Third Amendment to Amended and Restated Credit Agreement among Archstone Communities Trust and Lenders

Summary

This agreement is the third amendment to a credit agreement between Archstone Communities Trust and a group of financial institutions, including The Chase Manhattan Bank, Morgan Guaranty Trust Company, and Wells Fargo Bank. The amendment reduces the total loan commitment to $600 million, updates each lender's commitment and percentage, and confirms that all other terms of the original agreement remain in effect. The agreement is binding on all parties and governed by Texas law.

EX-10.1 2 0002.txt AGREEMENT & 3RD AMENDMENT EXHIBIT 10.1 AGREEMENT AND THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT THIS AGREEMENT and Third Amendment to Amended and Restated Credit Agreement, hereinafter referred to as this "Amendment", dated as of October 6, 2000, is made and entered into by and among ARCHSTONE COMMUNITIES TRUST, a Maryland real estate investment trust (the "Borrower"), the financial -------- institutions (including Chase, the Syndication Agent and the Documentation Agent, the "Lenders") which are now or may hereafter become signatories hereto, ------- THE CHASE MANHATTAN BANK, a New York banking corporation, successor by merger to CHASE BANK OF TEXAS, NATIONAL ASSOCIATION, a national banking association ("Chase"), as administrative agent for Lenders (in such capacity, "Agent"), ----- ----- MORGAN GUARANTY TRUST COMPANY OF NEW YORK, as syndication agent for Lenders (in such capacity, "Syndication Agent"), and WELLS FARGO BANK, NATIONAL ASSOCIATION, ----------------- as documentation agent for the Lenders (in such capacity, "Documentation ------------- Agent"). - ----- W I T N E S S E T H: ------------------- WHEREAS, the Borrower, the Agent, the Syndication Agent, the Documentation Agent and the Lenders have entered into an Amended and Restated Credit Agreement dated as of July 7, 1998 (the "Credit Agreement"); and WHEREAS, the Borrower, the Agent, the Syndication Agent, the Documentation Agent and the Lenders desire to amend the Credit Agreement in certain respects; NOW, THEREFORE, in consideration of the premises and the mutual agreements, representations and warranties herein set forth, and for other good and valuable consideration, the Borrower, the Agent, the Syndication Agent, the Documentation Agent and the Lenders do hereby agree as follows: Section 1. The aggregate Commitment is reduced to $600,000,000.00 --------- effective as of October 6, 2000. Each Lenders' Lender Commitment and its Percentage shall be as set forth opposite the Lender's name on its signature page of this Amendment. Section 2. Section 8.1(b)(ii) of the Credit Agreement is hereby amended to --------- be and read as follows: (ii) increase the Commitment above $600,000,000.00, Section 3. Borrower represents and warrants that the representations and --------- warranties contained in Section 4 of the Credit Agreement are true and correct in all material respects on and as of the date hereof as though made on and as of such date. Borrower hereby certifies that no event has occurred and is continuing which constitutes an Event of Default under the Credit Agreement or which upon the giving of notice or the lapse of time or both would constitute such an Event of Default. Section 4. Except as expressly amended hereby, the Credit Agreement and --------- the other Credit Documents shall remain in full force and effect. The Credit Agreement, as hereby amended, and all rights and powers created thereby or thereunder and under the other Credit Documents are in all respects ratified and confirmed and remain in full force and effect. Section 5. The term "Credit Agreement" as used in the Credit Agreement, --------- the other Credit Documents or any other instrument, document or writing furnished to the Agent or the Lenders by the Borrower shall mean the Credit Agreement as hereby amended. Section 6. This Amendment (a) shall be binding upon the Borrower, the --------- Agent and the Lenders and their respective successors and assigns (provided, however, no party may assign its rights hereunder except in accordance with the Credit Agreement); (b) may be modified or amended only in accordance with the Credit Agreement; (c) shall be governed by and construed in accordance with the laws of the State of Texas and the United States of America; (d) may be executed in several counterparts, and by the parties hereto on separate counterparts, and each counterpart, when so executed and delivered, shall constitute an original agreement, and all such separate counterparts shall constitute but one and the same agreement; and (e) embodies the entire agreement and understanding between the parties with respect to the subject matter hereof and supersedes all prior agreements, consents and understandings relating to such subject matter. IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be signed by their respective duly authorized officers, effective as of the date first set forth herein. ARCHSTONE COMMUNITIES TRUST By:_________________________ Name:_______________________ Title:______________________ 2 Lender Commitment $48,000,000.00 Percentage: 8.000000000% THE CHASE MANHATTAN BANK, as Agent and as a Lender By:_________________________ Name:_______________________ Title:______________________ 3 Lender Commitment $48,000,000.00 Percentage: 8.000000000% MORGAN GUARANTY TRUST COMPANY OF NEW YORK By:_________________________ Name:_______________________ Title:______________________ 4 Lender Commitment $53,333,000.00 Percentage: 8 ###-###-####% WELLS FARGO BANK, NATIONAL ASSOCIATION By:_________________________ Name:_______________________ Title:______________________ 5 Lender Commitment $32,000,000.00 Percentage: 5 ###-###-####% GUARANTY FEDERAL BANK, F.S.B. By:_________________________ Name:_______________________ Title:______________________ 6 Lender Commitment $16,000,000.00 Percentage: 2 ###-###-####% WELLS FARGO-SANTA FE By:_________________________ Name:_______________________ Title:______________________ 7 Lender Commitment $48,000,000.00 Percentage: 8.000000000% COMMERZBANK AKTIENGESELLSCHAFT, LOS ANGELES BRANCH By:_________________________ Name:_______________________ Title:______________________ By:_________________________ Name:_______________________ Title:______________________ 8 Lender Commitment $48,000,000.00 Percentage: 8.000000000% BANK OF AMERICA, N.A. By:_________________________ Name:_______________________ Title:______________________ 9 Lender Commitment $32,000,000.00 Percentage: 5 ###-###-####% FLEET NATIONAL BANK By:_________________________ Name:_______________________ Title:______________________ 10 Lender Commitment $20,000,000.00 Percentage: 3 ###-###-####% BANK HAPOALIM, B.M., San Francisco Branch By:_________________________ Name:_______________________ Title:______________________ By:_________________________ Name:_______________________ Title:______________________ 11 Lender Commitment $20,000,000.00 Percentage: 3 ###-###-####% BANK ONE, NA By:_________________________ Name:_______________________ Title:______________________ 12 Lender Commitment $28,000,000.00 Percentage: 4 ###-###-####% UNION BANK OF CALIFORNIA, N.A. By:________________________________ Name:______________________________ Title:_____________________________ 13 Lender Commitment $16,000,000.00 Percentage: 2 ###-###-####% BANK OF MONTREAL, CHICAGO BRANCH By:________________________________ Name:______________________________ Title:_____________________________ 14 Lender Commitment $20,000,000.00 Percentage: 3 ###-###-####% SUMMIT BANK By:________________________________ Name:______________________________ Title:_____________________________ 15 Lender Commitment $20,000,000.00 Percentage: 3 ###-###-####% DG BANK DEUTSCHE GENOSSENSCHAFTSBANK, CAYMAN ISLAND BRANCH By:________________________________ Name:______________________________ Title:_____________________________ 16 Lender Commitment $16,000,000.00 Percentage: 2 ###-###-####% DRESDNER BANK AG NEW YORK BRANCH By:________________________________ Name:______________________________ Title:_____________________________ By:________________________________ Name:______________________________ Title:_____________________________ 17 Lender Commitment $28,000,000.00 Percentage: 4 ###-###-####% WACHOVIA BANK, N.A. By:________________________________ Name:______________________________ Title:_____________________________ 18 Lender Commitment $32,000,000.00 Percentage: 5 ###-###-####% FIRST UNION NATIONAL BANK By:________________________________ Name:______________________________ Title:_____________________________ 19 Lender Commitment $16,000,000.00 Percentage: 2 ###-###-####% MELLON BANK, N.A. By:________________________________ Name:______________________________ Title:_____________________________ 20 Lender Commitment $8,000,000.00 Percentage: 1 ###-###-####% BANK OF IRELAND By:________________________________ Name:______________________________ Title:_____________________________ 21 Lender Commitment $20,000,000.00 Percentage: 3 ###-###-####% AMSOUTH BANK By:________________________________ Name:______________________________ Title:_____________________________ 22 Lender Commitment $20,000,000.00 Percentage: 3 ###-###-####% BAYERISCHE HYPOTHEKEN UND VEREINSBANK AG By:________________________________ Name:______________________________ Title:_____________________________ 23 Lender Commitment $10,667,000.00 Percentage: 1 ###-###-####% SOUTHTRUST BANK, NATIONAL ASSOCIATION By:________________________________ Name:______________________________ Title:_____________________________ 24