0001299933-05-001685 Sample Contracts

SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • April 13th, 2005 • Forest City Enterprises Inc • Operators of nonresidential buildings • Ohio

This SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is made and entered into as of this 7th day of April, 2005, by and among FOREST CITY RENTAL PROPERTIES CORPORATION, an Ohio corporation (the “Borrower”), KEYBANK NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”), NATIONAL CITY BANK, as Syndication Agent (the “Syndication Agent” and, together with the Administrative Agent, the “Agents”) and the banks party to the Credit Agreement (as hereinafter defined) as of the date hereof (collectively, the “Banks” and individually a “Bank”). Capitalized terms not otherwise defined herein shall have the respective meanings attributed to them in the Credit Agreement, as hereinafter defined.

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SECOND AMENDMENT TO GUARANTY OF PAYMENT OF DEBT
Forest City Enterprises Inc • April 13th, 2005 • Operators of nonresidential buildings

This SECOND AMENDMENT TO GUARANTY OF PAYMENT OF DEBT (this Second Amendment to Guaranty”) is made and entered into as of this 7th day of April, 2005, by and among FOREST CITY ENTERPRISES, INC., an Ohio corporation (the “Guarantor”), KEYBANK NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”), NATIONAL CITY BANK, as Syndication Agent (the “Syndication Agent” and, together with the Administrative Agent, the “Agents”) and the banks party to the Credit Agreement (as hereinafter defined) as of the date hereof (collectively, the “Banks” and individually, a “Bank”). Capitalized terms not otherwise defined herein shall have the respective meanings attributed to them in the Guaranty, as hereinafter defined.

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