5/8 inch iron rod found for the intersection of the northeast corner of Xxx
0, Xxxx Xxxxx X/0000, as recorded in Collin County, Texas (DRCCT), with the west
right-of-way line of the Dallas North Tollway (a variable width
right-of-way);
THENCE
South 89°30'17" West, along the north line of Lot 5, a distance of 656.71 feet
to a 5/8 inch iron rod found for corner in the east line of Country Brook
Section 4, an Addition to the City of Dallas according to the Map or Plat
thereof recorded in Clerk's File No. 96-0001181, LRCCT;
THENCE
North 45°29'43" West, along said east line, for a distance of 15.41 feet to a
1/2 inch iron found for the point of curvature of a curve to the right having a
radius of 50 feet, a delta of 45°00'00" and a chord bearing and distance of
North 22°59'43" West, 38.27 feet;
THENCE
northwesterly, continuing along said east line and along said curve to the right
an arc length of 39.27 feet to a 1/2 inch iron rod found for point of
tangency;
THENCE
North 00°29'43" West, continuing along said east line, for a distance of 540.84
feet to a 1/2 inch iron rod found for the point of curvature of a curve to the
right having a radius of 50.00 feet, a delta of 45°00'00" and a chord bearing
and distance of North 22°00'17" East, 38.27 feet;
THENCE
northeasterly, continuing along said east line and along said curve to the right
an arc length of 39.27 feet to a 1/2 inch iron rod found for point of
tangency;
THENCE
North 44°30'17" East, continuing along said east line, for a distance of 71.21
feet to a 1/2 inch iron rod found for corner;
THENCE
North 00°29'43" West, continuing along said east line for a distance of 54.46
feet to a 5/8 inch iron rod found for corner in the north line of said Lot 3,
said line being also the south line of Xxx 0, Xxxx Xxxxx X/0000;
XXXXXX
Xxxxx 00x00'00" East, along said north line, for a distance of 636.56 feet to a
chiseled "X" found for corner in said west right-of—way line of said Dallas
Tollway;
THENCE
South 03°12'55" West, continuing along said west line, for a distance of 234.96
feet to a 1/2 iron rod found for the point of curvature to the left having a
radius of 5054.07 feet, a delta of 03°45'52" and a chord bearing and distance of
South 01°19'59" West, 332.00 feet;
THENCE
Southwesterly, continuing along said west line for an arc length of 332.06 feet
to a 1/2 inch iron rod set for point of tangency;
THENCE
South 00°32'57" East, continuing along said west line, for a distance of 5.09
feet to a 1/2 inch iron rod set for the point of curvature of a curve to the
left having a radius of 1919.86 feet, a delta of 04°39'25" and a chord bearing
and distance of 02°52'40" East, 156.00 feet;
Exhibit 10.1
THENCE
Southwesterly, continuing along said west line and along said curve to the left
an arc length of 156.04 feet to the POINT OF BEGINNING and CONTAINING 491.22
square feet, or 11.27 acres of land, more or less.
TRACT
III:
Non-exclusive
Easement Estates as created and defined by that certain Easement and Maintenance
Agreement, dated October 28, 1996, filed November 11, 1996, recorded in Clerk's
File No. 96-0097230, Real Property Records, Collin County, Texas, Clarification
Agreement recorded in Clerk's File No. 96-0107158; and by that certain
Declarations of Easements, dated November 11, 1996, filed November 21, 1996,
recorded in Clerk's File No. 96-0100329, Real Property Agreements, Collin
County, Texas, First Amendment to Declarations of Easements recorded in Clerk's
File No. 96-0107156, Real Property Records, Collin County, Texas.
Exhibit 10.1
EXHIBIT
B
Extension
Notice
|
From:
|
Behringer
Harvard Landmark
LP
|
|
00000
Xxxxxx Xxxxxxx, Xxxxx 000
|
|
|
Xxxxxxx,
Xxxxx 00000
|
|
|
To:
|
State
Farm Bank, F.S.B.
|
|
1)
|
The
undersigned as _____________________ of Behringer Harvard Landmark GP, LLC, a Texas limited liability company, as the
general partner of Behringer Harvard Landmark LP, a Texas limited
partnership ("Borrower"), hereby requests a three (3) month
extension (an "Extension"),
pursuant to the Renewal, Extension and Modification Agreement between
Borrower and State Farm Bank, F.S.B., a federal savings bank ("Lender"), dated
as of October __, 2010 (the "Second
Modification"). Capitalized terms used herein and
defined in the Second Modification shall be used herein as so
defined.
|
|
2)
|
A.
|
Extension
requested: Borrower hereby requests the Maturity Date be
extended until ______ 1, 2011.
|
|
|
B.
|
Outstanding
Principal balance under the Note prior to the requested Extension is
$______________.
|
|
|
C.
|
Outstanding
Principal balance under the Note after the requested Extension is
$_______________.
|
|
3)
|
The
undersigned further represents and warrants to
Lender:
|
|
|
A.
|
Borrower
is entitled to receive the requested Extension under the terms and
conditions of the Second
Modification;
|
|
|
B.
|
as
general partner of Borrower, the undersigned is authorized on behalf of
Borrower to execute and deliver this Extension Notice to
Lender;
|
|
|
C.
|
immediately
before and after giving effect to the Extension, no Event of Default shall
have occurred and be continuing and the making of the Extension shall not
cause an Event of Default;
|
|
|
E.
|
the
representations and warranties contained in the Borrower's Certificate and
in the other Loan Documents shall be true and correct in all material
respects on and as of the date
hereof;
|
Exhibit
10.1
|
|
F.
|
no
material changes in the condition of the Premises, including the
Improvements (both physical and environmental), shall have occurred from
the Extended Maturity Date;
|
|
|
G.
|
the
Premises shall be in compliance with all zoning, building and parking
codes; and
|
|
|
H.
|
no
material adverse change has occurred in the financial condition of
Borrower and the Guarantor since the Extended Maturity
Date.
|
|
BEHRINGER HARVARD LANDMARK
LP,
|
||||
|
a Texas limited
partnership
|
||||
|
By:
|
Behringer Harvard Landmark GP,
LLC
|
|||
|
a Texas limited liability
company,
|
||||
|
its general partner
|
||||
|
By:
|
||||
|
Name:
|
||||
|
Title:
|
||||
Exhibit
10.1
ACKNOWLEDGED AND
AFFIRMED:
BEHRINGER
HARVARD SHORT-TERM
OPPORTUNITY
FUND I LP, a Texas limited
partnership
|
By:
|
Behringer
Harvard Advisors II LP, a Texas
|
||
|
limited
partnership, its general partner
|
|||
|
By:
|
Harvard
Property Trust, LLC,
|
||
|
a
Delaware limited liability
|
|||
|
company,
its general partner
|
|||
|
By:
|
|||
|
|
Xxxxxx
X. Xxxxxxx, III,
Secretary
|
||
