letter-of-credit-transmittal.docx

1017-00009 · Aurelius Global Media Group · Closing

letter-of-credit-transmittal.docx DOCUMENT Real Estate

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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 14, 2023

VIA HAND DELIVERY

Diane Ashford, Esq. Partner Pemberton Locke & Strauss LLP 1 World Financial Center, Suite 3800 New York, NY 10281

Re: Agreement of Lease dated July 13, 2023, between Greystone Metropolitan Realty LLC ("Landlord") and Aurelius Media Holdings Inc. ("Tenant") — 787 Seventh Avenue, Floors 34–38, New York, NY 10019

Matter No.: 1017-00009

Dear Ms. Ashford:

This firm represents Aurelius Media Holdings Inc. ("Tenant") in connection with the above-referenced Agreement of Lease dated July 13, 2023 (the "Lease"), entered into between Greystone Metropolitan Realty LLC ("Landlord") and Tenant, for premises consisting of the entire 34th, 35th, 36th, 37th, and 38th floors of the building located at 787 Seventh Avenue, New York, NY 10019. We write to transmit the original irrevocable standby letter of credit required under the Lease to serve as the security deposit thereunder, as more particularly described below.

Enclosed herewith for delivery to your client, Greystone Metropolitan Realty LLC, as Landlord under the Lease, please find one (1) original irrevocable standby letter of credit, bearing Letter of Credit Number SNLC-2023-08015 (the "Letter of Credit"), issued by Caledonian National Bank PLC, London, acting through its New York branch located at 280 Park Avenue, New York, NY 10017, in favor of Greystone Metropolitan Realty LLC, as beneficiary. The Letter of Credit is in the stated amount of Five Million One Hundred Eighty Thousand and 00/100 Dollars ($5,180,000.00), which amount is equal to one (1) year of initial annual base rent payable by Tenant under the Lease. The Letter of Credit is in the form previously approved by Landlord and Tenant and attached to the Lease as Exhibit D thereto, and it conforms in all material respects to the requirements of Article 34 of the Lease governing the security deposit.

As you are aware, the Letter of Credit is subject to the burn-down schedule set forth in Section 34.03 of the Lease. Pursuant to that schedule, the stated amount of the Letter of Credit shall be reduced by One Million Thirty-Six Thousand and 00/100 Dollars ($1,036,000.00) at the end of each of Lease Years 5, 7, 9, 11, and 13, provided that no uncured Event of Default by Tenant then exists under the Lease and that all other conditions to such reduction specified in the Lease have been satisfied. Following the final scheduled reduction at the end of Lease Year 13, the remaining stated amount of the Letter of Credit shall be zero, and the Letter of Credit shall be returned to Tenant for cancellation in accordance with Section 34.05 of the Lease. Tenant will arrange for the issuance of amendments to the Letter of Credit in accordance with the terms and timing requirements of the Lease at each applicable reduction date, and copies of any such amendments shall be promptly furnished to Landlord and its counsel upon issuance.

We respectfully request that Pemberton Locke & Strauss LLP confirm receipt of the original Letter of Credit on behalf of its client, Greystone Metropolitan Realty LLC, at your earliest convenience. Upon such confirmation, we further request that Landlord, or its counsel on Landlord's behalf, provide written acknowledgment that the security deposit requirement set forth in Article 34 of the Lease has been satisfied in full by delivery of the Letter of Credit. Please direct any questions or correspondence regarding this transmittal or the Letter of Credit to the undersigned at the following coordinates:

Rafael Dominguez, Esq. Calderwood & Harkness LLP 425 Park Avenue, 18th Floor New York, NY 10022 Telephone: (212) 554-7184

Email: rdominguez@calderwoodharkness.com

For your records, a copy of this transmittal letter, together with a photocopy of the Letter of Credit, is being forwarded concurrently to our client contacts: Tariq Nassar, General Counsel, Aurelius Global Media Group PLC, 14 Cavendish Square, London W1G 0DW, United Kingdom; and Vivienne Caldwell, Senior Vice President, Global Real Estate & Facilities, Aurelius Global Media Group PLC, at the same address. A copy is also being retained by Douglas Fairchild, Esq., of this firm, for our internal matter file.

We appreciate your prompt attention to this matter and look forward to receiving your confirmation and acknowledgment at your convenience.

Very truly yours,

CALDERWOOD & HARKNESS LLP

By: ________

Rafael Dominguez Associate

Enclosure:

Original Irrevocable Standby Letter of Credit No. SNLC-2023-08015 issued by Caledonian National Bank PLC, London (New York branch), in favor of Greystone Metropolitan Realty LLC, in the stated amount of $5,180,000.00

cc:

Douglas Fairchild, Esq. — Calderwood & Harkness LLP Tariq Nassar, General Counsel — Aurelius Global Media Group PLC Vivienne Caldwell, SVP, Global Real Estate & Facilities — Aurelius Global Media Group PLC Kevin Mulcahy, Esq. — Pemberton Locke & Strauss LLP Catherine Ng, SVP, Leasing — Greystone Metropolitan Realty LLC

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 14, 2023
VIA HAND DELIVERY
Diane Ashford, Esq. Partner Pemberton Locke & Strauss LLP 1 World Financial Center, Suite 3800 New York, NY 10281
Re: Agreement of Lease dated July 13, 2023, between Greystone Metropolitan Realty LLC ("Landlord") and Aurelius Media Holdings Inc. ("Tenant") — 787 Seventh Avenue, Floors 34–38, New York, NY 10019
Matter No.: 1017-00009
Dear Ms. Ashford:
This firm represents Aurelius Media Holdings Inc. ("Tenant") in connection with the above-referenced Agreement of Lease dated July 13, 2023 (the "Lease"), entered into between Greystone Metropolitan Realty LLC ("Landlord") and Tenant, for premises consisting of the entire 34th, 35th, 36th, 37th, and 38th floors of the building located at 787 Seventh Avenue, New York, NY 10019. We write to transmit the original irrevocable standby letter of credit required under the Lease to serve as the security deposit thereunder, as more particularly described below.
Enclosed herewith for delivery to your client, Greystone Metropolitan Realty LLC, as Landlord under the Lease, please find one (1) original irrevocable standby letter of credit, bearing Letter of Credit Number SNLC-2023-08015 (the "Letter of Credit"), issued by Caledonian National Bank PLC, London, acting through its New York branch located at 280 Park Avenue, New York, NY 10017, in favor of Greystone Metropolitan Realty LLC, as beneficiary. The Letter of Credit is in the stated amount of Five Million One Hundred Eighty Thousand and 00/100 Dollars ($5,180,000.00), which amount is equal to one (1) year of initial annual base rent payable by Tenant under the Lease. The Letter of Credit is in the form previously approved by Landlord and Tenant and attached to the Lease as Exhibit D thereto, and it conforms in all material respects to the requirements of Article 34 of the Lease governing the security deposit.
As you are aware, the Letter of Credit is subject to the burn-down schedule set forth in Section 34.03 of the Lease. Pursuant to that schedule, the stated amount of the Letter of Credit shall be reduced by One Million Thirty-Six Thousand and 00/100 Dollars ($1,036,000.00) at the end of each of Lease Years 5, 7, 9, 11, and 13, provided that no uncured Event of Default by Tenant then exists under the Lease and that all other conditions to such reduction specified in the Lease have been satisfied. Following the final scheduled reduction at the end of Lease Year 13, the remaining stated amount of the Letter of Credit shall be zero, and the Letter of Credit shall be returned to Tenant for cancellation in accordance with Section 34.05 of the Lease. Tenant will arrange for the issuance of amendments to the Letter of Credit in accordance with the terms and timing requirements of the Lease at each applicable reduction date, and copies of any such amendments shall be promptly furnished to Landlord and its counsel upon issuance.
We respectfully request that Pemberton Locke & Strauss LLP confirm receipt of the original Letter of Credit on behalf of its client, Greystone Metropolitan Realty LLC, at your earliest convenience. Upon such confirmation, we further request that Landlord, or its counsel on Landlord's behalf, provide written acknowledgment that the security deposit requirement set forth in Article 34 of the Lease has been satisfied in full by delivery of the Letter of Credit. Please direct any questions or correspondence regarding this transmittal or the Letter of Credit to the undersigned at the following coordinates:
Rafael Dominguez, Esq. Calderwood & Harkness LLP 425 Park Avenue, 18th Floor New York, NY 10022 Telephone: (212) 554-7184
Email: rdominguez@calderwoodharkness.com
For your records, a copy of this transmittal letter, together with a photocopy of the Letter of Credit, is being forwarded concurrently to our client contacts: Tariq Nassar, General Counsel, Aurelius Global Media Group PLC, 14 Cavendish Square, London W1G 0DW, United Kingdom; and Vivienne Caldwell, Senior Vice President, Global Real Estate & Facilities, Aurelius Global Media Group PLC, at the same address. A copy is also being retained by Douglas Fairchild, Esq., of this firm, for our internal matter file.
We appreciate your prompt attention to this matter and look forward to receiving your confirmation and acknowledgment at your convenience.
Very truly yours,
CALDERWOOD & HARKNESS LLP
By: ________
Rafael Dominguez Associate
Enclosure:
Original Irrevocable Standby Letter of Credit No. SNLC-2023-08015 issued by Caledonian National Bank PLC, London (New York branch), in favor of Greystone Metropolitan Realty LLC, in the stated amount of $5,180,000.00
cc:
Douglas Fairchild, Esq. — Calderwood & Harkness LLP Tariq Nassar, General Counsel — Aurelius Global Media Group PLC Vivienne Caldwell, SVP, Global Real Estate & Facilities — Aurelius Global Media Group PLC Kevin Mulcahy, Esq. — Pemberton Locke & Strauss LLP Catherine Ng, SVP, Leasing — Greystone Metropolitan Realty LLC

VIA HAND DELIVERY

CALDERWOOD & HARKNESS LLP

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