CERTIFICATE OF FORMATION
OF
HUDSON YARDS WEST MEZZANINE LLC
A Delaware Limited Liability Company Pursuant to Section 18-201 of the Delaware Limited Liability Company Act
The undersigned, being an authorized person, for the purpose of forming a limited liability company pursuant to the Delaware Limited Liability Company Act, 6 Del. C. § 18-101 et seq. (the "Act"), hereby certifies as follows:
Article I — Name
The name of the limited liability company formed hereby is Hudson Yards West Mezzanine LLC (the "Company").
Article II — Registered Office and Registered Agent
The address of the registered office of the Company in the State of Delaware is:
Pemberton Industries 251 Little Falls Drive Wilmington, New Castle County, Delaware 19808
The name of the registered agent of the Company for service of process at such address is Pemberton Industries, a corporation organized and existing under the laws of the State of Delaware.
Article III — Authorized Person
The name and address of the authorized person executing this Certificate of Formation are as follows:
Name: Marcus Jennings, Vice President, Real Estate Development, Metropolitan Transit Development Corp.
Address: 200 South Michigan Avenue, Suite 3100, Chicago, Illinois 60604
The powers of the authorized person named herein shall cease upon the filing of this Certificate of Formation with the Office of the Secretary of State of the State of Delaware. Thereafter, the managers or members, as the case may be, as designated in the Limited Liability Company Agreement of the Company (as such agreement may be entered into, amended, supplemented, or restated from time to time) shall be authorized persons within the meaning of the Act and shall have the power to execute, deliver, and file any amendments and/or restatements to this Certificate of Formation, and any certificates of cancellation, as may be required or permitted by law on behalf of the Company.
Article IV — Effective Date
This Certificate of Formation shall be effective upon filing with the Secretary of State of the State of Delaware.
Article V — Purpose
The Company is formed for the purpose of engaging in any lawful act or activity for which limited liability companies may be formed under the Act.
Execution
IN WITNESS WHEREOF, the undersigned authorized person has duly executed this Certificate of Formation as of the date set forth below.
Executed as of ____, 2025.
________________________________________
Marcus Jennings Authorized Person
Vice President, Real Estate Development Metropolitan Transit Development Corp. 200 South Michigan Avenue, Suite 3100 Chicago, Illinois 60604