LOAN AGREEMENT Dated as of August 27, 2004 Between TRIZEC 333 LA, LLC as Borrower and MORGAN STANLEY MORTGAGE CAPITAL INC. and METROPOLITAN LIFE INSURANCE COMPANY collectively, as LenderLoan Agreement • April 7th, 2014 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
THIS LOAN AGREEMENT, dated as of August 27, 2004 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), by and between MORGAN STANLEY MORTGAGE CAPITAL INC., a New York corporation, having an address at 1221 Avenue of the Americas, 27th Floor, New York, New York 10020 (“Morgan” and METROPOLITAN LIFE INSURANCE COMPANY, a New York corporation, having an address at 10 Park Avenue, Morristown, New Jersey 07962 (“MetLife”); and together with Morgan, collectively, “Lender”), and TRIZEC 333 LA, LLC, a Delaware limited liability company, having an address at 233 South Wacker Drive, Suite 4600, Chicago, Illinois 60606 (“Borrower”).
BROOKFIELD DTLA FUND OFFICE TRUST INVESTOR INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • November 4th, 2013 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • Maryland
This INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [Execution Date], by and between Brookfield DTLA Fund Office Trust Investor, Inc., a Maryland corporation (the “Company”), and [Name of Indemnitee] (the “Indemnitee”).
LOAN AGREEMENT between MAGUIRE PROPERTIES – 777 TOWER, LLC, a Delaware limited liability company, as Borrower and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, WELLS FARGO SECURITIES, LLC, as Sole Lead Arranger and Sole Bookrunner...Loan Agreement • March 26th, 2020 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
LOAN AGREEMENT Dated as of August 7, 2014 among 333 SOUTH HOPE CO. LLC and 333 SOUTH HOPE PLANT LLC collectively, as Borrower,Loan Agreement • March 31st, 2015 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
THIS LOAN AGREEMENT, dated as of August 7, 2014 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), among WELLS FARGO BANK, NATIONAL ASSOCIATION, having an address at Wells Fargo Center, 1901 Harrison Street, 2nd Floor, MAC A02227 020 Oakland, California 94612 (together with its successors and/or assigns, “WFB”), CITIGROUP GLOBAL MARKETS REALTY CORP., a New York corporation, having an address at 388 Greenwich Street, 19th Floor, New York, New York 10013 (together with its successors and/or assigns, “Citi”; WFB and Citi, individually and/or collectively, as the context may require, “Lender”), 333 SOUTH HOPE CO. LLC (“333 Hope”) and 333 SOUTH HOPE PLANT LLC (“333 Plant”), each a Delaware limited liability company, having an address at c/o Brookfield Properties Inc., Brookfield Place, 250 Vesey Street, 15th Floor, New York, NY 10281, (333 Hope and/or 333 Plant, individually and collectively, as the context may require, together with ea
LIMITED LIABILITY COMPANY AGREEMENT OF BROOKFIELD DTLA FUND PROPERTIES III LLCLimited Liability Company Agreement • April 1st, 2019 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of Brookfield DTLA Fund Properties III LLC, a Delaware limited liability company (the “Company”), dated as of October 15, 2013, is entered into by and among Brookfield DTLA Fund Properties II LLC, a Delaware limited liability company (the “Managing Member”) and the Persons whose names are set forth on Exhibit A attached hereto, as the Members, together with any other Persons who become Members in the Company as provided herein.
MEZZANINE B LIMITED RECOURSE GUARANTYBrookfield DTLA Fund Office Trust Investor Inc. • March 25th, 2021 • Real estate investment trusts
This MEZZANINE B LIMITED RECOURSE GUARANTY (“Guaranty”) is made this 5th day of February, 2021, by BROOKFIELD DTLA HOLDINGS LLC, a Delaware limited liability company, having an office at c/o Brookfield Properties, 250 Vesey Street, 15th Floor, New York, New York 10281 (the “Guarantor”), in favor of SBAF MORTGAGE FUND I/LENDER, LLC, having its principal place of business at 801 Grand Avenue, Des Moines, Iowa (together with its successors, transferees and assigns, the “Lender”).
MEZZANINE A LIMITED RECOURSE GUARANTYLimited Recourse Guaranty • March 25th, 2021 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts
This MEZZANINE A LIMITED RECOURSE GUARANTY (“Guaranty”) is made this 5th day of February, 2021, by BROOKFIELD DTLA HOLDINGS LLC, a Delaware limited liability company, having an office at c/o Brookfield Properties, 250 Vesey Street, 15th Floor, New York, New York 10281 (the “Guarantor”), in favor of CITIGROUP GLOBAL MARKETS REALTY CORP., a New York corporation, having an address at 388-390 Greenwich Street, Tower Floor 8, New York, New York 10013 (“Citi”) and MORGAN STANLEY MORTGAGE CAPITAL HOLDINGS LLC, a New York limited liability company, having an address at 1585 Broadway, New York, New York 10036 (“MS”; together with Citi and their respective successors, transferees and assigns, the “Lender”).
GUARANTY OF RECOURSE OBLIGATIONSBrookfield DTLA Fund Office Trust Investor Inc. • March 20th, 2017 • Real estate investment trusts • New York
This GUARANTY OF RECOURSE OBLIGATIONS (this “Guaranty”) is executed as of July 11, 2016 by BROOKFIELD DTLA HOLDINGS LLC, a Delaware limited liability company, as guarantor, having an address at 250 Vesey Street, 15th floor, New York, New York 10281-1023 (“Guarantor”), for the benefit of DEUTSCHE BANK AG, NEW YORK BRANCH, a branch of Deutsche Bank AG, a German Bank, authorized by the New York Department of Financial Services, having an address at 60 Wall Street, 10th Floor, New York, New York 10005 (“DB”), and of BARCLAYS BANK PLC, a public company registered in England and Wales, having an address at 745 Seventh Avenue, New York, New York 10019 (“Barclays”, collectively with DB, together with their respective successors and/or assigns, “Lender”).
MEZZANINE A LOAN AGREEMENT Dated as of September 21, 2018 Between NORTH TOWER MEZZANINE, LLC, as Borrower and MIRAE ASSET DAEWOO CO., LTD., as LenderMezzanine a Loan Agreement • April 1st, 2019 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
MEZZANINE B LOAN AGREEMENT Dated as of September 21, 2018 Between NORTH TOWER MEZZANINE II, LLC, as Borrower and CITI GLOBAL MARKETS REALTY CORP., as LenderMezzanine B Loan Agreement • April 1st, 2019 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
THIS MEZZANINE B LOAN AGREEMENT, dated as of September 21, 2018, (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), between CITIGROUP GLOBAL MARKETS REALTY CORP., having an address at 388 Greenwich Street, 6th Floor, New York, New York 10023 (in its capacity as mezzanine Lender with respect to the Loan (as defined below) together with its successors and/or assigns, “Lender”) and NORTH TOWER MEZZANINE II, LLC, a Delaware limited liability company, having its principal place of business at 250 Vesey Street, New York, New York 10281 (together with its successors and/or assigns, “Borrower”).
LOAN AGREEMENT Dated as of September 21, 2018 Among NORTH TOWER, LLC, as Borrower THE FINANCIAL INSTITUTIONS PARTY HERETO AND THEIR ASSIGNEES UNDER SECTION 18.15, as Lenders, CITIBANK, N.A., as Administrative Agent and CITIGROUP GLOBAL MARKETS INC....Loan Agreement • April 1st, 2019 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
LIMITED RECOURSE GUARANTYBrookfield DTLA Fund Office Trust Investor Inc. • April 1st, 2019 • Real estate investment trusts
THIS LIMITED RECOURSE GUARANTY (“Guaranty”) is made this 21st day of September, 2018, by BROOKFIELD DTLA HOLDINGS LLC, a Delaware limited liability company (the “Guarantor”), in favor of CITIBANK, N.A., as administrative agent for Lenders (defined below) (in such capacity, together with its successors, transferees and assigns, the “Administrative Agent”) and each of the Lenders.
GUARANTYBrookfield DTLA Fund Office Trust Investor Inc. • April 1st, 2019 • Real estate investment trusts • California
This GUARANTY (“Guaranty”) is executed as of February 6, 2018, by BROOKFIELD DTLA HOLDINGS LLC, a Delaware limited liability company (“Guarantor”), in favor of METROPOLITAN LIFE INSURANCE COMPANY, a New York corporation (“Lender”), with reference to the following facts:
LIMITED GUARANTYLimited Guaranty • March 26th, 2020 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
THIS LIMITED GUARANTY (this “Guaranty”) is made as of October 31, 2019, by BROOKFIELD DTLA HOLDINGS LLC, a Delaware limited liability company (“Guarantor”) in favor of Wells Fargo Bank, National Association, as Administrative Agent on behalf of the Lenders (together with its successors and assigns, “Administrative Agent”) and each of the Lenders party to the Loan Agreement (as defined below).
MEZZANINE LIMITED GUARANTYMezzanine Limited Guaranty • March 26th, 2020 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
THIS MEZZANINE LIMITED GUARANTY (this “Guaranty”) is made as of October 31, 2019, by BROOKFIELD DTLA HOLDINGS LLC, a Delaware limited liability company (“Guarantor”) in favor of MESA WEST CORE LENDING FUND, LLC, a Delaware limited liability company (together with its successors and assigns, “Lender”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • April 7th, 2014 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) is dated as of January 2, 2014, between Wells Fargo Bank, National Association (“Assignor”) and PNC Bank, National Association (“Assignee”).
North Tower, LLC c/o Brookfield PropertiesLoan Agreement • March 25th, 2021 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts
Reference is hereby made to that certain loan (with a maximum committed balance of $400,000,000) issued pursuant to that certain Loan Agreement dated as of September 21, 2018 (the “Loan Agreement”), between North Tower, LLC (“Borrower”), Citibank, N.A. (“Administrative Agent”), Citigroup Global Markets Inc. and Natixis, New York Branch, collectively, as Lead Arranger, and the Financial Institutions Party listed therein, as Lenders. Capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Loan Agreement.
MEZZANINE LOAN AGREEMENT between and MESA WEST CORE LENDING FUND, LLC, a Delaware limited liability company, as Lender Entered into as of October 31, 2019 LOAN NO. 19-022Mezzanine Loan Agreement • March 26th, 2020 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
NON-RECOURSE CARVEOUT GUARANTYNon-Recourse Carveout Guaranty • March 20th, 2017 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
THIS NON-RECOURSE CARVEOUT GUARANTY (this “Guaranty”) is executed as of December 2, 2016 by BROOKFIELD DTLA HOLDINGS LLC, a Delaware limited liability company (together with its successors and assigns, collectively, “Guarantor”), for the benefit of H/2 FINANCIAL FUNDING I LLC, a Delaware limited liability company (together with its successors and assigns, and such co-lenders as may exist from time to time, collectively, “Lender”).
MEZZANINE LOAN AGREEMENT between EYP MEZZANINE, LLC, a Delaware limited liability company, as Borrower and RVP MEZZ DEBT 1 LLC, a Delaware limited liability company as Lender Entered into as of March 29, 2018Loan Agreement • April 1st, 2019 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
THIS MEZZANINE LOAN AGREEMENT (“Agreement”) dated as of March 29, 2018 by and among EYP MEZZANINE, LLC, a Delaware limited liability company (“Borrower”) and RVP MEZZ DEBT 1 LLC, a Delaware limited liability company (together with its successors and assigns, “Lender”).
After Recording Return To: Thompson & Knight L.L.P. One Arts PlazaSecond Extension and Modification Agreement • March 27th, 2018 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • Texas
COMPLETION GUARANTYCompletion Guaranty • April 1st, 2019 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts
THIS COMPLETION GUARANTY (“Guaranty”) is made this 21st day of September, 2018, by BROOKFIELD DTLA HOLDINGS LLC, a Delaware limited liability company (the “Guarantor”), in favor of CITIBANK, N.A., as administrative agent for Lenders (defined below) (in such capacity, together with its successors, transferees and assigns, the “Administrative Agent”) and each of the Lenders.
PROMISSORY NOTEPromissory Note • March 31st, 2015 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • Texas
August 7, 2014Brookfield DTLA Fund Office Trust Investor Inc. • March 31st, 2015 • Real estate investment trusts
WELLS FARGO BANK, NATIONAL ASSOCIATION and CITIGROUP GLOBAL MARKETS REALTY CORP., collectively, as beneficiary DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILINGSecurity Agreement and Fixture Filing • March 31st, 2015 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
This Security Instrument is given to Lender to secure a certain loan (the “Loan”) advanced pursuant to that certain Loan Agreement between Borrower and Lender, dated as of the date hereof (as the same may have been or may be amended, restated, replaced, supplemented or otherwise modified from time to time, the “Loan Agreement”), which such Loan is evidenced by, among other things, those certain Promissory Notes, each dated as of the date hereof, executed by Borrower in connection with the Loan Agreement in the aggregate principal amount of $400,000,000.00 (together with all extensions, renewals, replacements, restatements or other modifications thereof, whether one or more being hereinafter collectively referred to as the “Note”) the last payment under which is due on the “Maturity Date” set forth in the Loan Agreement, which shall in no event be later than September 6, 2024;
CONSENT AND ACKNOWLEDGMENT AGREEMENTConsent and Acknowledgment Agreement • April 7th, 2014 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
THIS CONSENT AND ACKNOWLEDGMENT AGREEMENT (this “Agreement”) is entered into as of this 15th day of October 2013, by and among U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE, SUCCESSOR-IN-INTEREST TO BANK OF AMERICA, N.A., AS TRUSTEE FOR THE REGISTERED HOLDERS OF GS MORTGAGE SECURITIES CORPORATION II, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2007-GG10 (“Lender”); NORTH TOWER, LLC, a Delaware limited liability company (“Borrower”); MPG OFFICE, L.P., a Maryland limited partnership (f/k/a Maguire Properties, L.P.) (“Old Guarantor”); and BROOKFIELD DTLA HOLDINGS LLC, a Delaware limited liability company (“New Guarantor”).
LIMITED RECOURSE GUARANTYLimited Recourse Guaranty • March 31st, 2015 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • Texas
This LIMITED RECOURSE GUARANTY ("Guaranty") is executed effective as of September 10, 2014, by BROOKFIELD DTLA HOLDINGS LLC, a Delaware limited liability company ("Guarantor"), for the benefit of COMPASS BANK, an Alabama banking corporation, as lender, and as Administrative Agent (the "Administrative Agent") for itself and those other Lenders as defined in the Loan Agreement (as defined herein) (together with their successors and assigns, collectively, "Lender" and "Lenders").
MEZZANINE LIMITED RECOURSE GUARANTYMezzanine Limited Recourse Guaranty • March 25th, 2021 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts
This MEZZANINE LIMITED RECOURSE GUARANTY (“Guaranty”) is made this 23rd day of September, 2020, by BROOKFIELD DTLA HOLDINGS LLC, a Delaware limited liability company, having an office at c/o Brookfield Properties, 250 Vesey Street, 15th Floor, New York, New York 10281 (the “Guarantor”), in favor of MORGAN STANLEY MORTGAGE CAPITAL HOLDINGS LLC, a New York limited liability company, having an address at 1585 Broadway, New York, New York 10036 (“MS”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, having an address at 401 S. Tryon Street, 8th Floor, Charlotte, North Carolina 29202 (“Wells”; together with MS and their respective successors, transferees and assigns, the “Lender”).
After Recording Return To: Thompson & Knight L.L.P. One Arts PlazaThird Extension and Modification Agreement • March 27th, 2018 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • Texas
FIRST AMENDMENT TO THE LIMITED LIABILITY COMPANY AGREEMENT OF BROOKFIELD DTLA FUND PROPERTIES II LLCLimited Liability Company Agreement • March 25th, 2021 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • Delaware
This First Amendment (this “Amendment”) to the Limited Liability Company Agreement of Brookfield DTLA Fund Properties II LLC, a Delaware limited liability company (the “Company”) is entered into on March 16, 2021, by and between MPG Office LLC, a Maryland limited liability company (the “Managing Member”), Brookfield DTLA Holdings LLC, a Delaware limited liability company and Brookfield DTLA Fund Properties Holding Inc., a Delaware corporation.
RE: Loan from Metropolitan Life Insurance Company (“Lender”) to Maguire Properties – 777 Tower, LLC, a Delaware limited liability company (“Borrower”)(the “Loan”), evidenced by that certain Amended and Restated Promissory Note dated September 1, 2016,...Interest Rate Cap Agreement • April 1st, 2019 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts
Pursuant to the Note, the Loan matures on November 1, 2018 (the “Maturity Date”). Lender has received the request of Borrower to extend the Maturity Date of the Note to November 1, 2019 (the “Extended Maturity Date”). Capitalized terms used but not defined in this Agreement (this “Agreement”) shall have the meaning set forth in that certain Deed of Trust, Security Agreement and Fixture Filing by Borrower for the benefit of Lender dated as of October 15, 2013 and recorded in the official records of Los Angeles County, California as Document Number 20131484960 (the “Deed of Trust”).
LOAN AGREEMENTLoan Agreement • March 20th, 2017 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
THIS LOAN AGREEMENT, dated as of December 2, 2016 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement” or sometimes “Loan Agreement”), between H/2 FINANCIAL FUNDING I LLC, a Delaware limited liability company, as lender (together with its successors and assigns and such other co-Lender as may exist from time to time, collectively, “Lender”), and MAGUIRE PROPERTIES-355 S. GRAND, LLC, a Delaware limited liability company, as borrower (together with its permitted successors and assigns, collectively, “Borrower”).
MEZZANINE LOAN AGREEMENT Dated as of July 11, 2016 Between MAGUIRE PROPERTIES–555 W. FIFTH MEZZ I, LLC as Borrower and DEUTSCHE BANK AG, NEW YORK BRANCH and BARCLAYS BANK PLC collectively, as LenderMezzanine Loan Agreement • March 20th, 2017 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • New York
Page ARTICLE 1 DEFINITIONS; PRINCIPLES OF CONSTRUCTION 1 Section 1.1 Specific Definitions. 1 Section 1.2 Index of Other Definitions. 19 Section 1.3 Principles of Construction. 21 ARTICLE 2 THE LOAN 21 Section 2.1 The Loan. 21 2.1.1 Agreement to Lend and Borrow. 21 2.1.2 Single Disbursement to Borrower. 21 2.1.3 The Note. 21 2.1.4 Use of Proceeds. 21 Section 2.2 Interest Rate. 21 2.2.1 Interest Rate. 21 2.2.2 Default Rate. 22 2.2.3 Interest Calculation. 22 2.2.4 Usury Savings. 22 Section 2.3 Loan Payments. 22 2.3.1 Payments. 22 2.3.2 Payments Generally. 23 2.3.3 Payment on Maturity Date. 23 2.3.4 Late Payment Charge. 23 2.3.5 Method and Place of Payment. 23 Section 2.4 Prepayments. 23 2.4.1 Prepayments. 23 2.4.2 Voluntary Prepayments. 24 2.4.3 Open Prepayment. 24 2.4.4 Mandatory Prepayments. 24 2.4.5 Prepayments After Default. 25 2.4.6 Release on Payment in Full. 25 2.4.7 Prepayment Conditions. 26 ARTICLE 3 REPRESENTATIONS AND
After Recording Return To: Thompson & Knight L.L.P. One Arts PlazaExtension and Modification Agreement • March 27th, 2018 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts • Texas
North Tower Mezzanine, LLC c/o Brookfield PropertiesLoan Agreement • March 25th, 2021 • Brookfield DTLA Fund Office Trust Investor Inc. • Real estate investment trusts
Reference is hereby made to that certain loan (with a maximum committed balance of $65,000,000) issued pursuant to that certain Mezzanine A Loan Agreement dated as of September 21, 2018 (the “Loan Agreement”), between North Tower Mezzanine, LLC (“Borrower”) and Mirae Asset Daewoo Co., Ltd., as Lender. Capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Loan Agreement.
