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");
WHEREAS, Agent, Borrower, NYTC Member and New FC Member entered into that
certain Third Amendment to Building Loan Agreement, dated as of August 15, 2006
and filed with the Clerk's Office on October 24, 2006 (the "Third Amendment";
the Original Agreement, as modified by the First Amendment, the Second Amendment
and the Third Amendment, the "Agreement"; capitalized terms used herein but left
undefined shall have the meanings assigned to such terms in the Agreement);
WHEREAS, NYTC Member has requested, and Agent has agreed, that (i)
the NYTC
Units be released from the lien of the Building Loan Mortgage, (ii) NYTC Member
be removed as a co-borrower and (iii) NYTC Guarantor be released from its
guaranties; and
WHEREAS, Borrower, NYTC Member and FC Member have requested that certain other
changes to the Building Loan be made, and Agent has agreed to make such changes.
NOW, THEREFORE, in consideration of the mutual covenants and agreements
hereinafter set forth, Agent, for itself and on behalf of Lenders, Borrower,
NYTC Member and FC Member 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 FOLLOWING NEW DEFINED TERM IS HEREBY ADDED IMMEDIATELY AFTER
THE DEFINITION OF "ARCHITECT'S CONTRACT":
""Assigned Construction Documents" has the meaning given to such term in Section
7.58 hereof."
(B)
THE DEFINITION OF "BUILDING LOAN COSTS" IS HEREBY AMENDED BY
DELETING CLAUSE (C) THEREOF AND RE-LETTERING CLAUSE (D) THEREOF TO CLAUSE (C).
(C)
THE DEFINITION OF "COMMON ELEMENTS LEASEABLE SPACE" IS HEREBY
DELETED.
(D)
THE DEFINITIONS "EXTENSION LOAN", "EXTENSION LOAN DOCUMENTS",
"EXTENSION LOAN CONDITIONS", "EXTENSION LOAN INTERCREDITOR AGREEMENT" AND
"EXTENSION LOAN LENDER" ARE HEREBY DELETED.
(E)
THE DEFINITION OF "PERMITTED EXCEPTIONS" IS HEREBY AMENDED BY
DELETING THE PHRASE ", AND, AFTER THE NYTC UNITS REDEMPTION SHALL HAVE OCCURRED,
THE EXTENSION LOAN DOCUMENTS".
(F)
THE DEFINITION OF "PRO FORMA OPERATING EXPENSES" IS HEREBY
AMENDED BY DELETING THE PHRASE "AND THE EXTENSION LOAN" FROM CLAUSE (2) THEREOF.
2
(G)
THE DEFINITION OF "PROJECT LOAN AMOUNT" IS HEREBY AMENDED