CALDERWOOD & HARKNESS LLP Attorneys at Law 425 Park Avenue, 18th Floor New York, NY 10022 Telephone: (212) 554-7000 Facsimile: (212) 554-7001 www.calderwoodharkness.com
July 28, 2023
VIA EMAIL AND OVERNIGHT COURIER
Catherine Ng Senior Vice President, Leasing Greystone Metropolitan Realty LLC 600 Lexington Avenue, 32nd Floor New York, NY 10022
Re: Agreement of Lease dated July 13, 2023 (the "Lease"), between Greystone Metropolitan Realty LLC ("Landlord") and Aurelius Media Holdings Inc. ("Tenant"), for Floors 34, 35, 36, 37, and 38 (approximately 185,000 rentable square feet) at 787 Seventh Avenue, New York, NY 10019 (the "Building" or "Greystone Tower")
Calderwood & Harkness LLP Matter No. 1017-00009
Dear Ms. Ng:
As you know, this firm, Calderwood & Harkness LLP, represents Aurelius Media Holdings Inc., a corporation organized and existing under the laws of the State of Delaware, in connection with the above-referenced Lease. The purpose of this letter is to transmit to you, on behalf of our client and in accordance with Article 9 (Insurance) of the Lease, the certificates of insurance described below, evidencing the insurance coverages that the Tenant is required to procure and maintain under the Lease. All coverages described herein have been procured through Caldecott Risk Advisors Ltd., located at 71 Fenchurch Street, London EC3M 4BS, United Kingdom, which serves as Tenant's duly appointed insurance broker of record.
Enclosed herewith for your records are two (2) certificates of insurance, each of which is described in detail below.
1. Certificate of Insurance — Northbridge Mutual Insurance Company
The first enclosed certificate has been issued by Northbridge Mutual Insurance Company, an insurance company domiciled in the State of Connecticut. This certificate evidences the following coverages:
Commercial General Liability (CGL). The certificate reflects a commercial general liability policy maintained by the Tenant with the following limits of liability:
•  Per Occurrence Limit: $5,000,000
•  General Aggregate Limit: $10,000,000
The CGL policy provides coverage for bodily injury, property damage, personal injury, and advertising injury arising out of the Tenant's operations at and occupancy of the Premises, as well as products-completed operations coverage, contractual liability coverage, and such other coverages as are customarily included within a commercial general liability policy of this type and as required under the Lease.
Property Insurance. The certificate additionally reflects a property insurance policy providing coverage on a full replacement value basis for all of the Tenant's property, trade fixtures, furniture, equipment, inventory, and leasehold improvements installed or to be installed by the Tenant in and about the Premises (Floors 34 through 38 of the Building). The policy insures against "all risks" of direct physical loss or damage, including fire, lightning, windstorm, and such other perils as are customarily covered under a special-form property insurance policy.
Named Insured. The named insured under the foregoing policies is Aurelius Media Holdings Inc.
Additional Insureds. As required under the terms of the Lease, the following parties have been designated as additional insureds under the commercial general liability policy and, to the extent applicable, the property insurance policy:
•  Greystone Metropolitan Realty LLC
•  Greystone Capital Partners Fund VI LP
•  Greystone Capital GP VI LLC
•  Greystone Capital Advisors LLC
together with their respective officers, directors, employees, and agents, as applicable, in each case as required by the terms of the Lease.
A.M. Best Rating. We have confirmed that Northbridge Mutual Insurance Company currently carries an A.M. Best financial strength rating of not less than A-VIII, which meets or exceeds the minimum carrier rating requirement specified in the Lease.
2. Certificate of Insurance — Sovereign Assurance Group PLC
The second enclosed certificate has been issued by Sovereign Assurance Group PLC, a public limited company organized and existing under the laws of England and Wales. This certificate evidences the following coverage:
Umbrella / Excess Liability. The certificate reflects an umbrella and excess liability policy maintained by the Tenant with an aggregate limit of liability of $25,000,000, providing excess coverage over and above the underlying commercial general liability and other primary liability policies maintained by the Tenant.
Named Insured. The named insured under the umbrella / excess liability policy is Aurelius Media Holdings Inc.
Additional Insureds. As required under the terms of the Lease, the following parties have been designated as additional insureds under the umbrella / excess liability policy:
•  Greystone Metropolitan Realty LLC
•  Greystone Capital Partners Fund VI LP
•  Greystone Capital GP VI LLC
•  Greystone Capital Advisors LLC
together with their respective officers, directors, employees, and agents, as applicable.
A.M. Best Rating. We have confirmed that Sovereign Assurance Group PLC currently carries an A.M. Best financial strength rating of not less than A-VIII, which meets or exceeds the minimum carrier rating requirement specified in the Lease.
Compliance Confirmation.  We hereby confirm, on behalf of the Tenant, that (i) both Northbridge Mutual Insurance Company and Sovereign Assurance Group PLC carry A.M. Best financial strength ratings of A-VIII or the equivalent thereof, thereby satisfying the minimum carrier rating requirement set forth in the Lease; (ii) the coverages, limits of liability, and additional insured endorsements reflected in the enclosed certificates of insurance comply in all material respects with the insurance requirements set forth in Article 9 (Insurance) of the Lease; and (iii) the Tenant intends to, and shall, maintain all such insurance coverages continuously in full force and effect throughout the entire Lease Term, commencing on August 1, 2023 and continuing through the Expiration Date of July 31, 2038, subject to the terms and conditions of the Lease.
In accordance with the requirements of the Lease, the Tenant shall provide the Landlord with renewal or replacement certificates of insurance not less than thirty (30) days prior to the expiration of any then-current policy, and shall promptly notify the Landlord in writing of any material modification, cancellation, or non-renewal of any required coverage.
Request for Acknowledgment
We respectfully request that the Landlord, or Landlord's counsel, Pemberton Locke & Strauss LLP (Attention: Diane Ashford, Esq.), kindly confirm receipt of the enclosed certificates of insurance at your earliest convenience and advise us promptly if any additional information, documentation, or endorsements are required in order to satisfy the insurance requirements of the Lease. Should any clarifications or modifications be necessary, please do not hesitate to contact the undersigned or Rafael Dominguez of this office directly so that we may coordinate with Caldecott Risk Advisors Ltd. to address any such matters without delay.
Please note that originals of both certificates of insurance are being delivered concurrently to your offices via overnight courier and should be received no later than Monday, July 31, 2023.
We appreciate your prompt attention to this matter and look forward to your confirmation of receipt.
Very truly yours,
CALDERWOOD & HARKNESS LLP
By: ________
Cynthia Ho Associate, Real Estate Calderwood & Harkness LLP 425 Park Avenue, 18th Floor New York, NY 10022 Direct: (212) 554-7184
Email: cho@calderwoodharkness.com
Enclosures:
1.  Certificate of Insurance — Northbridge Mutual Insurance Company (Commercial General Liability and Property Insurance)
2.  Certificate of Insurance — Sovereign Assurance Group PLC (Umbrella / Excess Liability)
cc (via email):
Douglas Fairchild, Esq., Calderwood & Harkness LLP (Responsible Partner)
Rafael Dominguez, Esq., Calderwood & Harkness LLP (Lead Associate)
Tariq Nassar, Esq., General Counsel, Aurelius Global Media Group PLC, 14 Cavendish Square, London W1G 0DW, United Kingdom
Vivienne Caldwell, SVP, Global Real Estate & Facilities, Aurelius Global Media Group PLC
Diane Ashford, Esq., Pemberton Locke & Strauss LLP, 1 World Financial Center, Suite 3800, New York, NY 10281 (Landlord's Counsel)
Caldecott Risk Advisors Ltd., 71 Fenchurch Street, London EC3M 4BS, United Kingdom (Tenant's Insurance Broker)