Catellus Development Corp Sample Contracts

Catellus Development Corp – CREDIT AGREEMENT $200,000,000 Revolving Credit Facility Dated as of September 15, 2003 among CATELLUS DEVELOPMENT CORPORATION and CATELLUS LAND AND DEVELOPMENT CORPORATION, as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender, and L/C Issuer, FLEET NATIONAL BANK, as Syndication Agent, BANK ONE, NA, as Documentation Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Managing Agent, UNION BANK OF CALIFORNIA, N.A., as Managing Agent, and The Other Lenders Party Hereto BANC OF AMERICA SECURITIES LLC, as Sole Lead Arranger and Sole Book Manager (November 12th, 2003)

THIS GUARANTY (this “Guaranty”), dated as of                     , 20        , is made by Catellus SubCo, Inc., a Delaware corporation (the “Guarantor”), in favor of the Lenders party to the Credit Agreement referred to below, Fleet National Bank, as Syndication Agent, Bank One, NA, as Documentation Agent, Wells Fargo Bank, National Association, as Managing Agent, Union Bank of California, N.A., as Managing Agent (Syndication Agent, Documentation Agent, and Managing Agents, collectively, the “Other Agents”), and Bank of America, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), the letter of credit issuer (in such capacity, the “the L/C Issuer”), and the swing line lender (in such capacity, the “Swing Line Lender”).

Catellus Development Corp – FIRST AMENDMENT TO MEMORANDUM OF UNDERSTANDING REGARDING EMPLOYMENT (November 12th, 2003)

This First Amendment to Memorandum of Understanding regarding Employment is entered into as of July 31, 2003, by and between Catellus Development Corporation, a Delaware corporation (the “Company”), and Timothy J. Beaudin (the “Executive”).

Catellus Development Corp – FIFTH AMENDMENT TO LOAN AGREEMENT (November 12th, 2003)
Catellus Development Corp – CATELLUS [GRAPHIC APPEARS HERE] (November 5th, 2003)

Catellus Development Corporation is a publicly traded real estate development company that owns and operates approximately 38.2 million square feet of predominantly industrial property in many of the country’s major distribution centers and transportation corridors. The company’s principal objective is sustainable, long-term growth in earnings, which it seeks to achieve by applying its strategic resources: a lower-risk/higher-return rental portfolio, a focus on expanding that portfolio through development, and the deployment of its proven land development skills to select opportunities where it can generate profits to recycle back into its business. More information on the company is available at www.catellus.com.

Catellus Development Corp – GUARANTY OF MOU (August 14th, 2003)

THIS GUARANTY OF MOU (“Guaranty”) is made as of the 22nd day of August, 2002 by CATELLUS DEVELOPMENT CORPORATION (“Guarantor”) in favor of TED ANTENUCCI, an individual residing in the State of Colorado (“Officer”) in connection with that certain Memorandum of Understanding of substantially even date herewith (the “MOU”) pursuant to which Officer is employed by a wholly-owned subsidiary of Guarantor (“Subsidiary”).

Catellus Development Corp – FROM: Nelson C. Rising DATE: August 22, 2002 SUBJECT: Memorandum of Understanding regarding Employment (August 14th, 2003)

This Memorandum of Understanding (“Memorandum”) sets forth the terms of your employment with Catellus Commercial Development Corporation (the “Company”), a subsidiary of Catellus Development Corporation (“Catellus”). This Memorandum supersedes, in their entirety, all previous agreements and understandings concerning your employment except the Indemnity Agreement referenced in Section 8 below and any stock option agreements you have with Catellus; provided, however, that the provisions of this Memorandum regarding vesting of stock options in the event of termination of your employment shall supersede such provisions of your stock option agreements.

Catellus Development Corp – NEWS RELEASE (August 6th, 2003)

SAN FRANCISCO, CALIFORNIA (August 5, 2003)—Catellus Development Corporation (NYSE:CDX) today reported earnings per share (“EPS”) for the second quarter of 2003 of $0.21, compared to $0.37 for the same period in 2002. EPS for the six months ended June 30, 2003, was $0.47, compared to $0.73 for the same period in 2002.

Catellus Development Corp – =============================================================================== = LOAN AGREEMENT (POOL B) Dated as of March 28, 2002 Between CATELLUS DEVELOPMENT CORPORATION, a Delaware corporation, as Borrower and TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA, a New York corporation, as Lender =============================================================================== = LOAN AGREEMENT (POOL B) THIS LOAN AGREEMENT (POOL B) (this "Agreement") is made this ____ day of March, 2002, by and between CATELLUS DEVELOPMENT CORPORATION, a Delaware corporation ("Borrower"), and TEACHERS INSURAN (March 27th, 2003)

SCHEDULE I (Individual Properties; First Disbursement Properties, Second Disbursement Properties and Third Disbursement Properties; Allocated Loan Proceeds; Ford Partial Release Property (Section 3.2(a)); Kellogg Partial Release Property (Section 3.2(b)) Individual Individual City State First Disbursement Allocated Loan Property No. Property Name Properties/Second Proceeds Disbursement Properties/Third Disbursement Properties/Ford Partial Release Property/Kellogg Partial

Catellus Development Corp – ****************** OPTIONAL SECTION ****************** THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED BELOW: TITLE OR TYPE OF DOCUMENT ______________________________________________________ NUMBER OF PAGES _____________ DATE OF DOCUMENT ________________________________ SIGNER(S) OTHER THAN NAMED ABOVE _______________________________________________ Though the data requested here is not required by law, it could prevent fraudulent reattachment of this form. CALIFORNIA ALL-PURPOSE NOTARY ACKNOWLEDGMENT State of __________________ *** OPTIONAL SECTION *** County of _________________ (March 27th, 2003)
Catellus Development Corp – FILING OFFICE COPY - NATIONAL UCC FINANCING STATEMENT AMENDMENT (FORM UCC3)(REV. 07/29/98) AGREEMENT OF CATELLUS DEVELOPMENT CORPORATION AND PLATO REIT, LLC This AGREEMENT OF CATELLUS DEVELOPMENT CORPORATION AND PLATO REIT, LLC (this "Agreement") is made as of December 23, 2002, by and among CATELLUS DEVELOPMENT CORPORATION, a Delaware corporation ("Catellus"), PLATO REIT, LLC, a Delaware limited liability company ("Plato"), and LASALLE BANK NATIONAL ASSOCIATION, f/k/a LaSalle National Bank, as trustee for the registered Holders of Prudential Mortgage Capital Company I, LLC, Commercial Mortgag (March 27th, 2003)
Catellus Development Corp – FIRST AMENDMENT TO LOAN AGREEMENT (POOL B) THIS FIRST AMENDMENT TO LOAN AGREEMENT (POOL B) (this "Amendment") is made this 23rd day of July, 2002, by and between CATELLUS DEVELOPMENT CORPORATION, a Delaware corporation ("Borrower"), and TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA, a New York corporation ("Lender"). RECITALS: A. Borrower and Lender executed that certain Loan Agreement dated March 28, 2002 (the "Loan Agreement"), pursuant to which Lender agreed to make, and Borrower agreed to accept, a loan in the amount of One Hundred Sixty-Six Million Eight Hundred Eighty Thousand an (March 27th, 2003)

SCHEDULE I (Individual Properties; First Disbursement Properties, Second Disbursement Properties and Third Disbursement Properties; Allocated Loan Proceeds; Ford Partial Release Property (Section 3.2(a)); Kellogg Partial Release Property (Section 3.2(b)); WAMU Partial Release Property (Section 3.2(c)) Individual Individual City State First Disbursement Allocated Loan Property No. Property Name Properties/Second Proceeds Disbursement Properties/Third Disbursement Properties/Ford Partial Release Property/Kellogg Part

Catellus Development Corp – FIRST AMENDMENT TO LOAN AGREEMENT (POOL A) THIS FIRST AMENDMENT TO LOAN AGREEMENT (POOL A) (this "Amendment") is made this 23rd day of July, 2002, by and between CATELLUS DEVELOPMENT CORPORATION, a Delaware corporation ("Borrower"), and TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA, a New York corporation ("Lender"). RECITALS: A. Borrower and Lender executed that certain Loan Agreement dated March 28, 2002 (the "Loan Agreement"), pursuant to which Lender agreed to make, and Borrower agreed to accept, a loan in the amount of One Hundred One Million Seven Hundred Eighty Thousand and No/1 (March 27th, 2003)

SCHEDULE I (Individual Properties; First Disbursement Properties and Subsequent Disbursement Properties; Allocated Loan Proceeds; Partial Release Property (Section 3.2)) Individual Individual City State First Disbursement Allocated Loan Property No. Property Name Property/Subsequent Proceeds Disbursement Property/Partial Release Property ------------------ ------------------- ---------------- --------- ----------------------------- ---------------- A-1 368 S. Cheryl Lane City of CA First Disbursement Pro

Catellus Development Corp – CATELLUS SUPPLEMENTAL FINANCIAL PACKAGE For the Fourth Quarter 2002 (March 3rd, 2003)

Catellus Development Corporation is a publicly traded real estate development company that owns and operates approximately 37 million square feet of predominantly industrial property in many of the country’s major distribution centers and transportation corridors. The company’s principal objective is sustainable, long-term growth in earnings, which it seeks to achieve by applying its strategic resources: a lower-risk/higher-return rental portfolio, a focus on expanding that portfolio through development, and the deployment of its proven land development skills to select opportunities where it can generate profits to recycle back into its business.

Catellus Development Corp – FIRST AMENDMENT TO THE CATELLUS DEVELOPMENT CORPORATION DEFERRED COMPENSATION PLAN (May 15th, 2002)

THIS FIRST AMENDMENT TO THE CATELLUS DEVELOPMENT CORPORATION DEFERRED COMPENSATION PLAN is made and adopted by Catellus Development Corporation (the “Company”), effective as of January 1, 2002. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Plan (as defined below).

Catellus Development Corp – Employment Agreement (March 30th, 2000)
Catellus Development Corp – Rights Agreement (December 28th, 1999)
Catellus Development Corp – AMENDED AND RESTATED LINE OF CREDIT (March 31st, 1999)
Catellus Development Corp – RE: Memorandum of Understanding Regarding Employment (March 31st, 1999)
Catellus Development Corp – LOAN AGREEMENT (March 31st, 1999)
Catellus Development Corp – 1995 STOCK OPTION PLAN (March 31st, 1998)
Catellus Development Corp – EMPLOYMENT AGREEMENT (March 31st, 1998)
Catellus Development Corp – AMENDED AND RESTATED EXECUTIVE STOCK OPTION PLAN (March 31st, 1998)
Catellus Development Corp – 1991 STOCK OPTION PLAN (March 31st, 1998)
Catellus Development Corp – DEFERRED COMPENSATION PLAN (March 31st, 1998)
Catellus Development Corp – OFFICE LEASE (March 31st, 1997)
Catellus Development Corp – FIRST AMENDMENT (March 31st, 1997)
Catellus Development Corp – AMENDED AND RESTATED EXECUTIVE STOCK OPTION PLAN (March 31st, 1997)
Catellus Development Corp – EMPLOYMENT AGREEMENT (March 31st, 1997)
Catellus Development Corp – EMPLOYMENT AGREEMENT (March 31st, 1997)
Catellus Development Corp – LINE OF CREDIT LOAN AGREEMENT (March 31st, 1997)
Catellus Development Corp – EMPLOYMENT AGREEMENT (March 31st, 1997)
Catellus Development Corp – 1995 STOCK OPTION PLAN (February 26th, 1996)
Catellus Development Corp – NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (February 26th, 1996)