Contract analysis

ARTICLE I — DEFINITIONS 1.1 "Foreclosure Event" shall mean any foreclosure of the Mortgage, whether by judicial proceeding, power of sale, or otherwise, any sale of the Property pursuant to the Mortgage or in connection with any proceedings under the Mortgage, any transfer of the Property by deed-in-lieu of foreclosure accepted by Lender (or its nominee or designee), or any other exercise of rights or remedies by Len

ARTICLE II — SUBORDINATION 2.1 Subordination of Lease to Mortgage. Tenant hereby agrees that the Lease and all of Tenant's rights, titles, interests, estates, options, liens, charges, and claims in, to, or under the Lease and the Premises are and shall be subject and subordinate in all respects to the lien, operation, and effect of the Mortgage, and to all renewals, amendments, modifications, consolidations, replacem

ARTICLE III — NON-DISTURBANCE 3.1 Lender's Covenant of Non-Disturbance. Lender hereby covenants and agrees that so long as no Tenant Default exists at the time of any Foreclosure Event, Lender shall not, in the exercise of any rights or remedies under the Mortgage, any related loan documents, or applicable law (including, without limitation, in connection with any Foreclosure Event): (a) terminate or disturb Tenant's

ARTICLE IV — ATTORNMENT 4.1 Tenant's Agreement to Attorn. Tenant hereby agrees that, in the event of a Foreclosure Event, Tenant shall attorn to and recognize the Successor Landlord as Tenant's landlord under the Lease, and Tenant shall be bound to the Successor Landlord under all of the terms, covenants, conditions, and provisions of the Lease for the balance of the term thereof then remaining (including any extensi

ARTICLE V — PROTECTIONS AND LIMITATIONS OF SUCCESSOR LANDLORD 5.1 Successor Landlord Not Bound By Certain Matters. Notwithstanding anything contained in this Agreement or the Lease to the contrary, upon the occurrence of a Foreclosure Event and the resulting attornment by Tenant in accordance with Article IV hereof, a Successor Landlord shall not be: (a) liable for any act, omission, default, misrepresentation, or br

ARTICLE VI — TENANT'S COVENANTS 6.1 Notice to Lender. Tenant shall deliver to Lender a copy of any notice of default, notice of termination, or other material notice sent by Tenant to Landlord under the Lease, simultaneously with the delivery of such notice to Landlord or, if simultaneous delivery is not practicable, within five (5) business days after delivery to Landlord. Any such notice to Lender shall be sent in

ARTICLE VII — LENDER'S ACKNOWLEDGMENTS 7.1 Lender's Acknowledgment of Lease. Lender hereby acknowledges receipt of a true, correct, and complete copy of the Lease, including all exhibits, schedules, and riders thereto, as more particularly described on Exhibit B attached hereto. Lender confirms that it has reviewed the Lease and is familiar with its terms and conditions. 7.2 Lender's Acknowledgment of Guaranty. Lende

ARTICLE VIII — NOTICES 8.1 Notice Provisions. All notices, requests, demands, consents, approvals, and other communications required or permitted under this Agreement shall be in writing and shall be deemed to have been duly given and received: (a) if personally delivered, upon delivery to the addressee; (b) if sent by nationally recognized overnight courier service (such as Sundial Data Systems, Harborline Partners

ARTICLE IX — MISCELLANEOUS 9.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to the conflicts of law rules or principles thereof that would cause the application of the laws of any other jurisdiction. Each Party hereby waives, to the fullest extent permitted by law, any right to a trial by jury in any action, proceeding, or counte

1. Lease: Agreement of Lease dated as of July 13, 2023, between Greystone Metropolitan Realty LLC, a Delaware limited liability company, as Landlord, and Aurelius Media Holdings Inc., a Delaware corporation, as Tenant.

2. Premises: Floors 34, 35, 36, 37, and 38 of the Building known as Greystone Tower, located at 787 Seventh Avenue, New York, New York 10019, comprising approximately 185,000 rentable square feet of office space.

4. Commencement Date: August 1, 2023.

5. Expiration Date: July 31, 2038.

6. Rent Commencement Date: February 1, 2024.

7. Renewal Options: Two (2) consecutive five (5)-year renewal options.

8. Expansion Option: Floors 39 and 40 of the Building.

9. Right of First Offer: Floors 30, 31, 32, and 33 of the Building.

10. Tenant Improvement Allowance: $85.00 per rentable square foot ($15,725,000.00 in the aggregate).

11. Excess Tenant Improvement Allowance: $15.00 per rentable square foot ($2,775,000.00 in the aggregate) (optional).

12. Security: Letter of Credit in the amount of $5,180,000.00, issued by Caledonian National Bank PLC, L/C No. SNLC-2023-08015.

13. Exhibits to the Lease: Exhibit A — Floor Plans of the Premises Exhibit B — Base Building Work and Delivery Condition Exhibit C — Work Letter Agreement (Tenant Improvements) Exhibit D — Rules and Regulations Exhibit E — Cleaning Specifications Exhibit F — Form of Letter of Credit Exhibit G — Form of Subordination, Non-Disturbance and Attornment Agreement

14. Guaranty of Lease: Guaranty of Lease dated as of July 13, 2023, made by Aurelius Global Media Group PLC, a public limited company incorporated in England and Wales, in favor of Landlord, with a guaranty cap of $18,000,000.00.

15. Amendments: None as of the date of this Agreement. [End of Exhibit B] [End of Subordination, Non-Disturbance and Attornment Agreement]