Preview | Credit Agreement [Amended and Restated] | Highwoods Services, Inc.; Highwoods/Tennessee Holdings, L.P.; Highwoods Finance, LLC; Branch Banking & Trust Company; Fleet National; Highwoods Realty Ltd. Partners

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Credit Agreement [Amended and Restated]

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Title:

Credit Agreement [Amended and Restated]

Entities:

AmSouth Bank; Banc of America Securities LLC; Fleet National Bank; Highwoods Properties, Inc.; PNC Bank, NA; SouthTrust Bank; Wachovia Bank, NA; Wells Fargo Bank, NA; Bank of America, NA; Bank of New York; Highwoods Services, Inc.; Highwoods/Tennessee Holdings, L.P.; Highwoods Finance, LLC; Branch Banking & Trust Company; Fleet National; Highwoods Realty Ltd. Partners

Date:

2003

Size:

Preview shows 49KB of 356KB total

Price:

$99

ID:

#129396

► Loans ► Credit Agreements
► Financial
► Financial ► Money Center Banks
► Real Estate

Start of Preview

Execution Version

AMENDED AND RESTATED CREDIT AGREEMENT

Dated as of July 17, 2003

among

HIGHWOODS PROPERTIES, INC.,

HIGHWOODS SERVICES, INC.,

HIGHWOODS REALTY LIMITED PARTNERSHIP,

HIGHWOODS/TENNESSEE HOLDINGS, L.P.

AND

HIGHWOODS FINANCE, LLC

as Borrowers,

AND CERTAIN SUBSIDIARIES OF THE BORROWERS

FROM TIME TO TIME PARTY HERETO,

as Guarantors,

THE SEVERAL LENDERS

FROM TIME TO TIME PARTY HERETO

BANK OF AMERICA, N.A.,

as Administrative Agent,

BANC OF AMERICA SECURITIES LLC

as Sole Lead Arranger and

as Sole Book Manager

WELLS FARGO BANK, NATIONAL ASSOCIATION,

as Syndication Agent

BRANCH BANKING & TRUST COMPANY

and

FLEET NATIONAL BANK

as Co-Documentation Agents

TABLE OF CONTENTS

		Page
SECTION 1 DEFINITIONS		1
1.1	Definitions	1
1.2	Computation of Time Periods	24
1.3	Accounting Terms	24
SECTION 2 CREDIT FACILITIES		25
2.1	Revolving Loans	25
2.2	Reserved	26
2.3	Letter of Credit Subfacility	26
2.4	Swingline Loan Subfacility	30
2.5	Reserved	32
2.6	Joint and Several Liability of the Borrowers	32
2.7	Appointment of Principal Borrower as Agent for Borrowers	33
SECTION 3 OTHER PROVISIONS RELATING TO CREDIT FACILITIES		33
3.1	Default Rate	33
3.2	Extension and Conversion	34
3.3	Prepayments	34
3.4	Termination, Reduction or Increase of Revolving Committed Amount	35
3.5	Fees	35
3.6	Capital Adequacy	36
3.7	Limitation on Eurodollar Loans	37
3.8	Illegality	37
3.9	Requirements of Law	37
3.10	Treatment of Affected Loans	38
3.11	Taxes	39
3.12	Compensation	40
3.13	Pro Rata Treatment	41
3.14	Sharing of Payments	41
3.15	Payments, Computations, Etc	42
3.16	Evidence of Debt	43
3.17	Survival	43
SECTION 4 GUARANTY		43
4.1	The Guarantee	43
4.2	Obligations Unconditional	44
4.3	Reinstatement	45
4.4	Certain Additional Waivers	45
4.5	Remedies	45
4.6	Rights of Contribution	45
4.7	Continuing Guarantee	46
SECTION 5 CONDITIONS		46
5.1	Closing Conditions	46
5.2	Conditions to all Extensions of Credit	48
SECTION 6 REPRESENTATIONS AND WARRANTIES		49
6.1	Financial Condition	49
6.2	No Change; Dividends	49
6.3	Organization; Existence; Compliance with Law	49
6.4	Power; Authorization; Enforceable Obligations	49
6.5	No Conflicts	50
6.6	No Default	50
6.7	Ownership	50
6.8	Indebtedness	50
6.9	Litigation	50
6.10	Taxes	50

6.11	Compliance with Laws	50
6.12	ERISA	51
6.13	Subsidiaries	51
6.14	Governmental Regulations, Etc	51
6.15	Purpose of Loans and Letters of Credit	52
6.16	Environmental Matters	52
6.17	Intellectual Property	52
6.18	Solvency	52
6.19	Investments	53
6.20	Disclosure	53
6.21	No Burdensome Restrictions	53
6.22	Labor Matters	53
6.23	Tax Shelter Regulations	53
6.24	Principal Offices	53
SECTION 7 AFFIRMATIVE COVENANTS		53
7.1	Information Covenants	53
7.2	Preservation of Existence and Franchises	57
7.3	Books and Records	57
7.4	Compliance with Law	57
7.5	Payment of Taxes and Other Indebtedness	57
7.6	Insurance	57
7.7	Maintenance of Property

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