GKK 885 THIRD MEZZ LLC GUARANTEE AGREEMENTGuarantee Agreement • April 8th, 2009 • Gramercy Capital Corp • Real estate investment trusts • New York
THIS GUARANTEE AGREEMENT (as amended, modified, waived, supplemented, extended, restated or replaced from time to time, this “Guarantee”), is made as of the 7th day of April, 2009, by GKK 885 THIRD MEZZ LLC, a Delaware limited liability company (together with its successors and permitted assigns, the “Guarantor”), as a guarantor, for the benefit of the several banks and other financial institutions as are, or may from time to time become parties to the Credit Agreement (as defined below) (each, together with its successors and assigns, a “Lender” and, collectively, the “Lenders”), and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for the Lenders hereunder (in such capacity, together with its successors and assigns, the “Administrative Agent”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Credit Agreement (defined below).
AMENDED AND RESTATED GUARANTEE AGREEMENTGuarantee Agreement • April 8th, 2009 • Gramercy Capital Corp • Real estate investment trusts • New York
THIS AMENDED AND RESTATED GUARANTEE AGREEMENT (as amended, modified, waived, supplemented, extended, restated or replaced from time to time, this “Guarantee”), is made as of the 7th day of April, 2009, by GRAMERCY CAPITAL CORP., a Maryland corporation (together with its successors and permitted assigns, “Parent”), as a guarantor, GKK CAPITAL LP, a Delaware limited partnership (together with its successors and permitted assigns, “GKK Capital”), as a guarantor, GRAMERCY INVESTMENT TRUST, a Maryland real estate investment trust (together with its successors and permitted assigns, “Gramercy REIT”), as a guarantor, GKK TRADING CORP., a Delaware corporation (together with its successors and permitted assigns, “GTC”, and, together with Parent, GKK Capital, Gramercy REIT and any other Person that becomes a guarantor under this Guarantee, the “Guarantors”), as a guarantor, for the benefit of the several banks and other financial institutions as are, or may from time to time become parties to th
SECOND OMNIBUS AMENDMENTMaster Repurchase Agreement • April 8th, 2009 • Gramercy Capital Corp • Real estate investment trusts • New York
THIS SECOND OMNIBUS AMENDMENT (this “Amendment”) dated as of April 7, 2009 by and among Goldman Sachs Mortgage Company, as buyer (“GSMC”), Gramercy Warehouse Funding II LLC, as a seller (“Gramercy”), GKK Trading Warehouse II LLC, as a seller (“GKK” and together with Gramercy, collectively, “Seller”), Gramercy Capital Corp., as a guarantor, GKK Capital LP, as a guarantor, Gramercy Investment Trust, as a guarantor and GKK Trading Corp., as a guarantor, (together with Gramercy Capital Corp., GKK Capital LP and Gramercy Investment Trust, “Guarantor”) amends (i) that certain Second Amended and Restated Master Repurchase Agreement between Seller and GSMC, dated as of June 28, 2007, (as amended from time to time, the “Repurchase Agreement”) and (ii) that certain Second Amended and Restated Guaranty dated as of June 28, 2007 by Guarantor for the benefit of GSMC. Capitalized terms used but not defined herein shall have the meanings set forth in the Repurchase Agreement.
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • April 8th, 2009 • Gramercy Capital Corp • Real estate investment trusts • New York
AMENDMENT NO. 2 TO CREDIT AGREEMENT, dated as of April 7, 2009 (this “Amendment”), by and among GRAMERCY WAREHOUSE FUNDING I LLC, a Delaware limited liability company (together with its successors and permitted assigns, “GWF-I”), as a borrower, GKK TRADING WAREHOUSE I LLC, a Delaware limited liability company (together with its successors and permitted assigns, “GKK Trading” and together with GWF-I, the “Borrowers”), as a borrower, GRAMERCY CAPITAL CORP., a Maryland corporation (together with its successors and permitted assigns, “Gramercy Capital”), as a guarantor, GKK CAPITAL LP, a Delaware limited partnership (together with its successors and permitted assigns, “GKK Capital”), as a guarantor, GRAMERCY INVESTMENT TRUST, a Maryland real estate investment trust (together with its successors and permitted assigns, “Gramercy REIT”), as a guarantor, GKK TRADING CORP., a Delaware corporation (together with its successors and permitted assigns, “GTC” and collectively with Gramercy Capital,
