Exhibit 10.1



 Exhibit 10.1 

FIRST AMENDMENT dated as of May 28, 2015 (this “Amendment”), to the Second
Amended and Restated Credit Agreement dated as of January 9, 2015 (the “Credit Agreement”), among CBRE SERVICES, INC., a Delaware corporation (the “U.S. Borrower”), CBRE LIMITED, a limited
company organized under the laws of England and Wales (with company no: 3536032) (the “U.K. Borrower”), CBRE LIMITED, a corporation organized under the laws of the province of New Brunswick (the “Canadian
Borrower”), CBRE PTY LIMITED, a company organized under the laws of Australia and registered in New South Wales (the “Australian Borrower”), CBRE LIMITED, a company organized under the laws of
New Zealand (the “New Zealand Borrower” and, together with the U.S. Borrower, the U.K. Borrower, the Canadian Borrower and the Australian Borrower, the “Borrowers), CBRE GROUP, INC., a Delaware
corporation (“Holdings”), the Lenders from time to time party thereto and CREDIT SUISSE AG, as administrative agent (in such capacity, the “Administrative Agent”) and as collateral agent (in such
capacity, the “Collateral Agent”) for the Lenders. 
 A. The Borrowers and Holdings have requested
that the Credit Agreement be amended as set forth herein. 
 B. The Required Lenders are willing to so amend the Credit
Agreement, on the terms and subject to the conditions set forth herein. 
 Accordingly, in consideration of the mutual
agreements herein contained and other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties hereto agree as follows: 

SECTION 1. Defined Terms; Interpretation; Etc. Capitalized terms used and not defined herein (including in the
introductory paragraphs above) shall have the meanings assigned to such terms in the Credit Agreement. Except as otherwise expressly provided herein, the rules of interpretation set forth in Section 1.02 of the Credit Agreement shall apply
mutatis mutandis to this Amendment. This Amendment shall be a “Loan Document” for all purposes of the Credit Agreement and the other Loan Documents. 

SECTION 2. Amendments to the Credit Agreement. Subject to the satisfaction or waiver of the conditions set forth
in Section 4 hereof, the Credit Agreement is hereby amended as follows: 
 (a) The definition of the
term “Security Documents” set forth in Section 1.01 of the Credit Agreement is hereby amended by deleting therefrom the words “or Section 9.19(c)”. 







 (b) Section 3.19 of the Credit Agreement is hereby amended
by deleting therefrom the words “and not re-pledged”. 
 (c) Section 5.09(c) of the Credit
Agreement is hereby amended by deleting therefrom the words “and until such time as Holdings and the Borrowers shall be required to reinstate the Collateral as provided in Section 9.19”. 

(d) Section 9.19(c) of the Credit Agreement is hereby amended by (I) replacing the semicolon at the
end of clause (4) thereof with a period, and (II) deleting the proviso following clause (4) thereof in its entirety. 

SECTION 3. Representations and Warranties. To induce the other parties hereto to enter into this
Amendment, each of the Borrowers and Holdings represents and warrants to the Administrative Agent, the Collateral Agent, the Issuing Banks and each of the Lenders that: 

(a) As of the Amendment Effective Date (as defined below), the representations and warranties set forth in
Article III of the Credit Agreement and in each other Loan Document are true and correct in all material respects on and as of the date hereof, except to the extent such representations and warranties expressly relate to an earlier date. 

(b) On and as of the Amendment Effective Date, no Default or Event of Default has occurred and is continuing.

 SECTION 4. Effectiveness. This Amendment shall become effective as of the date (the
“Amendment Effective Date”) on which the Administrative Agent shall have received duly executed counterparts of this Amendment that, when taken together, bear the signatures of (i) each of the Borrowers,
(ii) Holdings and (iii) the Required Lenders. 
 SECTION 5. Effect of this Amendment. Except as
expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of each of the Administrative Agent, the Collateral Agent, the Issuing Banks or the
Lenders under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document,
all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms,
conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit
Agreement specifically referred to herein. After the Amendment Effective Date, any reference to the Credit Agreement shall mean the Credit Agreement as modified hereby. 

  
 2 








 SECTION 6. Counterparts. This Amendment may be executed in
counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original but all of which when taken together shall constitute a single contract. Delivery of an executed signature page to this Amendment by
facsimile or other customary means of electronic transmission (e.g., “pdf”) shall be as effective as delivery of a manually signed counterpart of this Amendment. 

SECTION 7. Applicable Law. THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE
LAWS OF THE STATE OF NEW YORK. 
 SECTION 8. Headings. The Section headings used herein are for
convenience of reference only, are not part of this Amendment and are not to affect the construction of, or to be taken into consideration in interpreting, this Amendment. 

[Remainder of this page intentionally left blank] 

  
 3 








 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly
executed by their respective authorized officers as of the date first above written. 
  

			
	 CBRE SERVICES, INC.,

		
	     by
		     /s/ DEBERA FAN

			 Name: Debera Fan

			 Title:   Senior Vice President and Treasurer



  

			
	 CBRE GROUP, INC.,

		
	     by
		     /s/ DEBERA FAN

			 Name: Debera Fan

			 Title:   Senior Vice President and Treasurer




  
 [Signature
Page to First Amendment] 








 
			
	 CBRE LIMITED, a limited company organized under the laws of England and Wales,

		
	     by
		     /s/ PHILIP EMBUREY

			 Name: Philip Emburey

			 Title: Director

		
	     by
		     /s/ MARTIN LEWIS

			 Name: Martin Lewis

			 Title: Director




  
 [Signature
Page to First Amendment] 








 
			
	 CBRE LIMITED, a corporation organized under the laws of the province of New Brunswick,

		
	     by
		     /s/ JEFF COOK

			 Name: Jeff Cook

			 Title: Senior Vice President, Finance




  
 [Signature
Page to First Amendment] 








 
			
	 CBRE PTY LIMITED, a company organized under the laws of Australia,

		
	     by
		     /s/ ENDA FOLEY

			 Name: Enda Foley

			 Title: Director

		
	     by
		     /s/ NATALIE MARIE CRAIG

			 Name: Natalie Marie Craig

			 Title: Company Secretary




  
 [Signature
Page to First Amendment] 








 
			
	 CBRE LIMITED, a company organized under the laws of New Zealand,

		
	     by
		     /s/ BRENT DAVID MCGREGOR

			 Name: Brent David McGregor

			 Title: Director

		
	     by
		     /s/ ENDA FOLEY

			 Name: Enda Foley

			 Title: Director




  
 [Signature
Page to First Amendment] 








 
			
	 CREDIT SUISSE AG,

CAYMAN ISLANDS BRANCH,

individually and as Administrative Agent,

		
	     by
		     /S/ BILL O’DALY

			 Name: Bill O’Daly

			 Title:   Authorized Signatory

		
	     by
		     /S/ D. ANDREW MALETTA

			 Name: D. Andrew Maletta

			 Title:   Authorized Signatory




  
 [Signature
Page to First Amendment] 









											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: Bank of America, N.A.

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ RONALD ODLOZIL
		 		
							     Name:  Ronald Odlozil
		 		
							     Title:  Senior Vice President
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: JPMorgan Chase Bank, N.A.

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ CHIARA CARTER
		 		
							     Name:  Chiara Carter
		 		
							     Title:  Vice President
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		
                             
                                         
                      
		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: HSBC Bank USA, National Association

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ ANDREW HIETALA
		 		
							     Name:  Andrew Hietala
		 		
							     Title:  Senior Vice President
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: THE BANK OF NOVA SCOTIA

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ EUGENE DEMPSEY
		 		
							     Name:  Eugene Dempsey
		 		
							     Title:  Director
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: SCOTIABANC INC.

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ J.F. TODD
		 		
							     Name:  J.F. Todd
		 		
							     Title:  Managing Director
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 /s/ K. ZHOU
		 		
							 Name:  K. Zhou
		 		
							 Title:  Director
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: Scotiabank Europe Plc

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ JOHN O’CONNOR
		 		
							     Name:  John O’Connor
		 		
							     Title:  Director, Credit Risk Control
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 /s/ STEVE DOBSON
		 		
							 Name:  Steve Dobson
		 		
							 Title:  Director & Head of Execution
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: The Bank of Tokyo-Mitsubishi UFJ, Ltd.

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ CHARLES WILMOT
		 		
							     Name:  Charles Wilmot
		 		
							     Title:  Director
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: MUFG Union Bank, N.A.

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ CHARLES WILMOT
		 		
							     Name:  Charles Wilmot
		 		
							     Title:  Director
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: Wells Fargo Bank, N.A.

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ HAROLD LIM
		 		
							     Name:  Harold Lim
		 		
							     Title:  AVP
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: SANTANDER BANK, N.A.

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ PEDRO BELL ASTORZA
		 		
							     Name:  Pedro Bell Astorza
		 		
							     Title:  Senior Vice President
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: The Bank of New York Mellon

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ HELGA BLUM
		 		
							     Name:  Helga Blum
		 		
							     Title:  Managing Director
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: Branch Banking and Trust Company

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ ELIZABETH WILLIS
		 		
							     Name:  Elizabeth Willis
		 		
							     Title:  Vice President
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: PNC Bank N.A.

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ KENYA WILLIAMS
		 		
							     Name:  Kenya Williams
		 		
							     Title:  Senior Vice President
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: Societe Generale

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ RICHARD BERNAL
		 		
							     Name:  Richard Bernal
		 		
							     Title:  Managing Director
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: U.S. BANK NATIONAL ASSOCIATION

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ GLENN LEYRER
		 		
							     Name:  Glenn Leyrer
		 		
							     Title:  Vice President
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: Comerica Bank

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ MARK SKRZYNSKI
		 		
							     Name:  Mark Skrzynski
		 		
							     Title:  Vice President
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: Bank of Hawaii

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ MIKI IKEDA
		 		
							     Name:  Miki Ikeda
		 		
							     Title:  Vice President
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment] 








											
											 SIGNATURE PAGE TO THE FIRST AMENDMENT, DATED AS OF THE DAY AND YEAR FIRST WRITTEN ABOVE, RELATING TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED
AS OF JANUARY 9, 2015, OF CBRE SERVICES, INC.

				
			 TO EXECUTE THIS AMENDMENT AS A LENDER:
				
				
							
			  

  Name of

  Institution: KEYBANK NATIONAL ASSOCIATION

			 		 		 
						
											
		 	 	 	 	
					 by
		     /s/ GEOFF SMITH
		 		
							     Name:  Geoff Smith
		 		
							     Title:  Senior Vice President
		 		
		 	 	
			   For any Lender requiring a second signature line:
		 		
		 			 	
					 by
		 		 		
							 Name:
		 		
							 Title:
		 		
			 		 		 		 		

 [Signature Page to First Amendment]