10)
50%
14,000,000
S
CMBS (BCORE COPT DC-15)
10%
6,980,000
S
CMBS (BCORE COPT DC-19)
10%
8,380,000
S
CMBS (BCORE COPT DC-21)
10%
4,890,000
S
2100 L Street Construction Loan 4)
15,650,154
95%
44,714,726
S
COPT's share of JV Debt
166,920,901
Add: Letters of Credit
4,215,787
Add: Capital Lease Obligations
413,763
Total Indebtedness
$
1,868,690,458
1) Outstanding Balance as of 12/31/19
2) COPLP providing 50% Springing Payment Guaranty only upon the ocurrence of
certain Trigger Events
3) COPLP providing full Payment Guaranty for this JV debt
4) COPLP providing 35% Payment Guaranty for this JV debt
--------------------------------------------------------------------------------
SCHEDULE 6.1(i)
Litigation
None.
--------------------------------------------------------------------------------
Schedule 6.1(y) - Unencumbered Assets
as of March 6, 2020
Address
Square Feet (if applicable)
--------------------------------------------------------------------------------
EXHIBIT A
FORM OF ASSIGNMENT AND ACCEPTANCE AGREEMENT
This Assignment and Acceptance Agreement (the "Assignment and Assumption") is
dated as of the Effective Date set forth below and is entered into by and
between [the][each] Assignor identified in item 1 below ([the][each, an]
"Assignor") and [the][each] 1 Assignee identified in item 2 below ([the][each,
an] "Assignee"). [It is understood and agreed that the rights and obligations of
[the Assignors][the Assignees]2 hereunder are several and not joint.]3
Capitalized terms used but not defined herein shall have the meanings given to
them in the Term Loan Agreement identified below (as amended, restated,
supplemented, or otherwise modified from time to time, the "Term Loan
Agreement"), receipt of a copy of which is hereby acknowledged by [the][each]
Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto
are hereby agreed to and incorporated herein by reference and made a part of
this Assignment and Assumption as if set forth herein in full.
For an agreed consideration, [the][each] Assignor hereby irrevocably sells and
assigns to [the Assignee][the respective Assignees], and [the][each] Assignee
hereby irrevocably purchases and assumes from [the Assignor][the respective
Assignors], subject to and in accordance with the Standard Terms and Conditions
and the Term Loan Agreement, as of the Effective Date inserted by the
Administrative Agent as contemplated below (i) all of [the Assignor's][the
respective Assignors'] rights and obligations in [its capacity as a
Lender][their respective capacities as Lenders] under the Term Loan Agreement
and any other documents or instruments delivered pursuant thereto to the extent
related to the amount and percentage interest identified below of all of such
outstanding rights and obligations of [the Assignor][the respective Assignors]
under the respective facilities identified below (including without limitation
any Guarantees included in such facilities), and (ii) to the extent permitted to
be assigned under Applicable Law, all claims, suits, causes of action and any
other right of [the Assignor (in its capacity as a Lender)][the respective
Assignors (in their respective capacities as Lenders)] against any Person,
whether known or unknown, arising under or in connection with the Term Loan
Agreement, any other documents or instruments delivered pursuant thereto or the
loan transactions governed thereby or in any way based on or related to any of
the foregoing, including, but not limited to, contract