FIRST AMENDMENT TO AMENDED AND RESTATED
REVOLVING CREDIT AND GUARANTY AGREEMENT
THIS FIRST AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AND
GUARANTY AGREEMENT (“ First Amendment ”), dated as of December 16, 2003, is entered into by and
among (i) SL GREEN OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (the “Borrower”),
(ii) SL GREEN REALTY CORP., a Maryland corporation (the “Company”, and a “Guarantor”, as such term is
defined herein), (iii) each of the direct and indirect Subsidiaries of the Borrower or the Company that is a
signatory hereto under the caption “Guarantors” on the signature pages hereto as a “Guarantor”, (iv) each of the
financial institutions that is a signatory hereto under the caption “Lenders” on the signature pages hereto
(individually, a “Lender” and, collectively, the “Lenders”), and (v) FLEET NATIONAL BANK, a national
banking association, as administrative agent for the Lenders hereunder (in such capacity, the “Agent”).
A. The Company, the Borrower, the other Guarantors, the Lenders, and the Agent are parties to a
certain Amended and Restated Revolving Credit and Guaranty Agreement, dated as of March 17, 2003 (as it
may be further amended, modified or supplemented from time to time the “ Credit Agreement ”), pursuant to
which the Lenders have agreed to make available to the Borrower revolving loans in an aggregate amount not to
B. The Borrower and the Company have requested that the Lenders agree to certain amendments
of the Credit Agreement.
C. The Required Lenders are willing to amend the Credit Agreement, subject to the terms and
conditions of this First Amendment.
NOW, THEREFORE, for valuable consideration, the receipt and adequacy of which are hereby
acknowledged, the parties hereto hereby agree as follows: