FIRST AMENDMENT TO INTEREST RATE AGREEMENT
THIS FIRST AMENDMENT to Interest Rate Agreement, dated as of December 9, 1996,
between XXXX HOLDINGS LIMITED PARTNERSHIP, a Maryland limited partnership
("Customer"), and XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking
association ("Bank") constitutes an amendment to that certain Interest Rate
Agreement ("Agreement") entered into between the parties, dated as of March 16,
1995 and specifying a Capped Amount of $71,780,000.00.
WHEREAS, Customer desires to reduce Capped Amount of that Agreement by
$37,000,000.00 as of December 11, 1996;
THEREFORE, in consideration of the mutual covenants and promises of Bank
and Customer, the parties hereto agree as follows:
1. "Capped Amount" shall mean an amount equal to THIRTY-FOUR-MILLION
SEVEN-HUNDRED-EIGHTY-THOUSAND DOLLARS ($34,780,000.00).
2. Terms and phrases used in this Amendment shall have the same meaning
ascribed thereto in the Agreement.
3. This Amendment may be executed in counterparts which shall, in the
aggregate, be signed by both parties; each counterpart shall be deemed an
original instrument as against any party who has signed it.
4. The Agreement, as amended by this Amendment, is hereby confirmed.
5. Customer and Bank hereby agree that this voluntary change in the
"Capped Amount" will result in no termination fee paid by Bank to Customer.
IN WITNESS WHEREOF, each of the parties hereto has caused this Amendment
to be duly executed as of the date first above written.
Bank: Customer:
XXXXX FARGO BANK, N.A., XXXX HOLDINGS LIMITED PARTNERSHIP,
a national banking association a Maryland limited partnership
BY:/s/ Xxxxxxxx X. Xxxxxxx BY: XXXX CENTERS, INC.,
Xxxxxxxx X. Xxxxxxx a Maryland Corporation
Its: Vice President Its: General Partner
By: /s/ Xxxxx Xxxxxxxxx
Xxxxx Xxxxxxxxx
Its:Vice President and CFO
