Note to Borrower. All requests submitted under a single Loan Notice must be effective on the same date. If multiple effective dates are needed, multiple Loan Notices will need to be prepared and signed.
Note to Borrower. All prepayments submitted under a single Notice of Loan Prepayment must be effective on the same date. If multiple effective dates are needed, multiple Notice of Loan Prepayment will need to be prepared and signed.
Note to Borrower. For multiple borrowings, conversions and/or continuations for a particular facility, fill out a new row for each borrowing/conversion and/or continuation.
Note to Borrower. Complete a new row for each Borrowing being prepaid.
Note to Borrower. All requests submitted under a single Loan Notice must be effective on the same date. If multiple effective dates are needed, multiple Loan Notices will need to be prepared and signed. 2 Note to Borrower. For multiple borrowings, conversions and/or continuations for a particular facility, fill out a new row for each borrowing/conversion and/or continuation. C-1 Form of Loan Notice GLOBE LIFE INC. By: Name: [Type Signatory Name] Title: [Type Signatory Title] C-1 Form of Loan Notice EXHIBIT D FORM OF NOTE FOR VALUE RECEIVED, the undersigned (the “Borrower”), hereby promises to pay to _____________________ or registered assigns (the “Lender”), in accordance with the provisions of the Agreement (as hereinafter defined), the principal amount of each Loan from time to time made by the Lender to the Borrower under that certain Term Loan Credit Agreement, dated as of April [9], 2020 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Agreement;” the terms defined therein being used herein as therein defined), among the Borrower, the Lenders from time to time party thereto, and Bank of America, N.A., as Administrative Agent. The Borrower promises to pay interest on the unpaid principal amount of each Loan from the date of such Loan until such principal amount is paid in full, at such interest rates and at such times as provided in the Agreement. All payments of principal and interest shall be made to the Administrative Agent for the account of the Lender in Dollars in immediately available funds at the Administrative Agent’s Office. If any amount is not paid in full when due hereunder, such unpaid amount shall bear interest, to be paid upon demand, from the due date thereof until the date of actual payment (and before as well as after judgment) computed at the per annum rate set forth in the Agreement. This Note is one of the Notes referred to in the Agreement, is entitled to the benefits thereof and may be prepaid in whole or in part subject to the terms and conditions provided therein. Upon the occurrence and continuation of one or more of the Events of Default specified in the Agreement, all amounts then remaining unpaid on this Note shall become, or may be declared to be, immediately due and payable all as provided in the Agreement. Loans made by the Lender shall be evidenced by one or more loan accounts or records maintained by the Lender in the ordinary course of business. The Lender may also attach schedules...
Note to Borrower. Complete a new row for each Borrowing being prepaid. Form of Notice of Loan Prepayment Term Facility Indicate: Requested Amount Indicate:Base Rate LoanorTerm SOFR Committed LoanorDaily SOFR Loan For Term SOFR Committed Loans Indicate: Interest Period (i.e., 1, 3 or 6 month interest period) EMPIRE STATE REALTY OP, L.P., a Delaware limited partnership By: Empire State Realty Trust, Inc., its general partner By: Name: [Type Signatory Name] Title: [Type Signatory Title] Form of Notice of Loan Prepayment EXHIBIT J-1 FORM OF U.S. TAX COMPLIANCE CERTIFICATE (For Foreign Lenders That Are Not Partnerships For U.S. Federal Income Tax Purposes) Reference is made to that certain Second Amended and Restated Credit Agreement, dated as of March 8, 2024 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”), among Empire State Realty Trust, Inc., a Maryland corporation, Empire State Realty OP, L.P., a Delaware limited partnership (the “Borrower”), the Lenders from time to time party thereto, Bank of America, N.A., as Administrative Agent, and the L/C Issuers from time to time party thereto. Pursuant to the provisions of Section 3.01(f) of the Credit Agreement, the undersigned hereby certifies that (i) it is the sole record and beneficial owner of the Loan(s), and it is the sole beneficial owner of the portion of the Note(s) evidencing such Loan(s), in respect of which it is providing this certificate, (ii) it is not a bank within the meaning of Section 881(c)(3)(A) of the Code, (iii) it is not a ten percent shareholder of the Borrower within the meaning of Section 871(h)(3)(B) of the Code and (iv) it is not a controlled foreign corporation related to the Borrower as described in Section 881(c)(3)(C) of the Code. The undersigned has furnished the Administrative Agent and the Borrower with a certificate of its non-U.S. Person status on IRS Form W-8BEN-E (or W-8BEN, as applicable). By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform the Borrower and the Administrative Agent, and (2) the undersigned shall have at all times furnished the Borrower and the Administrative Agent with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments. Unless otherwise define...
Note to Borrower. Indicate 1 or 3 month, or (solely with respect to Alternative Currency Term Rate Loans) 6 month, interest period Term A-1 Facility: Indicate:Borrowing,Conversion or Continuation Indicate:Applicable Borrower Name Indicate:Requested Amount Indicate:Currency Indicate:Base RateLoan orTerm SOFR Loan For Term SOFR Loans, Indicate: Interest Period4 KBR USD KBR USD Term A-3 Facility: Indicate:Borrowing,Conversion or Continuation Indicate:Applicable Borrower Name Indicate:Requested Amount Indicate:Currency Indicate:Alternative Currency Daily Rate Loan Xxxxxxx Brown & Root Ltd. GBP Sterling Alternative Currency Daily Rate Loan Xxxxxxx Brown & Root Ltd. GBP Sterling Alternative Currency Daily Rate Loan Term B Facility: Indicate:Borrowing,Conversion or Continuation Indicate:Applicable Borrower Name Indicate:Requested Amount Indicate:Currency Indicate:Base RateLoan orTerm SOFR Loan For Term SOFR Loans, Indicate: Interest Period5 KBR USD KBR USD The Borrowing, if any, requested herein complies with the provisos to the first sentence of Section 2.01 of the Agreement. [APPLICABLE BORROWER] By: Name: [Type Signatory Name] Title: [Type Signatory Title] 4 Note to Borrower: Indicate 1 or 3 month interest period 5 Note to Borrower: Indicate 1 or 3 month interest period Annex D Schedule 1.01(c) Letter of Credit Commitments
Note to Borrower. For multiple borrowings, conversions and/or continuations for a particular facility, fill out a new row for each borrowing/conversion and/or continuation. Insert an additional chart for each Incremental Term Loan Facility added pursuant to Section 2.16 of the Agreement. Form of Committed Loan Notice Indicate: Borrowing or Conversion or Continuation Indicate: Requested Amount Indicate: Base Rate Loan or Term SOFR Committed Loan or Daily SOFR Loan For Term SOFR Committed Loans Indicate: Interest Period (e.g. 1, 3 or 6 month interest period) Term Facility Indicate: Borrowing or Conversion or Continuation Indicate: Requested Amount Indicate: Base Rate Loan or Term SOFR Committed Loan or Daily SOFR Loan For Term SOFR Committed Loans Indicate: Interest Period (e.g. 1, 3 or 6 month interest period) The Loans, if any, borrowed hereunder shall be disbursed to the following bank for credit by that bank to the following deposit account: ____________________ ____________________ ____________________ [The Borrowing, if any, requested herein complies with the proviso to the first sentence of Section 2.01[(a)/(b)] of the Agreement.
Note to Borrower. For multiple conversions and/or continuations for a particular facility, fill out a new row for each conversion and/or continuation.
Note to Borrower. For multiple borrowings, conversions and/or continuations for a particular facility, fill out a new row for each borrowing/conversion and/or continuation. Insert an additional chart for each Incremental Term Loan Facility added pursuant to Section 2.16 of the Agreement.
