0001193125-06-220796 Sample Contracts

VOTING AGREEMENT
Voting Agreement • November 1st, 2006 • Cb Richard Ellis Group Inc • Real estate • Delaware

THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of October 30, 2006, by and among CB Richard Ellis Group, Inc., a Delaware corporation (“Parent”), A-2 Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Acquiror”), Trammell Crow Company, a Delaware corporation (the “Company”), and the undersigned stockholder (“Stockholder”) of the Company.

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CB Richard Ellis Services, Inc. $2,200,000,000 Senior Secured Term Loan Facilities $600,000,000 Senior Secured Replacement Revolving Credit Facility Commitment Letter
Commitment Letter • November 1st, 2006 • Cb Richard Ellis Group Inc • Real estate

Reference is made to the Credit Agreement dated as of June 26, 2006, among CB Richard Ellis Services, Inc., a Delaware corporation (“you” or “CBRE”), certain subsidiaries of CBRE, CB Richard Ellis Group, Inc., a Delaware corporation (“Holdings”), the lenders from time to time party thereto and Credit Suisse (“CS”), as administrative agent and collateral agent (the “Existing Credit Agreement”).

AGREEMENT AND PLAN OF MERGER by and among TRAMMELL CROW COMPANY, CB RICHARD ELLIS GROUP, INC. and A-2 ACQUISITION CORP. October 30, 2006
Merger Agreement • November 1st, 2006 • Cb Richard Ellis Group Inc • Real estate • Delaware

This AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made and entered into this 30th day of October 2006, by and among Trammell Crow Company, a Delaware corporation (the “Company”), CB Richard Ellis Group, Inc., a Delaware corporation (“Parent”), and A-2 Acquisition Corp., a Delaware corporation wholly owned, directly or indirectly, by Parent (“Acquiror”).

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