EXHIBIT 10.3
FIRST AMENDMENT TO CREDIT AGREEMENT
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated as
of August __, 2003, is entered into by and among CENTRAL PARKING CORPORATION, a
Tennessee corporation ("CPC" or the "Parent"), CENTRAL PARKING SYSTEM, INC., a
Tennessee corporation ("CPS"), ALLRIGHT CORPORATION, a Delaware corporation
("Allright"), XXXXXX SYSTEM, INC., a Delaware corporation ("Xxxxxx"), CPS
FINANCE, INC., a Delaware corporation ("CPSF"), CENTRAL PARKING SYSTEM OF
TENNESSEE, INC., a Tennessee corporation ("CPST"), (CPC, CPS, Allright, Xxxxxx,
CPSF and CPST are hereinafter referred to individually as a "Borrower" and
collectively as the "Borrowers"), the Subsidiary Guarantors, the Lenders, and
BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C
Issuer (each, as defined herein), FLEET NATIONAL BANK, as Syndication Agent,
JPMORGAN CHASE BANK and SUNTRUST BANK, as Co-Documentation Agents.
W I T N E S S E T H
WHEREAS, the Borrowers, the Subsidiary Guarantors, the Lenders party
thereto, the Administrative Agent, the Syndication Agent and the
Co-Documentation Agents entered into that certain Credit Agreement, dated as of
February 28, 2003 (as amended, modified, extended, renewed, restated, replaced
or increased from time to time, the "Existing Credit Agreement");
WHEREAS, the Parent has requested, and the Required Lenders (on behalf
of the Lenders) have agreed, to amend the Existing Credit Agreement as provided
herein;
NOW, THEREFORE, in consideration of the agreements hereinafter set
forth, and for other good and valuable consideration, the receipt and adequacy
of which are hereby acknowledged, the parties hereto agree as follows:
PART I
DEFINITIONS
SUBPART 1.1 Certain Definitions. Unless otherwise defined herein or the
context otherwise requires, the following terms used in this Amendment,
including its preamble and recitals, have the following meanings:
"Amended Credit Agreement" means the Existing Credit
Agreement as amended hereby.
"Amendment No. 1 Effective Date" is defined in Subpart 3.1.
SUBPART 1.2 Other Definitions. Unless otherwise defined herein or the
context otherwise requires, terms used in this Amendment, including its preamble
and recitals, have the meanings provided in the Existing Credit Agreement.
PART II
AMENDMENTS TO EXISTING CREDIT AGREEMENT
Effective on (and subject to the occurrence of) the Amendment No. 1
Effective Date, the Existing Credit Agreement is hereby amended in accordance
with this Part II.
SUBPART 2.1 Amendments to Section 1.01. Section 1.01 of the Existing
Credit Agreement is hereby amended in the following respects:
(a) The definition of "Applicable Rate" is hereby amended in its
entirety to read as follows:
"Applicable Rate" means each of the following percentages per
annum, as applicable, based upon the Consolidated Leverage Ratio as
set forth in the most recent Compliance Certificate received by the
Administrative Agent pursuant to Section 7.02(b):
APPLICABLE RATES*
TRANCHE B TRANCHE B
REVOLVING REVOLVING TERM LOAN TERM LOAN
PRICING CONSOLIDATED EURODOLLAR BASE RATE EURODOLLAR BASE RATE LETTER OF
LEVEL LEVERAGE RATIO RATE LOANS LOANS RATE LOANS LOANS CREDIT FEES COMMITMENT FEE
=============================================================================================================================
1 < 2.25 to 1.0 1.75% 0.25% 3.25% 1.75% 1.75% 0.375%
-
-----------------------------------------------------------------------------------------------------------------------------
2 > 2.25 to 1.0 2.00% 0.50% 3.25% 1.75% 2.00% 0.50%
but < 2.75 to
-
1.0
-----------------------------------------------------------------------------------------------------------------------------
3 > 2.75 to 1.0 2.25% 0.75% 3.25% 1.75% 2.25% 0.50%
but < 3.25 to
-
1.0
-----------------------------------------------------------------------------------------------------------------------------
4 > 3.25 to 1.0 2.75% 1.25% 3.25% 1.75% 2.75% 0.50%
but < 3.50 to
-
1.0
-----------------------------------------------------------------------------------------------------------------------------
5 > 3.50 to 1.0 3.00% 1.50% 3.50% 2.00% 3.00% 0.50%
=============================================================================================================================
* If, and for so long as, the ratings established by either
Xxxxx'x or S&P with respect to the Indebtedness under this
Agreement shall be less than Ba3 or BB-, respectively, each
Applicable Rate set forth above (other than the Commitment
Fee) shall be increased by one-fourth of one percentage point
(0.25%).
Any increase or decrease in the Applicable Rates resulting from a
change in the Consolidated Leverage Ratio shall become effective as of
the first Business Day immediately following the date a Compliance
Certificate is delivered pursuant to Section 7.02(b); provided,
however, that if a Compliance Certificate is not delivered when due in
accordance with such Section, then Pricing Level 5 shall apply as of
the first Business Day after the date on which such Compliance
Certificate was required to have been delivered until the first
Business Day after the date on which such Compliance Certificate is
delivered.
(b) The definition of "Consolidated EBITDA" is hereby amended in
its entirety to read as follows:
"Consolidated EBITDA" means for the quarterly periods ending
September 30, 2002, December 31, 2002 and March 31, 2003 the amounts
listed on Schedule 1.1(a), and
for each quarterly period thereafter, for the Consolidated Parties on
a consolidated basis, the sum of (a) Consolidated Net Income, plus (b)
an amount which, in the determination of Consolidated Net Income, has
been deducted for the following (without duplication): (i)
Consolidated Interest Expense, (ii) Consolidated Cash Taxes, (iii)
depreciation and amortization expense and (iv) dividends paid on the
Preferred Stock on the dates and at the rate set forth in the
description of the Preferred Stock contained in Schedule 1.02 (but
with respect to the Preferred Stock, without duplication to the extent
a comparable amount is taken by the Parent as interest expense on the
related subordinated debt), all as determined in accordance with GAAP.
(c) The definition of "Consolidated Net Income" is hereby amended
in its entirety to read as follows:
"Consolidated Net Income" means for any period, the net income
of the Consolidated Parties on a consolidated basis as determined in
accordance with GAAP applied on a consistent basis, but excluding for
purposes of determining the Consolidated Leverage Ratio, Consolidated
Senior Leverage Ratio, the Consolidated Fixed Charge Coverage Ratio
and, for purposes of Section 8.11(e), Minimum Consolidated EBITDA, (i)
minority interests, (ii) extraordinary gains or losses, (iii)
non-recurring gains and losses resulting from Dispositions, (iv)
non-recurring, non-cash charges resulting from lease impairments and
contract right impairments in an amount not to exceed $17,000,000
during any four quarter period, (v) additional non-recurring, non-cash
charges relating to the impairment of goodwill in an amount not to
exceed $52,000,000 in the aggregate and (vi) for the quarterly period
ending June 30, 2003, additional charges resulting from severance costs
not to exceed $6,000,000.
(d) The definition of "Excess Cash Flow" is hereby amended in its
entirety to read as follows:
"Excess Cash Flow" means, with respect to any fiscal year of
the Consolidated Parties on a consolidated basis, an amount equal to
(a) Consolidated EBITDA minus (b) Consolidated Capital Expenditures
minus (c) Consolidated Interest Expense minus (d) Consolidated Cash
Taxes minus (e) Consolidated Scheduled Funded Debt Payments minus (f)
the aggregate amount of Restricted Payments permitted by Section
8.06(c) and (d).
(e) The following new definition is hereby added to the Existing
Credit Agreement in its appropriate alphabetical order:
"Sale Properties" means the properties listed on Schedule
1.1(b).
SUBPART 2.2 Amendment to Section 2.05(b). Subclause (iii) and (vi) of
Section 2.05(b) of the Existing Credit Agreement are hereby amended and
restated in their entireties as follows:
(b) Mandatory Prepayments of Loans.
*****
(iii) Dispositions and Involuntary Dispositions. The
Borrowers shall prepay the Loans and Cash Collateralize the L/C
Obligations as hereafter provided in an aggregate amount equal to
(A) if the Consolidated Senior Leverage Ratio as of the end
of the fiscal quarter immediately preceding a particular Disposition
or Involuntary Disposition is greater than or equal to 3.00 to 1.0,
100% of the Net Cash Proceeds of such Disposition or Involuntary
Disposition, to be applied as set forth in clause (vi) below;
provided, however, that 50% of the Net Cash Proceeds of all
Dispositions and 100% of the Net Cash Proceeds of all Involuntary
Dispositions may be reinvested by the Borrower to the extent (I) such
Net Cash Proceeds are reinvested in Property useful in the Businesses
within 180 days of the date of such Disposition or Involuntary
Disposition and (II) the aggregate amount of Net Cash Proceeds of
Dispositions reinvested in accordance with the foregoing clause (I)
shall not exceed $10,000,000 in the aggregate and (B) if the
Consolidated Senior Leverage Ratio as of the end of the fiscal quarter
immediately preceding a particular Disposition or Involuntary
Disposition is less than 3.00 to 1.0, 100% of the Net Cash Proceeds of
such Disposition or Involuntary Disposition in excess of $2,500,000 in
any fiscal year to the extent such Net Cash Proceeds are not
reinvested in Property useful in the Businesses within 180 days of the
date of such Disposition or Involuntary Disposition.
With respect to prepayments pursuant to the proviso set forth
above, such prepayment shall be due immediately upon the expiration of
the 180 day period (to the extent such prepayment exceeds the
applicable threshold) and shall be applied as set forth in clause (vi)
below).
(iv) *****
(v) *****
(vi) Application of Mandatory Prepayments. All amounts
required to be paid pursuant to this Section 2.05(b) shall be applied
as follows:
(A) with respect to all amounts prepaid
pursuant to Section 2.05(b)(i), to Revolving Loans and Swing
Line Loans and (after all Revolving Loans and all Swing Line
Loans have been repaid) to Cash Collateralize L/C
Obligations; and
(B) with respect to all amounts prepaid
pursuant to Section 2.05(b)(ii), (iii), (iv) and (v), pro
rata to the Tranche B Term Loan (to the remaining principal
amortization payments in inverse order of maturity) and to
the Revolving Loans and Swing Line Loans (with no
corresponding reduction in the Aggregate Revolving
Commitments; provided, however, that if the Aggregate
Revolving Commitments are greater than $150,000,000 at the
time of such prepayment, amounts prepaid pursuant to Section
2.05(b)(ii), (iii), (iv) and (v), shall reduce the Aggregate
Revolving Commitments to the extent of such excess) and then
(after all Tranche B Term Loans, Revolving Loans and all
Swing Line Loans have been repaid) to Cash Collateralize L/C
Obligations (but without any reduction in the Aggregate
Revolving Commitments).
Within the parameters of the applications set forth
above, prepayments shall be applied first to Base Rate Loans
and then to Eurodollar Rate Loans in direct order of Interest
Period maturities. All prepayments under this Section 2.05(b)
shall be subject to Section 3.05, but otherwise without
premium or penalty, and shall be accompanied by interest on
the principal amount prepaid through the date of prepayment.
SUBPART 2.3 Amendment to Section 2.08(a). Clause (a) of Section 2.08
of the Existing Credit Agreement is hereby amended and restated in its entirely
as follows:
2.08 INTEREST.
(a) Subject to the provisions of subsection (b) below,
(i) each Revolving Eurodollar Rate Loan shall bear interest on the
outstanding principal amount thereof for each Interest Period at a
rate per annum equal to the sum of (A) the Eurodollar Rate for such
Interest Period plus (B) the Applicable Rate; (ii) each Revolving Base
Rate Loan shall bear interest on the outstanding principal amount
thereof from the applicable borrowing date at a rate per annum equal
to the Base Rate plus the Applicable Rate; (iii) each Swing Line Loan
shall bear interest on the outstanding principal amount thereof from
the applicable borrowing date at a rate per annum equal to the Base
Rate, (iv) each portion of the Tranche B Term Loan consisting of a
Eurodollar Rate Loan shall bear interest on the outstanding principal
amount thereof for each Interest Period at a rate per annum equal to
the sum of (A) the Eurodollar Rate for such Interest Period plus the
Applicable Rate; and (v) each portion of the Tranche B Term Loan
consisting of a Base Rate Loan shall bear interest on the outstanding
principal amount thereof from the applicable borrowing date at a rate
per annum equal to the Base Rate plus the Applicable Rate.
SUBPART 2.4 Amendment to Section 8.02(g). Section 8.02(g) of the
Existing Credit Agreement is hereby amended and restated in its entirely as
follows:
(g) Investments consisting of loans or advances by a
Loan Party to or into a Subsidiary that is not a Loan Party in an
amount not to exceed (i) if the Consolidated Leverage Ratio as of the
end of the immediately preceding fiscal quarter is greater than or
equal to 3.00 to 1.00, $15,000,000 in the aggregate at any time
outstanding and (ii) if the Consolidated Leverage Ratio as of the end
of the immediately preceding fiscal quarter is less than 3.00 to 1.00,
$25,000,000 in the aggregate at any time outstanding (it being
understood that this clause (g) is a limitation on such Investments on
a prospective basis only and that a Default or Event of Default shall
not occur under this clause (g) retroactively);
SUBPART 2.5 Amendment to Section 8.02(i). Clause (vii) of Section
8.02(i) of the Existing Credit Agreement is hereby amended and restated in its
entirely as follows:
(vii) the Aggregate Acquisition Consideration paid by the
Consolidated Parties shall not exceed (A) $2,000,000 for all
Acquisitions during the period beginning with the Amendment No. 1
Effective Date and ending on September 30, 2003, (B) if the
Consolidated Leverage Ratio as of the end of the immediately preceding
fiscal quarter is greater than or equal to 3.00 to 1.00, $5,000,000
for all Acquisitions during such fiscal year and (C) if the
Consolidated Leverage Ratio as
of the end of the immediately preceding fiscal quarter is less
than 3.00 to 1.00, (x) $15,000,000 for any individual
Acquisition during such fiscal year and (y) $35,000,000 for
all Acquisitions during such fiscal year (it being understood
that this clause (vii) is a limitation on Acquisitions on a
prospective basis only and that a Default or Event of Default
shall not occur under this clause (vii) retroactively).
SUBPART 2.6 Amendment to Section 8.05. Section 8.05 of the Existing
Credit Agreement is hereby amended and restated in its entirely as follows:
8.05 DISPOSITIONS.
Make any Disposition unless (a) the consideration paid in
connection therewith shall be cash or Cash Equivalents and shall be in
an amount not less than the fair market value of the Property disposed
of, (b) if such transaction is a Sale and Leaseback Transaction, such
transaction is not prohibited by the terms of Section 8.15, (c) such
transaction does not involve the sale or other disposition of a
minority equity interest in any Consolidated Party, (d) such
transaction does not involve a sale or other disposition of receivables
other than receivables owned by or attributable to other Property
concurrently being disposed of in a transaction otherwise permitted
under this Section 8.05, (e) the aggregate net book value of any
individual Real Property asset sold or otherwise disposed of by the
Consolidated Parties in such Disposition shall not exceed $15,000,000
(other than with respect to the Sale Properties), (f) the aggregate net
book value of all of the assets sold or otherwise disposed of by the
Consolidated Parties in all such transactions during any fiscal year
shall not exceed $25,000,000 (other than with respect to the Sale
Properties), (g) no later than five (5) Business Days prior to the
consummation of any such Disposition that is in an amount of
$10,000,000 or more, the Parent shall have delivered to the
Administrative Agent (i) a Pro Forma Compliance Certificate
demonstrating that, upon giving effect on a Pro Forma Basis to such
transaction, the Loan Parties would be in compliance with the financial
covenants set forth in Section 8.11(a)-(d) as of the most recent fiscal
quarter end with respect to which the Administrative Agent has received
the Required Financial Information and (ii) a certificate of a
Responsible Officer of the Parent specifying the anticipated date of
such Disposition, briefly describing the assets to be sold or otherwise
disposed of and setting forth the net book value of such assets, the
aggregate consideration and the Net Cash Proceeds to be received for
such assets in connection with such Disposition and (h) the Loan
Parties shall comply with the terms of Section 2.05(b)(iii). Pending
final application of the Net Cash Proceeds of any Disposition, to the
extent required, the Consolidated Parties may apply such Net Cash
Proceeds to temporarily reduce the Revolving Loans or to make
Investments in Cash Equivalents.
SUBPART 2.7 Amendment to Section 8.11. Section 8.11 of the Existing
Credit Agreement is hereby amended and restated in its entirely as follows:
8.11 FINANCIAL COVENANTS.
(a) Consolidated Leverage Ratio. Permit the Consolidated
Leverage Ratio as of the end of any fiscal quarter of the Parent
ending during a period specified below to be greater than the ratio
set forth below opposite such fiscal quarter:
Closing Date through December 31, 2003 4.75 to 1.00
March 31, 2004 through June 30, 2004 4.375 to 1.00
September 30, 2004 through June 30, 2005 4.00 to 1.00
September 30, 2005 through June 30, 2006 3.50 to 1.00
September 30, 2006 and thereafter 3.00 to 1.00
(b) Consolidated Senior Leverage Ratio. Permit the
Consolidated Senior Leverage Ratio as of the end of any fiscal quarter
of the Parent ending during a period specified below to be greater
than the ratio set forth below opposite such fiscal quarter:
Closing Date through December 31, 2003 3.75 to 1.00
March 31, 2004 through June 30, 2004 3.50 to 1.00
September 30, 2004 through June 30, 2005 3.00 to 1.00
September 30, 2005 through June 30, 2006 2.75 to 1.00
September 30, 2006 and thereafter 2.50 to 1.00
(c) Consolidated Fixed Charge Coverage Ratio. Permit the
Consolidated Fixed Charge Coverage Ratio as of the end of any fiscal
quarter of the Parent ending during a period specified below to be
less than the ratio set forth below opposite such fiscal quarter:
Closing Date through June 30, 2004 0.95 to 1.00
September 30, 2004 and thereafter 1.05 to 1.00
(d) Consolidated Net Worth. Permit Consolidated Net
Worth at any time to be less than the sum of $359,000,000, increased
on a cumulative basis as of the end of each fiscal quarter of the
Parent, commencing with the fiscal quarter ending March 31, 2003 by an
amount equal to the sum of (i) 50% of cumulative Consolidated Net
Income (to the extent positive) for each fiscal quarter ended
subsequent to the Closing Date and (ii) 100% of the Net Cash Proceeds
from Equity Issuances occurring subsequent to the Closing Date.
(e) Minimum Consolidated EBITDA. Permit Consolidated
EBITDA as of the end of any period specified below to be less than the
amount set forth below opposite such period:
One fiscal quarter period ending December 31, 2003 $12,500,000
Two fiscal quarter period ending March 31, 2004 $30,000,000
Three fiscal quarter period ending June 30, 2004 $55,000,000
Four fiscal quarter period ending September 30, 2004 $75,000,000
SUBPART 2.8 Amendment to Section 8.16. Section 8.16 of the Existing
Credit Agreement is hereby amended and restated in its entirely as follows:
8.16 CAPITAL EXPENDITURES.
Permit Consolidated Capital Expenditures to exceed (i)
$30,000,000 during any fiscal year if the Consolidated Leverage Ratio
as of the end of the prior fiscal year was greater than 3.00 to 1.00
and (ii) $50,000,000 during any fiscal year if the Consolidated
Leverage Ratio as of the end of the prior fiscal year was less than or
equal to 3.00 to 1.00.
SUBPART 2.9 Schedule 1.1(a). A new Schedule 1.1(a) is hereby added to
the Existing Credit Agreement and shall read as provided on Schedule 1.1(a)
attached hereto.
SUBPART 2.10 Schedule 1.1(b). A new Schedule 1.1(b) is hereby added to
the Existing Credit Agreement and shall read as provided on Schedule 1.1(b)
attached hereto.
PART III
CONDITIONS TO EFFECTIVENESS
SUBPART 3.1 Amendment No. 1 Effective Date. This Amendment shall be and
become effective as of the date hereof (the "Amendment No. 1 Effective Date")
when all of the conditions set forth in this Part III shall have been satisfied,
and thereafter this Amendment shall be known, and may be referred to, as the
"Amendment".
SUBPART 3.2 Execution of Counterparts of Amendment. The Administrative
Agent shall have received counterparts of this Amendment, which collectively
shall have been duly executed on behalf of each of the Borrowers, the
Guarantors, the Required Lenders and the Administrative Agent.
SUBPART 3.3 Amendment Fee. The Administrative Agent shall have received
for the account of each approving Lender an amendment fee in the amount required
to be paid to such approving Lender.
SUBPART 3.4 Fees and Expenses. The Parent shall have paid all
reasonable fees and expenses incurred in connection with the negotiation,
preparation, execution and delivery of this Amendment and the other transactions
contemplated herein including, without limitation, the reasonable legal fees and
expenses of Xxxxx & Xxx Xxxxx PLLC, counsel to the Administrative Agent.
SUBPART 3.5 Other Items. The Administrative Agent shall have received
such other documents, agreements or information that may be reasonably requested
by the Administrative Agent.
PART IV
MISCELLANEOUS
SUBPART 4.1 Representations and Warranties. The Borrowers hereby
represent and warrant to the Administrative Agent and the Lenders that, after
giving effect to this Amendment, (a) no Default or Event of Default exists under
the Amended Credit Agreement and (b) the representations and warranties set
forth in Article VI of the Existing Credit Agreement are, subject to the
limitations set forth therein, true and correct in all material respects as of
the date hereof (except for those which expressly relate to an earlier date).
SUBPART 4.2 Waiver Agreement. Effective as of the Amendment No. 1
Effective Date, this Amendment supersedes the provisions of Subsections 1(b) and
1(c) of that certain Waiver Agreement dated as of May 14, 2003.
SUBPART 4.3 Reaffirmation of Obligations. The Borrowers hereby ratify
the Existing Credit Agreement and acknowledge and reaffirm (a) that they are is
bound by all terms of the Amended Credit Agreement applicable to them and (b)
that they are responsible for the observance and full performance of their
respective obligations under the Amended Credit Agreement.
SUBPART 4.4 Cross-References. References in this Amendment to any Part
or Subpart are, unless otherwise specified, to such Part or Subpart of this
Amendment.
SUBPART 4.5 Instrument Pursuant to Existing Credit Agreement. This
Amendment is executed pursuant to the Existing Credit Agreement and shall
(unless otherwise expressly indicated therein) be construed, administered and
applied in accordance with the terms and provisions of the Existing Credit
Agreement.
SUBPART 4.6 References in Other Credit Documents. At such time as this
Amendment shall become effective pursuant to the terms of Subpart 3.1, all
references to the "Credit Agreement" in the Existing Credit Agreement (and
similar references, such as "hereof" and "hereto") and in the other Loan
Documents shall be deemed to refer to the Existing Credit Agreement as amended
by this Amendment.
SUBPART 4.7 Counterparts/Telecopy. This Amendment may be executed by
the parties hereto in several counterparts, each of which shall be deemed to be
an original and all of which shall constitute together but one and the same
agreement. Delivery of executed counterparts of the Amendment by telecopy shall
be effective as an original and shall constitute a representation that an
original shall be delivered.
SUBPART 4.8 Governing Law. THIS AMENDMENT SHALL BE DEEMED TO BE A
CONTRACT MADE UNDER AND GOVERNED BY THE INTERNAL LAWS OF THE STATE OF NEW YORK
(INCLUDING SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW,
BUT EXCLUDING ALL OTHER CHOICE OF LAW AND CONFLICTS OF LAW RULES).
SUBPART 4.9 Successors and Assigns. This Amendment shall be binding
upon and inure to the benefit of the parties hereto and their respective
successors and assigns.
SUBPART 4.10 General. Except as amended hereby, the Existing Credit
Agreement and all other Credit Documents shall continue in full force and
effect.
[Remainder of Page Intentionally Left Blank]
IN WITNESS WHEREOF, the parties hereto have executed this First
Amendment to Credit Agreement as of the date first above written.
BORROWERS: CENTRAL PARKING CORPORATION,
a Tennessee corporation
By: /s/ Xxxxxx Xxxxxxxx
-------------------------------
Name: Xxxxxx Xxxxxxxx
--------------------------
Title: VP/Treasurer
--------------------------
CENTRAL PARKING SYSTEM, INC.,
a Tennessee corporation
ALLRIGHT CORPORATION,
a Delaware corporation
XXXXXX SYSTEM, INC.,
a Delaware corporation
CPS FINANCE, INC.,
a Delaware corporation
CENTRAL PARKING SYSTEM OF TENNESSEE, INC.,
a Tennessee corporation
By: /s/ Xxxxxx Xxxxxxxx
--------------------------------
Name: Xxxxxx Xxxxxxxx
---------------------------
Title: VP/Treasurer
---------------------------
GUARANTORS: CENTRAL PARKING SYSTEM OF NEW YORK, INC.,
a Tennessee corporation
XXXXXX PARKING SYSTEM, INC.,
a New York corporation
CENTRAL PARKING SYSTEM OF PENNSYLVANIA, INC.,
a Tennessee corporation
CENTRAL PARKING SYSTEM OF VIRGINIA, INC.
(F/K/A DIPLOMAT PARKING CORP.),
a DC corporation
CENTRAL PARKING SYSTEM OF TEXAS, INC.,
a Texas corporation
CENTRAL PARKING SYSTEM OF OHIO, INC.,
a Tennessee corporation
CENTRAL PARKING SYSTEM OF FLORIDA, INC.,
a Tennessee corporation
ALLRIGHT NEW YORK PARKING, INC.,
a New York corporation
CENTRAL PARKING SYSTEM OF NEW JERSEY, INC.,
a New Jersey corporation
ALLRIGHT PARKING MANAGEMENT, INC.,
a Delaware corporation
CENTRAL PARKING SYSTEM OF GEORGIA, INC.,
a Tennessee corporation
USA PARKING SYSTEM, INC. (F/K/A XXXXXX, INC.),
a Tennessee corporation
CENTRAL PARKING SYSTEM OF LOUISIANA, INC.,
a Tennessee corporation
CENTRAL PARKING SYSTEM OF MARYLAND, INC.,
a Tennessee corporation
CENTRAL PARKING SYSTEM REALTY OF NEW YORK, INC.,
a Tennessee corporation
CENTRAL PARKING SYSTEM OF WASHINGTON, INC.,
a Tennessee corporation
CENTRAL PARKING SYSTEM OF MISSOURI, INC.
(F/K/A CPS-ST. LOUIS, INC.),
a Tennessee corporation
CENTRAL PARKING SYSTEM OF WISCONSIN, INC.,
a Tennessee corporation
By: /s/ Xxxxxx Xxxxxxxx
----------------------------------------
Name: Xxxxxx Xxxxxxxx
--------------------------------------
Title:VP/Treasurer
--------------------------------------
of each of the foregoing Guarantors
[signature pages continue]
BANK OF AMERICA, N.A., as
Administrative Agent
By: /s/ Xxxxxx Xxxxxxxxx
---------------------------------------
Name: Xxxxxx Xxxxxxxxx
-------------------------------------
Title: SVP
------------------------------------
BANK OF AMERICA, N.A., as a Lender, L/C Issuer and
Swing Line Lender
By: /s/ Xxxxxx Xxxxxxxxx
---------------------------------------
Name: Xxxxxx Xxxxxxxxx
-------------------------------------
Title: SVP
-------------------------------------
BANK OF AMERICA, N.A., as
Administrative Agent
By: /s/ Xxxxxxx Xxxxxxxx
---------------------------------------
Name: Xxxxxxx Xxxxxxxx
-------------------------------------
Title: Vice President
------------------------------------
FLEET NATIONAL BANK
By: /s/ Xxxx X. Xxxx
---------------------------------------
Name: Xxxx X. Xxxx
-------------------------------------
Title: Vice President
------------------------------------
JPMORGAN CHASE BANK
By: /s/ Xxxxxxx X. Xxxxxx
---------------------------------------
Name: Xxxxxxx X. Xxxxxx
-------------------------------------
Title: Vice President
------------------------------------
SUNTRUST BANK
By: /s/ Xxxxx Xxxxxx
---------------------------------------
Name: Xxxxx Xxxxxx
---------------------------------------
Title: Managing Director
-------------------------------------
U.S. BANK, N.A.
By: /s/ Xxxxx X. Xxxxxxxxx
---------------------------------------
Name: Xxxxx X. Xxxxxxxxx
---------------------------------------
Title: Vice President
--------------------------------------
COMERICA BANK
By: /s/ Xxxxxxx X. Xxxxxxx
----------------------------------------
Name: Xxxxxxx X. Xxxxxxx
--------------------------------------
Title: Assistant Vice President
-------------------------------------
BARCLAYS BANK PLC
By: /s/ Xxxxxxxxx Xxxx
----------------------------------------
Name: Xxxxxxxx Xxxx
---------------------------------------------
Title: Director
-------------------------------------
AMSOUTH BANK
By: /s/ Xxxxxx X. Xxxxxxx
----------------------------------------
Name: Xxxxxx X. Xxxxxxx
--------------------------------------
Title: Senior Vice President
-------------------------------------
COMPASS BANK
By: /s/ Xxxxx X. XxXxx
----------------------------------------
Name: Xxxxx X. XxXxx
--------------------------------------
Title: Vice President
---------------------------
XXXXXXXX FLOATING RATE FUND, LLC
By: /s/ Xxxx Xxxxxxx
----------------------------------------
Name: Xxxx Xxxxxxx
--------------------------------------
Title: Managing Director
-------------------------------------
HANOVER SQUARE CLO LTD.
By: Blackstone Debt Advisors L.P.
As Collateral manager
By: /s/ Xxxx Xxxxxxx
-----------------------------------------
Name: Xxxx Xxxxxxx
----------------------------------------
Title: Managing Director
-------------------------------------
XXXXX X. XXXXXX & COMPANY, INC.
As collateral manager for:
Simsbury CLO, Limited
Suffield CLO, Limited
Maplewood (Cayman) Limited
Xxxx & Xxxxxxx Xxxxx Foundation
(as Investment Advisor)
ELC (Cayman) Ltd.
ELC (Cayman) Ltd CDO Series 1999-I
ELC (Cayman) Ltd. 1999-III
ELC (Cayman) Ltd. 2000-I
Xxxxx CLO Ltd. 2000-I
APEX (IDM) CDO I, Ltd.
Babson CLO Ltd. 0000-X
Xxxxxxxxxxxxx Mutual Life Insurance Company (as
Investment Advisors)
By: /s/ Xxxx X. Xxxxxxxxx, CFA
-----------------------------------------
Name: Xxxx X. Xxxxxxxxx, CFA
---------------------------------------
Title: Managing Director
-------------------------------------
PRINCIPAL LIFE INSURANCE COMPANY
By: Principal Global Investors, LLC
a Delaware limited liability company, its
authorized signatory
By: /s/ Xxx X. Xxxxx
----------------------------------------
Name: Xxx X. Xxxxx
--------------------------------------
Title: Counsel
-------------------------------------
By: /s/ Xxxxx Xxxxxxx
----------------------------------------
Name: Xxxxx Xxxxxxx
-------------------------------------
Title: Counsel
-------------------------------------
FRANKLIN FLOATING RATE TRUST
FRANKLIN CLO I, LIMITED
FRANKLIN CLO II, LIMITED
By: /s/ Xxxxx Xxxx
-----------------------------------------
Name: Xxxxx Xxxx
---------------------------------------
Title: Vice President
-------------------------------------
VENTURE CDO 2002, LIMITED
BY ITS INVESTMENT ADVISOR, BARCLAYS CAPITAL ASSET
MANAGEMENT LIMITED,
BY ITS SUB-ADVISOR, BARCLAYS BANK PLC, NEW YORK
BRANCH
By: /s/ Xxxxxx X. Xxxxx
-----------------------------------------
Name: Xxxxxx X. Xxxxx
--------------------------------------
Title: Director
--------------------------------------
VENTURE II CDO 2002, LIMITED
BY ITS INVESTMENT ADVISOR, BRACLAYS BANK PLC,
NEW YORK BRANCH
By: /s/ Xxxxxx X. Xxxxx
------------------------------------------
Name: Xxxxxx X. Xxxxx
---------------------------------------
Title: Director
---------------------------------------
IKB CAPITAL CORPORATION
By: /s/ Xxxxx Xxxxxx
-------------------------------------------
Name: Xxxxx Xxxxxx
-----------------------------------------
Title: President
----------------------------------------
AMMC CDO II, LIMITED
By: American Money Management Corp.,
as collateral manager
By: /s/ Xxxxx X. Xxxxx
---------------------------------------
Name: Xxxxx X. Xxxxx
---------------------------------------
Title: Vice President
--------------------------------------
CLYDESDALE CLO 2001-1, LTD.
NOMURA CORPORATE RESEARCH AND ASSET
MANAGEMENT INC.
AS COLLATERAL MANAGER
By: /s/ Xxxxxxxxx XxxXxxx
---------------------------------------
Name: Xxxxxxxxx XxxXxxx
-------------------------------------
Title: Director
-------------------------------------
CLYDESDALE CLO 2003-1, LTD.
NOMURA CORPORATE RESEARCH AND ASSET MANAGEMENT INC.
AS COLLATERAL MANAGER
By: /s/ Xxxxxxxxx XxxXxxx
---------------------------------------
Name: Xxxxxxxxx XxxXxxx
-------------------------------------
Title: Director
--------------------------------------
NOMURA BOND & LOAN
By: UFJ Trust Bank Limited
as Trustee
By: Nomura Corporate Research and Asset Management
Inc.
Attorney in Fact
By: /s/ Xxxxxxxxx XxxXxxx
-----------------------------------------
Name: Xxxxxxxxx XxxXxxx
---------------------------------------
Title: Director
--------------------------------------
NATIONWIDE MUTUAL INSURANCE COMPANY
By: /s/ Xxxx Xxxxxxxxxx
---------------------------------------
Name: Xxxx Xxxxxxxxxx
-------------------------------------
Title: Vice President
------------------------------------
LANDMARK CDO LTD
By: /s/ Xxxxxx Xxxxxxxx
---------------------------------------
Name: Xxxxxx Xxxxxxxx
-------------------------------------
Title: Authorized Signatory
------------------------------------
LANDMARK II CDO LTD
By: /s/ Xxxxxx Xxxxxxxx
---------------------------------------
Name: Xxxxxx Xxxxxxxx
-------------------------------------
Title: Authorized Signatory
--------------------------------------
WINDSOR LOAN FUNDING, LIMITED
By: Xxxxxxxxx Capital Partners LLC, as its
Investment Manager
By: /s/
-----------------------------------------
Name:
---------------------------------------
Title:
--------------------------------------
XXXXXXXXX/RMF TRANSATLANTIC CDO LTD.
By: Xxxxxxxxx Capital Partners LLC, as its
Collateral Manager
By: /s/
----------------------------------------
Name:
----------------------------------------
Title:
----------------------------------------
XXXXXXXXX CARRERA CLO, LTD.
By: Xxxxxxxxx Capital Partners LLC, as its
Asset Manager
By: /s/
-----------------------------------------
Name:
---------------------------------------
Title:
---------------------------------------
XXXXXXXXX ARBITRAGE CDE, LTD.
By: Xxxxxxxxx Capital Partners LLC, as its
Collateral Manager
By: /s/
-----------------------------------------
Name:
---------------------------------------
Title:
---------------------------------------
XXXXXXXXX CLO LTD..
By: Xxxxxxxxx Capital Partners LLC, as its
Collateral Manager
By: /s/
---------------------------------------
Name:
-------------------------------------
Title:
------------------------------------
XXXXXXXX CDO, LTD.
By: Xxxxxxxxx Capital Partners LLC, as its
Collateral Manager
By: /s/
---------------------------------------
Name:
-------------------------------------
Title:
------------------------------------
XXX XXXXXX
SENIOR INCOME TRUST
By: Xxx Xxxxxx Investment Advisory Corp.
By: /s/
---------------------------------------
Name:
-------------------------------------
Title:
------------------------------------
XXX XXXXXX SENIOR LOAN FUND
By: Xxx Xxxxxx Investment Advisory Corp.
By: /s/
---------------------------------------
Name:
-------------------------------------
Title:
------------------------------------
XXXXXX XXXXXXX PRIME INCOME TRUST
By: /s/ Xxxxx Xxxxxxx
---------------------------------------
Name: Xxxxx Xxxxxxx
-------------------------------------
Title: Vice President
------------------------------------
AMERICAN EXPRESS CERTIFICATE COMPANY
By: American Express Asset Management Group, Inc.
as Collateral manager
By: /s/ Xxxxxx X. Xxxxxxx
---------------------------------------
Name: Xxxxxx X. Xxxxxxx
-------------------------------------
Title: Senior Managing Director
-------------------------------------
CENTURION CDO II, LTD.
By: American Express Asset Management Group, Inc.
as Collateral manager
By: /s/ Xxxxxx Xxxxxxxxx
-----------------------------------------
Name: Xxxxxx Xxxxxxxxx
-------------------------------------
Title: Director - Operations
-------------------------------------
CENTURION CDO VI, LTD.
By: American Express Asset Management Group, Inc.
as Collateral manager
By: /s/ Xxxxxx Xxxxxxxxx
---------------------------------------
Name: Xxxxxx Xxxxxxxxx
-------------------------------------
Title: Director - Operations
-------------------------------------
IDS LIFE INSURANCE COMPANY
By: American Express Asset Management Group, Inc.
as Collateral manager
By: /s/ Xxxxxx X. Xxxxxxx
---------------------------------------
Name: Xxxxxx X. Xxxxxxx
-------------------------------------
Title: Senior Managing Director
-------------------------------------
SEQUILS - CENTURION V, LTD.
By: American Express Asset Management Group, Inc.
as Collateral manager
By: /s/ Xxxxxx Xxxxxxxxx
---------------------------------------
Name: Xxxxxx Xxxxxxxxx
-------------------------------------
Title: Director - Operations
-------------------------------------
KZH CYPRESSTREE-1 LLC
By: /s/ Xxxxxx Xxxxxxx
---------------------------------------
Name: Xxxxxx Xxxxxxx
-------------------------------------
Title: Authorized Agent
------------------------------------
KZH ING-2 LLC
By: /s/ Xxxxxx Xxxxxxx
---------------------------------------
Name: Xxxxxx Xxxxxxx
-------------------------------------
Title: Authorized Agent
------------------------------------
KZH RIVERSIDE LLC
By: /s/ Xxxxxx Xxxxxxx
---------------------------------------
Name: Xxxxxx Xxxxxxx
-------------------------------------
Title: Authorized Agent
------------------------------------
KZH SOLEIL LLC
By: /s/ Xxxxxx Xxxxxxx
---------------------------------------
Name: Xxxxxx Xxxxxxx
-------------------------------------
Title: Authorized Agent
------------------------------------
KZH SOLEIL-2 LLC
By: /s/ Xxxxxx Xxxxxxx
---------------------------------------
Name: Xxxxxx Xxxxxxx
-------------------------------------
Title: Authorized Agent
------------------------------------
KZH STERLING LLC
By: /s/ Xxxxxx Xxxxxxx
---------------------------------------
Name: Xxxxxx Xxxxxxx
-------------------------------------
Title: Authorized Agent
------------------------------------
APEX (TRIMARAN) CDO I, LTD.
By: Trimaran Advisors, L.L.C.
By: /s/ Xxxxx X. Xxxxxxxx
---------------------------------------
Name: Xxxxx X. Xxxxxxxx
-------------------------------------
Title: Managing Director
------------------------------------
SANKATY ADVISORS, LLC AS COLLATERAL MANAGER FOR
CASTLE HILL I - INGOTS, LTD., AS TERM LENDER
By: /s/ Xxxxx X. Xxxxx
----------------------------------------
Name: Xxxxx X. Xxxxx
--------------------------------------
Title: Managing Director Portfolio Manager
--------------------------------------
SANKATY ADVISORS, LLC AS COLLATERAL MANAGER FOR
CASTLE HILL II - INGOTS, LTD., AS TERM LENDER
By: /s/ Xxxxx X. Xxxxx
-----------------------------------------
Name: Xxxxx X. Xxxxx
-------------------------------------------
Title: Managing Director Portfolio Manager
--------------------------------------
SANKATY ADVISORS, LLC AS COLLATERAL MANAGER FOR GREAT
POINT CLO 1999-1 LTD., AS TERM LENDER
By: /s/ Xxxxx X. Xxxxx
------------------------------------------
Name: Xxxxx X. Xxxxx
----------------------------------------
Title: Managing Director Portfolio Manager
---------------------------------------
SANKATY ADVISORS, LLC AS COLLATERAL MANAGER FOR RACE
POINT CLO, LIMITED, AS TERM LENDER
By: /s/ Xxxxx X. Xxxxx
----------------------------------------
Name: Xxxxx X. Xxxxx
----------------------------------------
Title: Managing Director Portfolio Manager
----------------------------------------
SANKATY ADVISORS, LLC AS COLLATERAL MANAGER FOR RACE
POINT II CLO, LIMITED, AS TERM LENDER
By: /s/ Xxxxx X. Xxxxx
----------------------------------------
Name: Xxxxx X. Xxxxx
--------------------------------------
Title: Managing Director Portfolio Manager
-------------------------------------
LONG LANE MASTER TRUST
By Fleet National Bank as Trust Advisor
By: /s/ Xxxxxxx X. Xxxxxxxx
----------------------------------------
Name: Xxxxxxx X. Xxxxxxxx
--------------------------------------
Title: Vice President
-------------------------------------
ELT LTD.
By: /s/ Xxx X. Xxxxxx
----------------------------------------
Name: Xxx X. Xxxxxx
--------------------------------------
Title: Authorized Agent
-------------------------------------
HARBOUR TOWN FUNDING LLC
By: /s/ Xxx X. Xxxxxx
---------------------------------------
Name: Xxx X. Xxxxxx
---------------------------------------
Title: Asst Vice President
-- ------------------------------------
PINEHURST TRADING, INC.
By: /s/ Xxx X. Xxxxxx
---------------------------------------
Name: Xxx X. Xxxxxx
-------------------------------------
Title: Asst Vice President
------------------------------------
SRF 2000, INC.
By: /s/ Xxx X. Xxxxxx
---------------------------------------
Name: Xxx X. Xxxxxx
--------------------------------------------
Title: Asst Vice President
------------------------------------
BLUE SQUARE FUNDING LIMITED SERIES 3
By: /s/ Xxxx Xxxxxxx
---------------------------------------
Name: Xxxx Xxxxxxx
-------------------------------------
Title: Director
------------------------------------
TORONTO DOMINION (NEW YORK) INC.
By: /s/ Xxxxxx Xxxxx
---------------------------------------
Name: Xxxxxx Xxxxx
-------------------------------------
Title: Vice President
------------------------------------
HIGHLAND OFFSHORE PARTNERS, L.P.
By: Highland Capital Management, L.P.
As General Partner
By: /s/ Xxxxx Xxxxxxx
---------------------------------------
Name: Xxxxx Xxxxxxx, CFA, CPA
-------------------------------------
Title: President Highland Capital management L.P.
-------------------------------------
CALIFORNIA PUBLIC EMPLOYEES' RETIREMENT SYSTEM
By: Highland Capital Management, L.P.
As Authorized Representatives of the Board
By: /s/ Xxxxx Xxxxxxx
---------------------------------------------
Name: Xxxxx Xxxxxxx, CFA, CPA
-------------------------------------------
Title: President Highland Capital management L.P.
-------------------------------------------
HIGHLAND LEGACY LIMITED
By: Highland Capital Management, L.P.
As Collateral Manager
By: /s/ Xxxxx Xxxxxxx
---------------------------------------------
Name: Xxxxx Xxxxxxx, CFA, CPA
-------------------------------------------
Title: President Highland Capital management L.P.
-------------------------------------------
RESTORATION FUNDING CLO, LTD.
By: Highland Capital Management, L.P.
As Collateral Manager
By: /s/ Xxxxx Xxxxxxx
---------------------------------------------
Name: Xxxxx Xxxxxxx, CFA, CPA
-------------------------------------------
Title: President Highland Capital management L.P.
-------------------------------------------
BLACK DIAMOND CLO 1998-1 LTD.
By: /s/ Xxxx Xxxxxxx
---------------------------------------------
Name: Xxxx Xxxxxxx
---------------------------------------------
Title: Director
--------------------------------------------
BLACK DIAMOND CLO 2000-1 LTD.
By: /s/ Xxxx Xxxxxxx
---------------------------------------------
Name: Xxxx Xxxxxxx
-------------------------------------------
Title: Director
------------------------------------------
BLACK DIAMOND INTERNATIONAL FUNDING, LTD.
By: /s/ Xxxx Xxxxxxx
--------------------------------------------
Name: Xxxx Xxxxxxx
------------------------------------------
Title: Director
-----------------------------------------
BLACKROCK SENIOR LOAN TR
Magnetite IV CLO, Limited
Magnetite V CLO, Limited
By: /s/
--------------------------------------------
Name:
------------------------------------------
Title: Managing Director
-----------------------------------------
BANK OF MONTREAL
By: /s/ S Valia
--------------------------------------------
Name: S Valia
------------------------------------------
Title: Managing Director
-----------------------------------------
GENERAL ELECTRIC CAPITAL CORPORATION
By: /s/ W. Xxxxxx XxXxxxxxx
---------------------------------------------
Name: W. Xxxxxx XxXxxxxxx
------------------------------------------
Title: Duly Authorized Signatory
-----------------------------------------
FLAGSHIP CLO 2001 - 1
By: Flagship Capital Management, Inc
By: /s/ Xxxx X. Xxxxx
--------------------------------------------
Name: Xxxx X. Xxxxx
------------------------------------------
Title: Director
-----------------------------------------
FLAGSHIP CLO II
By: Flagship Capital Management, Inc
By: /s/ Xxxx X. Xxxxx
--------------------------------------------
Name: Xxxx X. Xxxxx
------------------------------------------
Title: Director
-----------------------------------------
GALAXY CLO 1999-1, LTD
By: /s/ Xxxx X. Xxxxxx, III
-----------------------------------------
Name: Xxxx X. Xxxxxx, III
---------------------------------------
Title: Managing Director
--------------------------------------
GALAXY CLO 2003-1, LTD.
By: AIG Global Investment Corp.,
Its Investment Advisor
By: /s/ Xxxx X. Xxxxxx, III
-----------------------------------------
Name: Xxxx X. Xxxxxx, III
-------------------------------------
Title: Managing Director
------------------------------------
SUNAMERICA LIFE INSURANCE COMPANY
By: /s/ Xxxx X. Xxxxxx, III
---------------------------------------
Name: Xxxx X. Xxxxxx, III
-------------------------------------
Title: Managing Director
------------------------------------
LIBERTY FLOATING RATE ADVANTAGE FUND
By: Columbia Management Advisors, Inc.
(f/k/a Xxxxx Xxx & Xxxxxxx Incorporated),
As Advisor
By: /s/ Xxxxx X. Xxxxxxx
---------------------------------------
Name: Xxxxx X. Xxxxxxx
-------------------------------------
Title: Sr. Vice President & Portfolio Manager
--------------------------------------
AURUM CLO 2002-1 LTD.
By: Columbia Management Advisors, Inc.
(f/k/a Xxxxx Xxx & Farnham Incorporated),
As Advisor
By: /s/ Xxxxx X. Xxxxxxx
---------------------------------------
Name: Xxxxx X. Xxxxxxx
-------------------------------------
Title: Sr. Vice President & Portfolio Manager
--------------------------------------
Schedule 1.1(a)
CONSOLIDATED EBITDA
Period Ending September 30, 2002 $29,471,000
Period Ending December 31, 2002 $28,446,000
Period Ending March 31, 2003 $18,923,000
Schedule 1.1(b)
SALE PROPERTIES
1. The surface lot owned by the Spice Lot Business Trust located in the
City of Baltimore, Maryland
2. The four (4) properties jointly owned by Allright Realty Corporation
and American General Life Insurance Company of Delaware located in
Bexar County, Texas, and Xxxxxxx County, Georgia
3. The surface lot owned by Allright Corporation in Xxxxxx Xxxxxx, Xxx
Xxxx (0000 Xxxxxx Avenue)
4. The surface lot owned by Allright Corporation in Xxxxxx County, Texas
(1215 Main Street)
5. The surface lot owned by Allright Corporation in Xxxxxx Xxxxxx, Xxxxx
(0000 San Jacinto Street)
6. The surface lot owned by Allright Corporation in Xxxxxx Xxxxxx, Xxxxx
(0000 San Jacinto Street)
7. The surface lot owned by Allright Corporation in Xxxxxx Xxxxxx, Xxxxx
(0000 Xxxx Xxxxxxx Parkway)
8. The surface lot owned by Allright Corporation in Davidson County,
Tennessee (717 Church Street)
9. The garage owned by Central Parking System Realty of New York, Inc. in
Manhattan County, New York (12 Xxxx 00xx Xxxxxx)
10. The surface lot owned by Allright Corporation in Xxxxx County,
Kentucky (613 Petersburg Road)
11. The surface lot owned by the Cosmopolitan National Bank of Chicago as
Trustee in Xxxx County, Illinois (824 South Xxxxx Street)
12. The properties owned by Allright Corporation in Xxxxxxx County,
Georgia (Xxxxxxxx Road and Airport View Road)
13. The surface lot owned by Allright Corporation in Xxxxxx County, Texas
(1400 Prairie St)
14. The self-park garage owned in part by LoDo Parking Garage LC in Denver
County, Colorado (0000 00xx Xxxxxx)
15. The surface lot jointly owned by Allright Realty Company in Franklin
County, Ohio (208 East Main Street)
16. The surface lot owned by Allright Corporation in Miami-Dade County,
Florida (S. Miami Avenue, S.E. 2nd, S.E. 1st, S.E. 3rd, Xxxx Xxxxx
Property-Burdines)
17. The surface lot owned by AEG Partnership in Erie County, New York (285
Washington Street)
