Exhibit 10.8


THIRD
AMENDMENT TO BUILDING LOAN AGREEMENT


By and Among


THE NEW YORK
TIMES BUILDING LLC

having an address at

One MetroTech Center North

Brooklyn, New York  11201


NYT REAL
ESTATE COMPANY LLC

having an address c/o

The New York Times Company

229 West 43rd Street

New York, New York 10036


FC EIGHTH AVE.,
LLC

having an address at

One MetroTech Center North

Brooklyn, New York 11201


and


CAPMARK
FINANCE INC.

having an address at

100 South Wacker Drive, Suite 400

Chicago, Illinois  60606,

as agent


Dated as of August
15, 2006


	
  Property Location:

  	
  Eighth Avenue between 40th and 41st Street, New York, New York

  
	
  Lot:

  	
  Lots 1001 through 1058 (formerly Lot 1)

  
	
  Block:

  	
  1012

  
	
  Section:

  	
  4

  



Please return time-stamped certified copy to:

Paul, Weiss, Rifkind, Wharton & Garrison LLP

1285 Avenue of the Americas

New York, New York 10019

Attention: Harris B. Freidus, Esq.









 



THIRD AMENDMENT TO BUILDING LOAN AGREEMENT


THIS THIRD AMENDMENT TO
BUILDING LOAN AGREEMENT (this “Amendment”)
is made and entered into as of the 15 day of August, 2006 by and among CAPMARK
FINANCE INC. (formerly known as GMAC Commercial Mortgage Corporation), a
California corporation, with an address at 100 South Wacker Drive, Suite 400,
Chicago, Illinois 60606 or any successor thereto, as agent (including as
successor to Initial Agent (as hereinafter defined)) (including any of its
successors and assigns as agent, “Agent”) for
itself and any other co-lenders as may exist from time to time
(collectively, including any successors and assigns, “Lenders”
and each individually, a “Lender”), THE
NEW YORK TIMES BUILDING LLC, a New York limited liability company with an
address at One MetroTech Center North, Brooklyn, New York 11201 (including any
successors and assigns permitted in accordance with the Agreement (as
hereinafter defined), “Borrower”),
NYT REAL ESTATE COMPANY LLC, a New York limited liability company with an
address c/o The New York Times Company, 229 West 43rd Street, New York, New York 10036 (including
any successors and assigns permitted in accordance with the Agreement, “NYTC Member”) and FC EIGHTH AVE.,
LLC, a Delaware limited liability company with an address at One MetroTech
Center North, Brooklyn, New York 11201 (including any successors and assigns
permitted in accordance with the Agreement, “New
FC Member”).


W I T N E S S
E T H :


WHEREAS, Borrower, the
New York State Urban Development Corporation d/b/a Empire State Development
Corporation, a corporate governmental agency of the State of New York
constituting a political subdivision and public benefit corporation, as initial
agent (“Initial Agent”), and Agent,
for itself and on behalf of Lenders, entered into that certain Building Loan
Agreement, dated as of June 25, 2004 and filed in the City Clerk’s Office (the “Clerk’s Office”) on July 26, 2004, under
index number 188 (the “Original Agreement”; all capitalized terms used herein
but left undefined shall have the meanings assigned to such terms in the Original
Agreement), pursuant to which each Lender severally agreed to lend to Borrower
its pro rata share of $170,529,479 for the purposes of constructing a project
to be located on the premises more particularly described on Exhibit A hereto;


WHEREAS, pursuant to that
certain Assignment and Assumption (Building Loan) by Initial Agent to Agent,
dated as of June 25, 2004 and filed in the Clerk’s Office on July 26, 2004 under
index number 189 and recorded in the Office of the City Register of New York
County on December 2, 2004 as CRFN # 2004000746024, Initial Agent assigned all
of its right, title and interest in the Original Agreement to Agent;


WHEREAS, Agent and
Borrower entered into that certain First Amendment to Building Loan Agreement,
dated as of December 8, 2004 and filed with the Clerk’s Office on
December 10, 2004 (the “First Amendment”);


WHEREAS, Agent and
Borrower entered into that certain Second Amendment to Building Loan Agreement,
dated as of June 22, 2006 and filed with the















 


Clerk’s Office on June 22,
2006 (the “Second Amendment”; the
Original Agreement, as modified by the First Amendment and the Second
Amendment, the “Agreement”);


WHEREAS, on or about the
date hereof, FC Lion LLC, a New York limited liability company which is a
member of Borrower (“FC Member”),
will be withdrawing from Borrower and New FC Member will be replacing it;


WHEREAS, on or about the
date hereof, the Premises are being subjected to a condominium regime and in
connection therewith the NYTC Units are being conveyed to NYTC Member and the
FC Units are being conveyed to New FC Member;


WHEREAS, after such
conveyance, ING Member will not have any equity interest in New FC Member;


WHEREAS, in connection
with such withdrawals and conveyances, the Borrower has requested, among other
things, that FC Member and ING Member be released of their respective
obligations under the Loan Documents;


WHEREAS, in connection
with the transfer of the NYTC Units and the FC Units, the lessee’s interest in
the Ground Lease held by Borrower is being conveyed to Ground Lessor and
accordingly Borrower no longer has an ownership interest in the Premises;


WHEREAS, in light of the
fact that the Borrower will have no ownership interest in the Premises, Lender
has requested that NYTC Member and New FC Member join together, jointly and
severally with Borrower, as co-borrowers, and NYTC Member and New FC Member
have agreed; and


WHEREAS, in order to
permit the foregoing, Borrower has requested, and Agent has agreed, to further
modify the Agreement.


NOW, THEREFORE, in
consideration of the mutual covenants and agreements hereinafter set forth,
Agent, for itself and on behalf of Lenders, and Borrower hereby agree as
follows:


1.             Recitals.  The foregoing recitals are hereby
incorporated into this Amendment as if more particularly set forth herein.


2.             Amendments to
Building Loan Agreement.


(a)           The
definition of “Building Loan Documents” is hereby amended by adding the
following prior to the period at the end of the first sentence:


“and, if and when
executed, the documents delivered by the condominium association pursuant to
Section 7.46(a)(1) of this Agreement”.



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(b)           The
following definition is added after the definition of Condominium Act:


““Condominium Assignment” has the
meaning given to such term in Section 7.46(a)(1) hereof.”


(c)           The
following definition is added after the definition of Condominium Floor Plan:


““Condominium Security Documents” has
the meaning given to such term in Section 7.46(a)(1) hereof.”


(d)           The
term “FC Member” shall mean FC Eighth Ave., LLC, a Delaware limited liability
company; provided, however, that references to the FC Member in definitions
referring to contracts or other instruments entered into prior to the date
hereof shall continue to refer FC Lion LLC, a New York limited liability
company.


(e)           The
definition of “FC Operating Agreement” is hereby deleted in its entirety and
inserted in lieu thereof is the following:


““FC Operating Agreement” means that
certain Limited Liability Company Agreement of FC Eighth Ave., LLC dated as of
August     , 2006 between FC 42 Hotel, LLC and NYT Real
Estate Company LLC.”


(f)            The
definitions “ING” and “ING Member” are hereby deleted and all references to
ING, the ING Member and the Mezzanine Loan are hereby deleted; provided,
however, that references to ING and ING Member in definitions referring to
contracts or other instruments entered into prior to the date hereof shall
remain.


(g)           The
definition of “NYTC Units Redemption” is hereby deleted and all references to
the NYTC Units Redemption are hereby deleted and replaced with a reference to
the “NYTC Units Release”.


(h)           A
new defined term is hereby added immediately after the definition of “NYTC
Units Budget”:


““NYTC Units Release” means the
release of the NYTC Units from the lien of the Building Loan Mortgage in
accordance with Section 7.46(a) hereof.”


(i)            All
references to “Premises” shall be deemed to mean the premises demised to New FC
Member and NYTC Member pursuant to the Severance Subleases to which each is a
party, and the Improvements thereon.



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(j)            Section 7.19
of the Agreement is hereby amended by deleting the first parenthetical phrase
contained therein.


(k)           Section
7.30(c) of the Agreement is hereby amended by (i) deleting clause (i)
thereof, (ii) deleting clause (vi) thereof and (iii) deleting
the phrase “to which FC Member is a party” in clause (vii) thereof.


(l)            Section 7.30(d)
of the Agreement is hereby amended by adding the phrase “, the NYTC Board of
Directors” after the phrase “the Board of Managers”.


(m)          Section 7.32(b)
of the Agreement is hereby amended by (i) deleting the phrase “Section 5.06(d)(3),
Section 8.02(a) and Section 8.02(b)(ii) of the FC Operating Agreement”
in clause (ii) thereof, (ii) deleting the phrase “(A)” and deleting
all of the words appearing after the phrase “shall not be Permitted Transfers”
in clause (ii) thereof, (iii) adding the phrase “or the NYTC Units”
after the phrase “FC Units” in clause (iv) thereof and (iv) deleting
clause (v) thereof.


(n)           Section 7.33
of the Agreement is hereby amended by deleting the phrase “distributions to ING
Member under Sections 3.02(a)(2) and 3.02(d)(2) of the FC Operating
Agreement and distributions pursuant to Section 3.02(c) of the FC
Operating Agreement”.


(o)           Section 7.35
of the Agreement is hereby amended by deleting the phrase “FC” appearing in
clause (vi) thereof.


(p)           Section 7.46
of the Agreement is hereby deleted in its entirety and inserted in lieu thereof
is the following:


“SECTION 7.46                    NYTC
Units Release Provisions.  (a) Provided
that no Noticed Default or Event of Default exists under any Building Loan
Document or Project Loan Document, upon the satisfaction of the following
conditions, (x) the releases and terminations referred to in
Section 7.46(c) hereof shall be effectuated, (y) Agent shall modify
the liens of the Building Loan Mortgage and Project Loan Mortgage so that there
shall exist a second priority mortgage encumbering solely the FC Units, which
mortgage shall be in the amount of the Extension Loan (and the Building Loan
Notes and Project Loan Notes shall also be appropriately severed to reflect the
same) and (z) Agent and Lenders shall assign such mortgages (and such
severed notes) applicable to the FC Units to Extension Loan Lender:


(1)           the
condominium association shall have (A) collaterally assigned its rights to
Leases of lobby spaces and agreed to deposit all Rents therefrom (solely to the
extent of distributions therefrom to which FC Member would be entitled) into
one of the Collection Accounts (the “Condominium
Assignment”) and (B)



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collaterally
assigned the rights to excess casualty proceeds (to the extent of FC Member’s
interest therein) to Agent for the benefit of Agent and Lenders (the documents
referred to the foregoing clauses (A) and (B) being collectively referred to as
the “Condominium Security
Documents”), in each case pursuant to an agreement in
form and substance reasonably satisfactory to Agent and Agent shall have
received an opinion of counsel reasonably satisfactory to Agent as to the due
authorization, execution and delivery and enforceability of such agreements and
such other customary matters with respect thereto as Agent may reasonably
require;


(2)           Core
and Shell Completion shall have been achieved;


(3)           A
temporary certificate of occupancy for each of the Units (which may be a zero
occupancy or core and shell temporary certificate of occupancy) shall have been
issued;


(4)           Agent
shall have received not less than thirty (30) days’ prior notice of
the proposed release;


(5)           the
NYTC Units will constitute one or more tax lots separate and distinct from the
tax lot or lots applicable to the portion of the Premises encumbered by the
lien of the remaining Building Loan Mortgage;


(6)           Agent
shall have received by wire transfer of immediately available funds (A) an
amount sufficient (after application of such amount in accordance with
Section 7.46(b) below) to reduce the Remaining Loan Amount to
$200,500,000.00 (less any prior principal prepayments pursuant to
Section 2.06 of the Building Loan Mortgage and Section 2.06 of the
Project Loan Mortgage); and (B) all amounts required by clauses (x) and
(y) of the first sentence of Section 3.12 hereof, which amounts shall be
applied as provided in Section 7.46(b) below;


(7)           Borrower
shall have paid all reasonable, third-party out of pocket costs and expenses
incurred by Agent in connection with such severance, assignment and release
(including reasonable attorneys’ fees and disbursements);


(8)           Agent
shall have received an endorsement to the existing title policy to the effect
that the applicable modifications of the Building Loan Mortgage and the Project
Loan Mortgage and the assignments and releases shall not cause a subordination,
in whole or in part, of the Building Loan Mortgage and Project Loan Mortgage as
they affect the remaining Units;


(9)           Borrower
shall have paid any mortgage tax or transfer taxes due, and properly completed
and submitted any required tax forms, in connection with the entering into of
the Extension Loan and the NYTC Units Release;



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(10)         Borrower
and FC Member shall have executed and delivered to Agent new replacement
Building Loan Notes with Borrower and FC Member as co-borrowers;


(11)         Borrower
shall have delivered to Agent all of the documents executed in connection with
the Extension Loan, which documents shall be in form and substance satisfactory
to Agent, and an intercreditor agreement between Extension Loan Lender and
Agent, for itself and on behalf of Lenders, with respect to the Extension Loan
(the “Extension Loan Intercreditor Agreement”),
substantially in the form attached hereto as Exhibit R;
and


(12)         Agent
shall have received such other opinions, documents, certificates, instruments,
or assurances (including, without limitation, any new UCC-1 Financing
Statements) as Agent may reasonably request in connection with the actions and
events described in this Section 7.46(a).


(b)           At
the option of NYTC Member, amounts received by Agent under clause (6) of
Section 7.46(a), shall, at NYTC Member’s option, (i) be immediately
used to prepay the Outstanding Principal and all accrued and unpaid interest
thereon in accordance with Section 3.12 hereof, or (ii) pursuant to
an agreement between NYTC Member and Agent reasonably satisfactory to Agent, be
held by Agent as additional collateral for the Building Loan and Project Loan
until a date selected by NYTC Member that is not later than the first Business
Day of the next succeeding month (and Borrower or NYTC Member shall also
deposit with Agent interest on such amount that will accrue through such date),
on which date such amounts (plus any interest earned thereon) shall be applied
to prepay the Outstanding Principal and accrued and unpaid interest in
accordance with Section 3.12 hereof. 
Notwithstanding the foregoing, any amounts paid pursuant to clause (6)
of this Section 7.46(b) in excess of the then Maximum Amount-NYTC shall be
disbursed to NYTC Member.


(c)           Upon
the fulfillment of the conditions set forth in Section 7.46(a), (i) the
NYTC Units shall be released of record from the liens of the Building Loan
Mortgage and Project Loan Mortgage and from the Building Loan Assignment of
Leases and Project Loan Assignment of Leases, (ii) the Assignment of
Contracts – NYTC Member and the NYTC Non-Recourse Carveouts Guaranty shall be
deemed to have been automatically terminated and NYTC Guarantor and NYTC Member
shall have no further liability under the Building Loan Documents or the
Project Loan Documents, (iii) the Severance Sublease to which NYTC Member
is a party shall be released of record from the lien of the Building Loan
Mortgage and Project Loan Mortgage, (iv) all references, covenants,
representations and warranties applicable to, or with respect to,



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NYTC Member in the
remaining Building Loan Documents shall be deemed to have been automatically
terminated, (v) Agent shall cause the Lenders to return to NYTC Member the
existing Building Loan Notes, marked cancelled and (vi) Agent shall return
to NYTC Member the conditional resignations executed by each of the managers of
the NYTC Board of Directors (as such term is defined in the Condominium
Declaration).


(d)           The
assignments of mortgages and endorsements of notes made pursuant to this
Section 7.46 shall be made without representations or warranties from, or
recourse to, Agent or the respective holders thereof; provided, however, that
Agent or such holder shall represent and warrant (x) that it owns each
note and mortgage being assigned free and clear of all liens and encumbrances
and (y) the outstanding principal amount of each note.


(e)           Agent
agrees to execute and deliver such additional agreements and instruments, as
may from time to time be reasonably requested by any Borrower Entity in order
to effectuate fully the transactions contemplated by and agreements made in
this Section 7.46.  All out-of-pocket
costs and expenses incurred by Agent in connection with such execution and
delivery shall be Reimbursable Costs.”


(q)           Section 7.50
of the Agreement is hereby deleted in its entirety and inserted in lieu thereof
is the following (and Agent hereby acknowledges that the conditions specified
in Section 7.50 (as amended hereby) have been satisfied):


“SECTION 7.50                    Transfer
of Units.  Provided that no Noticed
Default or Event of Default exists under any Building Loan Document or Project
Loan Document, Agent shall permit each of the FC Units to be transferred to the
FC Member and each of the NYTC Units to be transferred to the NYTC Member, upon
satisfaction of the following conditions:


(a)           the
Condominium Documents shall have been filed in the appropriate offices and the
condominium thereunder validly created under the Condominium Act, all of the
conditions set forth in Section 7.30(c) shall have been met and there
shall be no remaining legal restrictions under the Condominium Documents or
under applicable law to the conveyance and redemption of such Unit;


(b)           Agent
shall have received not less than ten (10) Business Days’ prior notice of
the proposed conveyance and redemption;



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(c)           the
applicable Unit will constitute one or more tax lots separate and distinct from
the tax lot or lots applicable to the other portions of the Premises;


(d)           Borrower
shall have paid all out-of-pocket costs and expenses of Agent in connection
with such conveyance and redemption and the other activities described in this
Section 7.50;


(e)           the
FC Member and NYTC Member shall have executed such documents of assumption with
respect to the Building Loan as Agent may reasonably require (including,
without limitation, an assumption of recourse liability to FC Member and NYTC
Member as co-borrowers with Borrower);


(f)            each
of FC Member and NYTC Member shall have delivered evidence satisfactory to
Agent that its articles of organization shall contain the covenants set forth
in Section 7.36 hereof, mutatis  mutandis;


(g)           Borrower
shall have paid all transfer taxes applicable to such conveyance and
redemption;


(h)           Agent
shall have received such assurances as Agent shall reasonably require to the
effect that the conveyance shall not affect the validity or priority of the
Building Loan Mortgage or Project Loan Mortgage; and


(i)            Agent
shall have received such opinions (but not a non-consolidation opinion), documents,
certificates, instruments or assurances as Agent may reasonably request.”


(r)            References
to the Ground Lease in Sections 7.55 and 10.07 of the Agreement are hereby
deemed deleted.  Borrower, NYTC Member
and New FC Member each agree that, notwithstanding that certain obligations of
NYTC Member and New FC Member under the Severance Subleases have been assumed
by the Board of Managers of The New York Times Building Condominium, for purposes
of the Building Loan Documents (including without limitation, Section 7.55
of the Building Loan Agreement) such assumption shall be ignored, and such
assumed obligations shall continue to be obligations of NYTC Member and New FC
Member.


(s)           Section 9.01(s)
of the Agreement is hereby amended by deleting the word “or” appearing at the
end thereof.


(t)            Section 9.01(t)
of the Agreement is hereby amended by deleting the period at the end thereof
and inserting “; or” in lieu thereof.


(u)           The
following is inserted at the end of Section 9.01 of the Agreement:


“(u)         if
the condominium association shall fail (i) to deposit within two (2)
Business Days after notice any amount



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required to be
deposited by the Condominium Assignment or (ii) to duly keep, perform and
observe any other covenants contained in the Condominium Security Documents
within thirty (30) days from the date upon which Agent gives notice of such
failure; provided that, in the case of clause (ii) of this Section 9.01(u)
only, in the event such failure is curable but is not susceptible of cure
within such thirty (30) day period, it shall not be a default hereunder in the
event that the condominium association commences cure within such thirty (30)
day period and diligently prosecutes such cure to completion within one hundred
twenty (120) days of the expiration of such thirty (30) day period.  All determinations of whether any failure is
curable or susceptible to cure within such thirty (30) day period shall be made
by Agent.”


(v)           Section 11.04
of the Agreement is hereby amended by (i) deleting the notice addresses of
INGREDUS Site 8 South LLC, (ii) changing the attention person for
Agent to George Hernandez and (iii) deleting Agent’s telecopy number and
inserting in lieu thereof “(312) 845-8623”.


(w)          All
references in the Agreement and all Exhibits thereto to GMAC Commercial
Mortgage Corporation shall be deemed to be reference to Capmark Finance Inc.


(x)            The
Recitals of Exhibit R to the Agreement are hereby deleted in their
entirety and inserted in lieu thereof is the following:


“A.          The New York Times Building
LLC (“Original Borrower”), New York
State Urban Development Corporation d/b/a Empire State Development Corporation,
as initial agent, for itself and for the benefit of Lenders, and Agent, for
itself and on behalf of Lenders, entered into that certain Building Loan Agreement
and that certain Project Loan Agreement, each dated as of June 25, 2004
(collectively, as the same may have been or will be revised, restated, amended
or modified from time to time, the “Senior Loan Agreements”;
capitalized terms used herein without definition shall have he meanings
assigned to such terms in the Senior Loan Agreements), pursuant to which Lender
agreed to advance to Original Borrower loans in the original maximum aggregate
principal amount of $320,000,000.00 (collectively, the “Senior
Loan”).


B.            Pursuant to the Senior
Loan Agreements, Borrower executed that certain Ground Leasehold Building Loan
Mortgage, Assignment of Leases and Security Agreement and Subordination
Agreement and that certain Ground Leasehold Project Loan Mortgage, Assignment
of Leases and Security Agreement and Subordination Agreement (collectively, as
the same may have been or will be revised, restated, amended or modified from
time to time, the “Original Senior Loan



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Mortgages”) encumbering the
Property more particularly described as Exhibit A hereto (the “Property”).


C.            The Property was
subjected to a condominium regime on or about August 15, 2006, and in
connection therewith the liens of the Original Senior Loan Mortgages were
spread to include the Severance Subleases and the Ground Lease was released
therefrom, and NYTC Member and FC Member joined in with the Original Borrower
under the Senior Loan Agreements and the other Loan Documents as co-borrowers (collectively
the “Senior Loan Documents”).


D.            On the date hereof,
(a) the Severance Sublease entered into by NYTC Member is being released
from the lien of the Original Senior Loan Mortgages (so that thereafter the
Original Senior Loan Mortgages will encumber only the Severance Subleases (the “FC Severance Subleases”) entered by FC Member (“Borrower”), (b) Borrower will remain as the sole
obligor under the Senior Loan Documents and (c) the Original Senior Loan
Mortgages are being severed, so that four mortgages shall exist, and two of
such mortgages (the “Subordinate Mortgages”)
are being assigned to Subordinate Lender to secure a loan (the “Subordinate Loan”) being made to
Borrower in the principal amount of $              .  The Original Senior Loan Mortgages, as so
severed to encumber the FC Severance Subleases are hereinafter referred to as
the “Senior Mortgages”).


E.             Subordinate Lender
and Senior Lender desire to establish by this Agreement their respective rights
and obligations between each other as well as the relative priorities of their rights
and remedies with respect to the Senior Loan and the Subordinate Loan.”


(y)           Section 8
of Exhibit R to the Agreement is hereby amended by changing the attention
person for Capmark (shown as GMAC Commercial Mortgage Corporation in such
Exhibit) to George Hernandez.


3.             Building Loan
Restructuring Documents.  The
following documents, together with this Amendment, shall hereinafter be
referred to collectively as the “Building
Loan Restructuring Documents” and, notwithstanding anything to
the contrary in the Agreement, all of the Building Loan Restructuring Documents
shall be Building Loan Documents:


(a)           Replacement
Building Loan Notes. Those certain Building Loan Notes of even date
herewith from Borrower, New FC Member and NYTC Member in favor of (i) HSH
Nordbank AG in the principal amount of $27,977,492.65, (ii) Agent in the
principal amount of $82,600,216.39, (iii) Capmark Bank (formerly known as GMAC
Commercial Mortgage Bank) in the principal amount of $31,974,277.31 and
(iv) Hypo Real Estate Capital Corporation in the principal amount of
$27,977,492.65;



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(b)           Joinders
and Reaffirmations.


(i)            The
Joinder Agreement and Reaffirmation from NYTC Member in favor of Agent for the
benefit of Agent and Lenders, dated as of even date herewith;


(ii)           The
Joinder Agreement by New FC Member in favor of Agent for the benefit of Agent
and Lenders, dated as of even date herewith;


(iii)          The
Reaffirmation of Guaranties by FC Guarantor in favor of Agent for the benefit
of Agent and Lenders, dated as of even date herewith;


(iv)          The
Reaffirmation of Guaranties by NYTC Guarantor in favor of Agent for the benefit
of Agent and Lenders, dated as of even date herewith; and


(v)           The
Modification and Reaffirmation of Disbursement Agreement by Disbursement Agent
to Agent for the benefit of Agent and Lenders, dated as of even date herewith.


(c)           Mortgage
Modification.  The Mortgage Spreader
and Release Agreement (BLA) by Borrower, NYTC Member and New FC Member in favor
of Agent for the benefit of Agent and Lender, dated as of even date herewith.


(d)           Condominium
Documents.


(i)            The
Conditional Collateral Assignment of Declarant’s Rights by NYTC Member in favor
of Agent for the benefit of Agent and Lenders, dated as of even date herewith;
and


(ii)           The
Conditional Collateral Assignment of Declarant’s Rights by New FC Member in
favor of Agent for the benefit of Agent and Lenders, dated as of even date
herewith.


4.             Conditions to
Agreement.  The obligation of Agent
to execute and deliver this Agreement and the other Building Loan Restructuring
Documents to which it is a party and the effectiveness of this Amendment and
the other Building Loan Restructuring Documents shall be subject to the
following conditions precedent:


(a)           Payment
of Fees.  Borrower shall have paid
all costs and expenses associated with the Building Loan Restructuring
Documents as provided in Section 7.06(a) of the Agreement;


(b)           Building
Loan Restructuring Documents.  The
Building Loan Restructuring Documents, in form and substance satisfactory to
Agent, shall have been duly executed and delivered by the parties thereto and
shall be in full force and effect, and Agent shall have received originals
thereof; 



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(c)           Lenders.  All of the Lenders shall have consented to
this Amendment and all of the Lenders shall have executed and delivered this
Amendment;


(d)           Legal
Opinions.  Agent shall have received
opinions addressed to Agent, in form and substance satisfactory to Agent and
Agent’s counsel, from counsel satisfactory to Agent as to such matters as Agent
shall request;


(e)           Organizational
Documents.  Agent shall have received
copies of all organizational documentation related to NYTC Member, NYTC
Guarantor, New FC Member and FC Guarantor as Agent may request and/or their
formation, structure, existence, good standing and/or qualification to do
business, as Agent may request, including such resolutions and/or consents and
incumbency certificates as may be requested by Agent, certified in each case by
the applicable Borrower Entity;


(f)            Financial
Condition.  There shall have been no
material adverse change in the financial condition of any Borrower Entity since
June 25, 2004;


(g)           Ownership
Structure Chart.  Agent shall have
received a chart showing all direct and indirect ownership interests in NYTC
Member and New FC Member (but not including any direct or indirect ownership
interests in either Guarantor provided that the shares of such Guarantor are
listed on a nationally recognized exchange), to the extent required by Agent,
in form and substance acceptable to Agent and certified by the applicable
Member, as true, complete and correct in all respects as of the date hereof;


(h)           Searches.  To the extent required by Agent, current tax
lien, pending litigation, bankruptcy, judgment lien and Uniform Commercial Code
searches against Borrower, NYTC Member and New FC Member, in such jurisdictions
and offices as Agent shall designate. 
Such searches shall not have revealed any lien, litigation, bankruptcy
or filing against any such entities other than those acceptable to Agent;


(i)            Notices.  All notices required by any Governmental
Authority or by any applicable Legal Requirements to be filed prior to or on
the date of this Agreement in connection with the Project or the Building Loan
shall have been filed;


(j)            Proceedings.  All proceedings in connection with the
transactions contemplated by this Amendment and the other Building Loan
Restructuring Documents shall be satisfactory to Agent and Agent’s counsel, and
Agent shall have received all information and such counterpart originals or
certified copies of such documents and such other certificates, opinions or
documents as Agent and Agent’s counsel may require;


(k)           Formation
of Condominium.  The Condominium
Documents shall have been filed (or will immediately following the execution of
this Amendment be filed) in the appropriate offices and the condominium thereunder
validly created under the Condominium Act and there shall be no remaining legal
restrictions under the Condominium Documents or under applicable law to the
conveyance and redemption of the Units;



 12
 






 



(l)            Tax
Lots.  Agent shall have received
evidence satisfactory to it that each Unit constitutes one or more tax lots
separate or distinct from the tax lot or lots applicable to the other portions
of the Premises;


(m)          SPE
Covenants.  Each Member shall have
delivered evidence satisfactory to Agent that its articles of organization
contain the covenants set forth in Section 7.36 of the Agreement, mutatis  mutadis;


(n)           Transfer
Taxes.  Agent shall have received
evidence satisfactory to it that Borrower shall have paid all transfer taxes,
if any, applicable to the conveyance of the Units;


(o)           Title
Matters.  Agent shall have received a
mortgagee title insurance policy in the principal amount of the Building Loan
and Agent shall have received such title endorsements, affirmative insurance or
other title assurances as Agent shall require (including without limitation,
the endorsement in the form set forth in Exhibit N to the Agreement and
the letter in the form set forth in Exhibit O to the Agreement);


(p)           No
Default.  No Noticed Default or Event
of Default shall exist under any Building Loan Document or Project Loan
Document;


(q)           Resignations.  Each of the Managers of the Condo Association
shall have resigned pursuant to a conditional resignation in the form of
Exhibit Q to the Agreement;


(r)            Condominium
Opinion.  Agent shall have received
the opinion required by Section 7.30(c)(iv) of the Agreement;


(s)           Insurance.  Agent shall have received certificates of
insurance evidencing the insurance required by the Building Loan Mortgage;


(t)            Lease
Assignment.  The Lease Assignment
shall have been duly executed and delivered; and


(u)           Other
Deliveries.  Agent shall have
received such other opinions, documents, certificates, or assurances
(including, without limitation, any new UCC-1 Financing Statements) as Agent
may require.


5.             Representations
and Warranties of Borrower Entities. 
Each of Borrower, NYTC Member and New FC Member represents and warrants
that: (a) the Building Loan Restructuring Documents to which it is a party are
in all respects valid and legally binding obligations, enforceable against it
in accordance with their respective terms (subject to the effects of
bankruptcy, insolvency, reorganization, moratorium or other similar laws
affecting the enforcement of creditors’ rights generally); (b) the Building
Loan Documents to which it is a party are not subject to any right of
rescission, set-off, counterclaim or defense by it, including the defense of
usury, and it has not asserted any right of rescission, set-off, counterclaim
or defense with respect to the



 13
 






 



Building Loan Documents
to which it is a party; (c) the execution and delivery by it of the Building
Loan Restructuring Documents to which it is a party do not, and the performance
and observance by it of its respective obligations thereunder will not,
contravene or result in a breach of or default under (i) any provision of its
organizational documents, (ii) any Legal Requirements applicable to it or to
the Mortgaged Property or the use or operation thereof, (iii) any decree or
judgment binding on it or its assets, or (iv) any agreement or instrument
binding on it or its assets; (d) it has full power, right and authority to
execute, deliver and perform its obligations under the Building Loan
Restructuring Documents to which it is a party; (e) each Building Loan Restructuring
Document to which it is a party has been duly authorized, executed and
delivered by all necessary parties on behalf of it; and (f) all
Governmental Approvals and all third party consents and approvals which are
required to have been obtained to date in connection with the valid execution,
delivery and performance of this Agreement and the other Building Loan
Restructuring Documents to which it is a party have been obtained and are in
full force and effect.  Each of Borrower
and NYTC Member represent and warrant that there has been no material adverse
change since June 25, 2004 in its financial condition.


6.             Representations
and Warranties of New FC Member.  New
FC Member shall be deemed to have made all of the representations and
warranties contained in the Building Loan Documents made by FC Member, either
individually or as part of the Borrower Entities.


7.             No Release.  Nothing contained in this Amendment or in any
of the other Building Loan Restructuring Documents shall be constructed as a
release of Borrower with respect to its obligations under the Loan Documents,
and Borrower hereby acknowledges and agrees that its obligations and
liabilities under the Loan Documents to which it is a party are in full force
and effect, are hereby ratified and confirmed, and shall continue in full force
and effect upon all of the terms and conditions set forth therein.


8.             Governing
Law.  This Amendment shall be
governed and construed in accordance with the laws of the State of New York
applicable to contracts made and performed solely within such State.


9.             Successors
and Assigns.  The provisions
contained in this Amendment shall be binding upon and shall inure to the
benefit of the parties hereto and their successors and assigns.  


10.           Ratification.  The Agreement, as amended hereby, is hereby
ratified and confirmed in all respects.


11.           Amendments.  Neither this Amendment nor any provision
hereof may be changed, waived, discharged or terminated orally, but only by
instrument in writing signed by the party against whom enforcement of the
change, waiver, discharge or termination is sought.



 14
 






 



12.           Counterparts.  This Amendment may be executed in any number
of counterparts, each of which, when executed and delivered, shall be an
original, but such counterparts shall together constitute one and the same
instrument.


13.           Lien Law Statement.  Borrower represents and warrants that no
provision of this Amendment decreases the funds available for the payment of
all contractors and materialman as shown in the Section 22 Lien Law
Affidavit attached to the Second Amendment.


[signature
pages follow]



 15















IN WITNESS WHEREOF, Borrower, Agent, on
behalf of Lenders, New FC Member and NYTC Member have executed this Amendment
on the date first above written.


	
  

  	
  BORROWER:

  
	
   

  	
   

  
	
   

  	
  THE NEW YORK TIMES BUILDING LLC

  
	
   

  	
   

  
	
   

  	
  By:

  	
  FC Eighth Ave., LLC, member

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  FC 42 Hotel LLC, its managing member

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  FCDT Corp., its managing member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  By:

  	
  /s/ David L. Berliner

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Name: David L. Berliner

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Title: Sr. Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  NYT Real Estate Company LLC, member

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Kenneth Richieri

  	
   

  
	
   

  	
   

  	
   

  	
  Name: Kenneth Richieri

  
	
   

  	
   

  	
   

  	
  Title: Manager

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  AGENT:

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  CAPMARK FINANCE INC., as Agent

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ George Hernandez

  	
   

  
	
   

  	
   

  	
  Name: GEORGE HERNANDEZ

  
	
   

  	
   

  	
  Title: VICE PRESIDENT

  
								



[SIGNATURES CONTINUE ON NEXT PAGE]










 



 


	
  

  	
  NEW FC MEMBER:

  
	
   

  	
   

  
	
   

  	
  FC EIGHTH AVE., LLC

  
	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  FC 42 Hotel LLC, its managing member

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  FCDT Corp., its managing member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  By:

  	
  /s/ David L. Berliner

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Name: David L. Berliner

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Title: Sr. Vice President

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  NYTC MEMBER:

  
	
   

  	
   

  
	
   

  	
  NYT REAL ESTATE COMPANY LLC

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Kenneth Richieri

  	
   

  
	
   

  	
   

  	
  Name: Kenneth Richieri

  	
   

  
	
   

  	
   

  	
  Title: Manager

  	
   

  
									



THE UNDERSIGNED ARE EXECUTING THIS

AMENDMENT TO INDICATE THEIR AGREEMENT

AS LENDERS TO THIS AMENDMENT AND THE

OTHER BUILDING LOAN RESTRUCTURING

DOCUMENTS:


	
  HYPO REAL ESTATE CAPITAL
  CORPORATION

  
	
   

  
	
   

  
	
  By:

  	
  /s/ Patricia
  Mattoon

  	
   

  
	
   

  	
  Name: Patricia
  Mattoon

  	
   

  
	
   

  	
  Title: Director

  	
   

  
	
   

  
	
   

  
	
  By:

  	
  /s/ Roy Chin

  	
   

  
	
   

  	
  Name: ROY CHIN

  	
   

  
	
   

  	
  Title: MANAGING
  DIRECTOR

  	
   

  











 



 


	
  HSH NORDBANK AG, NEW YORK
  BRANCH

  
	
   

  
	
   

  
	
  By:

  	
  /s/ Gregory J.
  Nuber

  	
   

  
	
   

  	
  Name: Gregory J.
  Nuber

  	
   

  
	
   

  	
  Title:

  	
  Senior Vice
  President

  	
   

  
	
   

  	
   

  	
  HSH Nordbank,
  New York Branch

  	
   

  
	
   

  
	
   

  
	
  By:

  	
  /s/ Jack V.
  Confusione

  	
   

  
	
   

  	
  Name: Jack V.
  Confusione

  	
   

  
	
   

  	
  Title:

  	
  Senior Vice
  President

  	
   

  
	
   

  	
   

  	
  Deputy Head of
  Real Estate

  	
   

  
	
   

  	
   

  	
  HSH Nordbank AG,
  New York Branch

  	
   

  
	
   

  
	
   

  
	
  CAPMARK BANK

  
	
   

  
	
   

  
	
  By:

  	
  /s/ George
  Hernandez

  	
   

  
	
   

  	
  Name: GEORGE
  HERNANDEZ

  	
   

  
	
   

  	
  Title: VICE
  PRESIDENT

  	
   

  











 



 


	
  STATE OF NEW YORK

  	
  )

  
	
   

  	
  ) ss.:

  
	
  COUNTY OF NEW YORK

  	
  )

  



On the 9th day of August in the year 2006 before me, the
undersigned, personally appeared David L. Berliner personally known to me or
proved to me on the basis of satisfactory evidence to be the individual whose
name is subscribed to the within instrument and acknowledged to me that he
executed the same in his capacity, and that by his signature on the instrument,
the individual, or the person upon behalf of which the individual acted,
executed the instrument.


	
   

  	
   

  
	
  

  	
   

  
	
   

  	
  /s/ Gita Tiku

  
	
   

  	
  Notary Public

  
	
   

  	
   

  
	
   

  	
  GITA TIKU

  Notary Public, State of New York

  No. 01TI6133463

  Qualified in New York County

  Commission Expires September 19, 2009

  











 



 


	
  STATE OF NEW YORK

  	
  )

  
	
   

  	
  )  ss.:

  
	
  COUNTY OF NEW
  YORK

  	
  )

  



On the 9th day of August in the year 2006 before me, the
undersigned, personally appeared Kenneth Richieri personally known to me or
proved to me on the basis of satisfactory evidence to be the individual whose
name is subscribed to the within instrument and acknowledged to me that he
executed the same in his capacity, and that by his signature on the instrument,
the individual, or the person upon behalf of which the individual acted,
executed the instrument.


	
   

  	
   

  
	
  

  	
   

  
	
   

  	
  /s/ Gita Tiku

  
	
   

  	
  Notary Public

  
	
   

  	
   

  
	
   

  	
  GITA TIKU

  Notary Public, State of  New York

  No. 01TI6133463

  Qualified in New York County

  Commission Expires September 19, 2009

  



 

















 


 


	
  STATE OF ILLINOIS

  	
  )

  
	
   

  	
  )  ss.:

  
	
  COUNTY OF COOK

  	
  )

  



On the 7 day of Aug in the year 2006 before me, the
undersigned, personally appeared George Hernandez personally known to me or
proved to me on the basis of satisfactory evidence to be the individual whose
name is subscribed to the within instrument and acknowledged to me that he
executed the same in his capacity, and that by his signature on the instrument,
the individual, or the person upon behalf of which the individual acted,
executed the instrument.


	
   

  	
   

  
	
  

  	
   

  
	
   

  	
  /s/ Cathleen M
  Reynolds

  
	
   

  	
  Notary Public

  
	
   

  	
   

  
	
   

  	
  OFFICIAL SEAL

  CATHLEEN M REYNOLDS

  NOTARY PUBLIC - STATE OF ILLINOIS

  MY COMMISSION EXPIRES: 06/22/08

  










 



 


	
  STATE OF NEW YORK

  	
  )

  
	
   

  	
  )  ss.:

  
	
  COUNTY OF NEW
  YORK

  	
  )

  



On the 8 day of August in the year 2006 before me, the
undersigned, personally appeared Patricia Mattoon, Director personally known to
me or proved to me on the basis of satisfactory evidence to be the individual
whose name is subscribed to the within instrument and acknowledged to me that
he executed the same in his capacity, and that by his signature on the
instrument, the individual, or the person upon behalf of which the individual
acted, executed the instrument.


	
   

  	
   

  
	
  

  	
   

  
	
   

  	
  /s/ Christina
  Velez

  
	
   

  	
  Notary Public

  
	
   

  	
   

  
	
   

  	
  CHRISTINA VELEZ

  Notary Public, State of New York

  No. 01VE6127137

  Qualified in Kings County

  Commission Expires May 23, 2009

  










 



 


	
  STATE OF NEW YORK

  	
  )

  
	
   

  	
  )  ss.:

  
	
  COUNTY OF NEW
  YORK

  	
  )

  



On the 8 day of August in the year 2006 before me, the
undersigned, personally appeared Roy Chin, Managing Director personally known
to me or proved to me on the basis of satisfactory evidence to be the
individual whose name is subscribed to the within instrument and acknowledged
to me that he executed the same in his capacity, and that by his signature on
the instrument, the individual, or the person upon behalf of which the
individual acted, executed the instrument.


	
   

  	
   

  
	
  

  	
   

  
	
   

  	
  /s/ Christina
  Velez

  
	
   

  	
  Notary Public

  
	
   

  	
   

  
	
   

  	
  CHRISTINA VELEZ

  Notary Public, State of New York

  No. 01VE6127137

  Qualified in Kings County

  Commission Expires May 23, 2009

  










 



 


	
  STATE OF NEW YORK

  	
  )

  
	
   

  	
  )  ss.:

  
	
  COUNTY OF NASSAU

  	
  )

  



On the 7 day of August in the year 2006 before me, the
undersigned, personally appeared Gregory J. Nuber personally known to me or
proved to me on the basis of satisfactory evidence to be the individual whose
name is subscribed to the within instrument and acknowledged to me that he
executed the same in his capacity, and that by his signature on the instrument,
the individual, or the person upon behalf of which the individual acted,
executed the instrument.


	
   

  	
   

  
	
  

  	
   

  
	
   

  	
  /s/ Monica
  Kleinertz

  
	
   

  	
  Notary Public

  
	
   

  	
   

  
	
   

  	
  MONICA KLEINERTZ

  NOTARY PUBLIC, State of New York

  No. 01KL6143927

  Qualified in Nassau County

  Commission Expires April 24, 2010

  










 



 


	
  STATE OF NEW YORK

  	
  )

  
	
   

  	
  )  ss.:

  
	
  COUNTY OF NASSAU

  	
  )

  



On the 7 day of August in the year 2006 before me, the
undersigned, personally appeared Jack V. Confusione personally known to me or
proved to me on the basis of satisfactory evidence to be the individual whose
name is subscribed to the within instrument and acknowledged to me that he
executed the same in his capacity, and that by his signature on the instrument,
the individual, or the person upon behalf of which the individual acted,
executed the instrument.


	
   

  	
   

  
	
  

  	
   

  
	
   

  	
  /s/ Monica
  Kleinertz

  
	
   

  	
  Notary Public

  
	
   

  	
   

  
	
   

  	
  MONICA KLEINERTZ

  NOTARY PUBLIC, State of New York

  No. 01KL6143927

  Qualified in Nassau County

  Commission Expires April 24, 2010

  



 















 


Exhibit A


The Condominium Units (hereinafter called the “Units”)
in the building (hereinafter called the “Building”) known as The New York Times
Building Condominium and by the street address 620 Eighth Avenue, Borough of
Manhattan, City, County and State of New York, said Units being designated and
described as set forth on Schedule 1 herein and in that certain declaration,
dated as of August 4, 2006 made by The New York Times Building LLC pursuant to
Article 9-B of the Real Property Law of the State of New York (hereinafter
called the “Condominium Act”) establishing condominium ownership of the
Building and the land (hereinafter called the “Land”) upon which the Building
is situate (which Land is more particularly described below and by this reference made a part hereof), which
declaration was recorded in the New York County Office of the Register of The
City of New York (the “City Register’s Office”) on August 15, 2006, as CRFN
2006000460293, (which declaration, and any amendments thereto, are hereinafter collectively
called the “Declaration”). The Units are also designated as Tax Lot Nos. as set
forth on Schedule 1 herein, in Block 1012 of Section 4 of the Borough of
Manhattan on the Tax Map of the Real Property Assessment Bureau of The
City of New York and on the Floor Plans of the Building filed with the Real
Property Assessment Bureau of The City of New York on August 14, 2006 as
Condominium Plan No. 1595 and also filed in the City Register’s Office of New
York County on August 15, 2006 as Condominium CRFN 2006000460294.


TOGETHER with an undivided percentage interest as set
forth in Schedule C herein, respectively, in the Common Elements (as such term
is defined in the Declaration) of The New York Times Building Condominium;


The Land area of the Condominium is more particularly
described as follows:


ALL that certain plot, piece
or parcel of land, situate, lying and being in the Borough of Manhattan,
County of New York, City and State of New York, bounded and described as
follows:


BEGINNING at the corner formed by the intersection of
the northerly line of West 40th Street with the easterly line of 8th Avenue;


RUNNING THENCE northerly along said easterly line of 8th Avenue, 197 feet 6 inches to the corner formed
by the intersection of the easterly side of 8th Avenue with the southerly line of West 41st Street;


THENCE easterly along said southerly line of West 41st Street, 400 feet;


THENCE southerly and parallel to said easterly line of
8th Avenue, 197 feet 6 inches to the northerly line of West 40th Street;


THENCE westerly along said northerly line of West 40th Street, 400 feet to the point or place of
BEGINNING.









 



Schedule l


Description of
Units


	
  Unit Designation

  	
   

  	
  Tax Lot

  	
   

  	
  Percentage Interest In

  Common Elements

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  0-A

  	
   

  	
  1001

  	
   

  	
  0.66%

  	
   

  
	
  0-B

  	
   

  	
  1002

  	
   

  	
  0.41%

  	
   

  
	
  1-A

  	
   

  	
  1003

  	
   

  	
  2.01%

  	
   

  
	
  1-B

  	
   

  	
  1004

  	
   

  	
  0.28%

  	
   

  
	
  1-C

  	
   

  	
  1005

  	
   

  	
  0.29%

  	
   

  
	
  1-D

  	
   

  	
  1006

  	
   

  	
  0.44%

  	
   

  
	
  1-E

  	
   

  	
  1007

  	
   

  	
  0.07%

  	
   

  
	
  1-F

  	
   

  	
  1008

  	
   

  	
  0.64%

  	
   

  
	
  2-A

  	
   

  	
  1009

  	
   

  	
  4.78%

  	
   

  
	
  3-A

  	
   

  	
  1010

  	
   

  	
  4.76%

  	
   

  
	
  4-A

  	
   

  	
  1011

  	
   

  	
  4.56%

  	
   

  
	
  5-A

  	
   

  	
  1012

  	
   

  	
  1.64%

  	
   

  
	
  6-A

  	
   

  	
  1013

  	
   

  	
  1.73%

  	
   

  
	
  7-A

  	
   

  	
  1014

  	
   

  	
  1.73%

  	
   

  
	
  8-A

  	
   

  	
  1015

  	
   

  	
  1.73%

  	
   

  
	
  9-A

  	
   

  	
  1016

  	
   

  	
  1.73%

  	
   

  
	
  10-A

  	
   

  	
  1017

  	
   

  	
  1.73%

  	
   

  
	
  11-A

  	
   

  	
  1018

  	
   

  	
  1.73%

  	
   

  
	
  12-A

  	
   

  	
  1019

  	
   

  	
  1.73%

  	
   

  
	
  13-A

  	
   

  	
  1020

  	
   

  	
  1.73%

  	
   

  
	
  14-A

  	
   

  	
  1021

  	
   

  	
  1.74%

  	
   

  
	
  15-A

  	
   

  	
  1022

  	
   

  	
  1.40%

  	
   

  
	
  16-A

  	
   

  	
  1023

  	
   

  	
  1.75%

  	
   

  
	
  17-A

  	
   

  	
  1024

  	
   

  	
  1.72%

  	
   

  
	
  18-A

  	
   

  	
  1025

  	
   

  	
  1.77%

  	
   

  
	
  19-A

  	
   

  	
  1026

  	
   

  	
  1.77%

  	
   

  
	
  20-A

  	
   

  	
  1027

  	
   

  	
  1.77%

  	
   

  
	
  21-A

  	
   

  	
  1028

  	
   

  	
  1.77%

  	
   

  
	
  22-A

  	
   

  	
  1029

  	
   

  	
  1.77%

  	
   

  
	
  23-A

  	
   

  	
  1030

  	
   

  	
  1.77%

  	
   

  
	
  24-A

  	
   

  	
  1031

  	
   

  	
  1.77%

  	
   

  
	
  25-A

  	
   

  	
  1032

  	
   

  	
  1.77%

  	
   

  
	
  26-A

  	
   

  	
  1033

  	
   

  	
  1.77%

  	
   

  
	
  27-A

  	
   

  	
  1034

  	
   

  	
  1.77%

  	
   

  
	
  28-A

  	
   

  	
  1035

  	
   

  	
  0.44%

  	
   

  
	
  28-B

  	
   

  	
  1036

  	
   

  	
  0.25%

  	
   

  
	
  29-A

  	
   

  	
  1037

  	
   

  	
  1.77%

  	
   

  
	
  30-A

  	
   

  	
  1038

  	
   

  	
  1.84%

  	
   

  
	
  31-A

  	
   

  	
  1039

  	
   

  	
  1.84%

  	
   

  
	
  32-A

  	
   

  	
  1040

  	
   

  	
  1.84%

  	
   

  
	
  33-A

  	
   

  	
  1041

  	
   

  	
  1.84%

  	
   

  
	
  34-A

  	
   

  	
  1042

  	
   

  	
  1.84%

  	
   

  
	
  35-A

  	
   

  	
  1043

  	
   

  	
  1.84%

  	
   

  
	
  36-A

  	
   

  	
  1044

  	
   

  	
  1.84%

  	
   

  
	
  37-A

  	
   

  	
  1045

  	
   

  	
  1.84%

  	
   

  
	
  38-A

  	
   

  	
  1046

  	
   

  	
  1.84%

  	
   

  
	
  39-A

  	
   

  	
  1047

  	
   

  	
  1.84%

  	
   

  
	
  40-A

  	
   

  	
  1048

  	
   

  	
  1.84%

  	
   

  
	
  41-A

  	
   

  	
  1049

  	
   

  	
  1.84%

  	
   

  
	
  42-A

  	
   

  	
  1050

  	
   

  	
  1.84%

  	
   

  
	
  43-A

  	
   

  	
  1051

  	
   

  	
  1.84%

  	
   

  
	
  44-A

  	
   

  	
  1052

  	
   

  	
  1.84%

  	
   

  
	
  45-A

  	
   

  	
  1053

  	
   

  	
  1.77%

  	
   

  
	
  46-A

  	
   

  	
  1054

  	
   

  	
  1.89%

  	
   

  
	
  47-A

  	
   

  	
  1055

  	
   

  	
  1.89%

  	
   

  
	
  48-A

  	
   

  	
  1056

  	
   

  	
  1.89%

  	
   

  
	
  49-A

  	
   

  	
  1057

  	
   

  	
  1.89%

  	
   

  
	
  50-A

  	
   

  	
  1058

  	
   

  	
  1.89%

  	
   

  
	
  TOTAL:
  58

  	
   

  	
   

  	
   

  	
  100.00%