Exhibit 10.1

 

AMENDMENT TO
 AMENDED AND RESTATED LOAN AGREEMENT

 

This AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT (the “Amendment”) is executed and delivered by and among BANK OF AMERICA, N.A., a national banking association, as Administrative Agent (together with its successor and assigns “Administrative Agent”) for the ratable benefit of BANK OF AMERICA, N.A. (“Bank of America”) and REGIONS BANK, an Alabama banking corporation (“Regions Bank”) (Bank of America and Regions Bank, together with their respective successors and assigns, are collectively referred to herein as the “Lenders”) and BHFS I, LLC, a Delaware limited liability company, BHFS II, LLC,  a Delaware limited liability company, BHFS Ill, LLC, a Delaware limited liability company, BHFS IV, LLC, a Delaware limited liability company, BHFS Theater, LLC, a Delaware limited liability company, and Behringer Harvard Frisco Square LP, a Delaware limited partnership (collectively, the “Borrowers”). Borrowers, Administrative Agent, and Lenders are hereinafter each called a “Party” and collectively the “Parties.”

 

RECITALS

 

A.                               Effective on or about December 27, 2012, the Parties executed that certain Amended and Restated Loan Agreement (“Loan Agreement”) regarding the reinstatement, renewal, modification and extension of the Notes under the Loan Documents, evidencing the Loan.

 

B.                               The Parties desire to amend the Loan Agreement to revise the maturity dates of the Notes.

 

C.                               Capitalized terms used in this Amendment without definition herein have the meaning given to them in the Loan Agreement.

 

AGREEMENT

 

In consideration of the recitals and of the mutual promises and covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lender, Borrowers, and Guarantors agree as follows:

 

1.                                 Maturity Date. The definition of “Maturity Date” located in Exhibit “D” of the Agreement is deleted in its entirety and replaced with the following:

 

“Maturity Date” means, as to each Loan, February 1, 2018, as it may be earlier terminated or extended in accordance with the terms hereof”

 

2.                                 Execution and Delivery. This Amendment may be executed in any number of counterparts, and all counterparts taken together shall constitute a single executed agreement. This Amendment may be delivered electronically, including, but not limited to, in the form of a facsimile copy, subsequently confirmed by delivery of the original executed document.

 

3.                                 Notice of Final Agreement. THIS AMENDMENT REPRESENTS THE FINAL AGREEMENT AMONG THE PARTIES AND MAY NOT BE CONTRADICTED BY

 

1











 

EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN LENDER AND ANY OF THE PARTIES.

 

IN WITNESS WHEREOF the parties have executed this Amendment this 29th day of March, 2013.

 

	
 
    	
ADMINISTRATIVE   AGENT and LENDER:
    
	
 
    	
 
    
	
 
    	
BANK OF AMERICA, N.A., a national banking
   association
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/ Michael E. Olson
    
	
 
    	
 
    	
Michael E. Olson, Senior   Vice President
    
	
 
    	
 
    
	
 
    	
LENDER:
    
	
 
    	
 
    
	
 
    	
REGIONS BANK,
   an Alabama corporation
    
	
 
    	
 
    
	
 
    	
By:
    	
 
    
	
 
    	
 
    	
B. Lynn Johnston, Sr.   Vice President
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/ John Cutcliff
    
	
 
    	
 
    	
John Cutcliff, Sr. Vice President
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
BORROWERS:
    
	
 
    	
 
    
	
 
    	
BHFS I, LLC, a Delaware   limited liability company
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/ Michael O’Hanlon 
    
	
 
    	
 
    	
Michael O’Hanlon 
    
	
 
    	
 
    	
President and Chief   Executive Officer
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
BHFS II, LLC, a Delaware limited liability
   company
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/ Michael O’Hanlon 
    
	
 
    	
 
    	
Michael O’Hanlon 
    
	
 
    	
 
    	
President and Chief   Executive Officer
    


 

2











 

	
 
    	
BHFS III, LLC, a Delaware limited liability
   company
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/ Michael O’Hanlon
    
	
 
    	
 
    	
Michael O’Hanlon 
    
	
 
    	
 
    	
President and Chief Executive Officer
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
BHFS IV, LLC, a Delaware limited liability
   company
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/ Michael O’Hanlon
    
	
 
    	
 
    	
Michael O’Hanlon 
    
	
 
    	
 
    	
President and Chief Executive Officer
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
BHFS THEATER, LLC, a Delaware limited liability
   company
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/ Michael O’Hanlon
    
	
 
    	
 
    	
Michael O’Hanlon 
    
	
 
    	
 
    	
President and Chief Executive Officer
    
	
 
    	
 
    
	
 
    	
BEHRINGER HARVARD FRISCO SQUARE LP,
   a Delaware limited partnership
    
	
 
    	
 
    
	
 
    	
 
    	
By:
    	
BP-FS GP, LLC, a Delaware limited liability
   company, its general partner
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
 
    	
By:
    	
/s/ Michael J. O’Hanlon
    
	
 
    	
 
    	
 
    	
Michael J. O’Hanlon, President and 
    
	
 
    	
 
    	
 
    	
Chief Executive Officer
    
						


 

3