Common use of Transaction References Clause in Contracts

Transaction References. The Obligors agrees that each of New York Life Investment Management LLC, Prudential Investment Management, Inc. and Prudential Capital Group may (a) refer to its role in establishing this Agreement, as well as the identity of any Obligor and the maximum aggregate principal amount of the Notes and the date on which the Agreement was established, on its internet site or in marketing materials, press releases, published “tombstone” announcements or any other print or electronic medium, and (b) display the corporate logo of any Obligor in conjunction with any such reference. If you are in agreement with the foregoing, please sign the form of agreement on the accompanying counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among the Purchasers, the Company and the Guarantor. Very truly yours, FIRSTSERVICE CORPORATION By: /s/ Xxxx X. Xxxxxxxxxxxx Name: Xxxx X. Xxxxxxxxxxxx Title: Senior Vice President and Chief Financial Officer By: /s/ Xxxx X. Xxxxxxxxxxxx Title: Senior Vice President and Chief Financial Officer This Agreement is hereby accepted and agreed to as of the date hereof. By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Corporate Vice President By: New York Life Investment Management LLC, Its Investment Manager By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director By: New York Life Investment Management LLC, its Investment Manager By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director By: /s/ Engin Okaya Name: Engin Okaya Title: Vice President By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement Investors, Inc. (as its General Partner) By: /s/ Engin Okaya Name: Engin Okaya Title: Vice President Name in which to register Note(s) NEW YORK LIFE INSURANCE COMPANY Note Registration Number(s); Principal Amount(s) R-1; $18,800,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer XXXxxxxx Xxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000 ABA No.: 000-000-000 Credit: New York Life Insurance Company General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE COMPANY By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION Note Registration Number(s); Principal Amount(s) R-2; $36,000,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: New York Life Insurance and Annuity Corporation General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) Note Registration Number(s); Principal Amount(s) R-3; $20,200,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: NYLIAC SEPARATE BOLI 30C General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operation Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Fixed Income Investor Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-4; $27,900,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential Managed Portfolio Account No.: P86188 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-5; $31,700,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Privest Portfolio Account No.: P86189 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-6; $9,600,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential GM Buyout Private Custody Account No.: P30819 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) FARMERS NEW WORLD LIFE INSURANCE COMPANY Note Registration number(s); principal amount(s) R-7; $5,800,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000000000 Account No.: 9009000200 Account Name: SSG Private Income Processing For further credit to Account P58834 Farmers NWL Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments xxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers Insurance Company Attention: Investment Accounting Team 0000 Xxxxxxxx Xxxx., 0xx Xxxxx Xxx Xxxxxxx, XX 00000 and xxxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers New World Life Insurance Company Attention: Investment Operations Team 0000 00xx Xxxxxx Xxxxxxxxx, 0xx Xxxxx Xxxxxx Xxxxxx, XX 00000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes JPMorgan Chase Bank, N.A. 0 Xxxxx Xxxxxxxxx Xxxxxx, 0xx Xxxxx Xxxxxxxx, XX 00000-0000 Attention: Physical Receive Department, Xxxxx Xxxxxxxxx Re: P58834 – Farmers New World Life Private Placement and 33761N A@8 cc: Trade Management, Manager Signature Block Format FARMERS NEW WORLD LIFE INSURANCE COMPANY By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement Investors, Inc. (as its General Partner) By: ______________________________ Name: Title: Vice President Tax Identification Number 00-0000000

Transaction References. The Obligors Company agrees that each of New York Life Investment Management NYL Investors LLC, Prudential Investment Management, Inc. the Purchasers and Prudential Capital Group their respective Affiliates may (a) refer to its role in establishing this Agreement, as well as the identity of any Obligor the Company and the maximum aggregate principal amount of the Notes and the date on which the Agreement was established, on its internet site or in marketing materials, press releases, published “tombstone” announcements or any other print or electronic medium, medium and (b) display the Company’s corporate logo of any Obligor in conjunction with any such reference. MSC Industrial Direct Co., Inc. Note Purchase Agreement If you are in agreement with the foregoing, please sign the form of agreement on the accompanying a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among the Purchasers, the Company between you and the GuarantorCompany. Very truly yours, FIRSTSERVICE CORPORATION By: MSC Industrial Direct Co., Inc. By /s/ Xxxx X. Xxxxxxxxxxxx Rxxxxx Xxxxx Name: Xxxx X. Xxxxxxxxxxxx Rxxxxx Xxxxx Title: Senior Vice President Executive VP and Chief Financial Officer By: /s/ Xxxx X. Xxxxxxxxxxxx Title: Senior Vice President and Chief Financial Officer CFO MSC Industrial Direct Co., Inc. Note Purchase Agreement This Agreement is hereby accepted and agreed to as of the date hereof. New York Life Insurance Company By: /s/ Xxxxxxx Cxxxxxxxxxx X. Xxxxxx Xxxxx Name: Xxxxxxx Cxxxxxxxxxx X. Xxxxxx Xxxxx Title: Corporate Vice President By: New York Life Investment Management LLC, Its Investment Manager Insurance And Annuity Corporation By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director By: New York Life Investment Management NYL Investors LLC, its Investment Manager By: /s/ Xxxxxxx Cxxxxxxxxxx X. Xxxxxx Xxxxx Name: Xxxxxxx Cxxxxxxxxxx X. Xxxxxx Xxxxx Title: Managing Director The Bank of New York Mellon, a banking corporation organized under the laws of New York, not in its individual capacity but solely as Trustee under that certain Trust Agreement dated as of July 1st, 2015 between New York Life Insurance Company, as Grantor, Jxxx Hxxxxxx Life Insurance Company (U.S.A.), as Beneficiary, Jxxx Hxxxxxx Life Insurance Company of New York, as Beneficiary, and The Bank of New York Mellon, as Trustee By: /s/ Engin Okaya Name: Engin Okaya Title: Vice President By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement Investors, Inc. (as its General Partner) By: /s/ Engin Okaya Name: Engin Okaya Title: Vice President Name in which to register Note(s) NEW YORK LIFE INSURANCE COMPANY Note Registration Number(s); Principal Amount(s) R-1; $18,800,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer XXXxxxxx Xxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000 ABA No.: 000-000-000 Credit: New York Life Insurance Company General Account No.Company, its attorney-in-fact By: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE COMPANY By:_____________________________ /s/ Cxxxxxxxxxx X. Xxxxx Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION Note Registration Number(s); Principal Amount(s) R-2; $36,000,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: New York Life Insurance and Annuity Corporation General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) Note Registration Number(s); Principal Amount(s) R-3; $20,200,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: NYLIAC SEPARATE BOLI 30C General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operation Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Fixed Income Investor Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-4; $27,900,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential Managed Portfolio Account No.: P86188 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Cxxxxxxxxxx X. Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name As used herein, the following terms have the respective meanings set forth below or set forth in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-5; $31,700,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Privest Portfolio Account No.: P86189 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA BySection hereof following such term:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-6; $9,600,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential GM Buyout Private Custody Account No.: P30819 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) FARMERS NEW WORLD LIFE INSURANCE COMPANY Note Registration number(s); principal amount(s) R-7; $5,800,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000000000 Account No.: 9009000200 Account Name: SSG Private Income Processing For further credit to Account P58834 Farmers NWL Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments xxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers Insurance Company Attention: Investment Accounting Team 0000 Xxxxxxxx Xxxx., 0xx Xxxxx Xxx Xxxxxxx, XX 00000 and xxxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers New World Life Insurance Company Attention: Investment Operations Team 0000 00xx Xxxxxx Xxxxxxxxx, 0xx Xxxxx Xxxxxx Xxxxxx, XX 00000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes JPMorgan Chase Bank, N.A. 0 Xxxxx Xxxxxxxxx Xxxxxx, 0xx Xxxxx Xxxxxxxx, XX 00000-0000 Attention: Physical Receive Department, Xxxxx Xxxxxxxxx Re: P58834 – Farmers New World Life Private Placement and 33761N A@8 cc: Trade Management, Manager Signature Block Format FARMERS NEW WORLD LIFE INSURANCE COMPANY By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement Investors, Inc. (as its General Partner) By: ______________________________ Name: Title: Vice President Tax Identification Number 00-0000000

Transaction References. The Obligors Company agrees that each any of New York Life Investment Management LLC, Prudential Investment Management, Inc. and Prudential Capital Group the New York Life Affiliates may (a) refer to its or their role in establishing this Agreementpurchasing the Notes, as well as the identity of any Obligor the Company and the maximum aggregate principal amount of the Notes and the date on which of the Agreement was establishedClosing in respect of the Notes, on its internet site or in marketing materials, press releases, published “tombstone” announcements or any other print or electronic medium, and (b) display the Company’s corporate logo of any Obligor in conjunction with any such reference. -44- If you are in agreement with the foregoing, please sign the form of agreement on the accompanying a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among the Purchasers, the Company between you and the GuarantorCompany. Very truly yours, FIRSTSERVICE CORPORATION EASTGROUP PROPERTIES, L.P. By: EastGroup Properties General Partners, Inc., General Partner By: /s/ Xxxx X. Xxxxxxxxxxxx N. Xxxxx XxXxx Name: Xxxx X. Xxxxxxxxxxxx N. Xxxxx XxXxx Title: Executive Vice President, Chief Financial Officer, Secretary and Treasurer By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Vice President President, Controller and Chief Financial Accounting Officer EASTGROUP PROPERTIES, INC. By: /s/ Xxxx X. Xxxxxxxxxxxx N. Xxxxx XxXxx Name: N. Xxxxx XxXxx Title: Executive Vice President, Chief Financial Officer, Secretary and Treasurer By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Vice President President, Controller and Chief Financial Accounting Officer This Agreement is hereby accepted and agreed to as of the date hereof. By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Corporate Vice President By: New York Life Investment Management LLC, Its Investment Manager By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director By: New York Life Investment Management LLC, its Investment Manager By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director By: /s/ Engin Okaya Name: Engin Okaya Title: Vice President By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement Investors, Inc. (as its General Partner) By: /s/ Engin Okaya Name: Engin Okaya Title: Vice President Name in which to register Note(s) NEW YORK LIFE INSURANCE COMPANY Note Registration Number(s); Principal Amount(s) R-1; $18,800,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer XXXxxxxx Xxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000 ABA No.: 000-000-000 Credit: New York Life Insurance Company General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE COMPANY By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION Note Registration Number(s); Principal Amount(s) R-2; $36,000,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: New York Life Insurance and Annuity Corporation General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, /s/ Xxxx 000 Xxx Xxxx, Xxx Xxxxxxxxxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format Corporate Vice President NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) Note Registration Number(s); Principal Amount(s) R-3; $20,200,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: NYLIAC SEPARATE BOLI 30C General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, /s/ Xxxx 000 Xxx Xxxx, Xxx Xxxxxxxxxx Xxxx 00000-0000 Attention: Securities Operation Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Fixed Income Investor Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format Corporate Vice President NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-4; $27,900,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential Managed Portfolio Account No.: P86188 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: /s/ Xxxx Xxxxxxxxxx Xxxx Xxxxxxxxxx Corporate Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-5; $31,700,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Privest Portfolio Account No.: P86189 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-6; $9,600,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential GM Buyout Private Custody Account No.: P30819 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) FARMERS NEW WORLD YORK LIFE INSURANCE COMPANY Note Registration number(s); principal amount(s) R-7; $5,800,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000000000 Account No.: 9009000200 Account Name: SSG Private Income Processing For further credit to Account P58834 Farmers NWL Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE AND ANNUITY CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments xxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers Insurance Company Attention: Investment Accounting Team 0000 Xxxxxxxx Xxxx., 0xx Xxxxx Xxx Xxxxxxx, XX 00000 and xxxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers New World Life Insurance Company Attention: Investment Operations Team 0000 00xx Xxxxxx Xxxxxxxxx, 0xx Xxxxx Xxxxxx Xxxxxx, XX 00000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes JPMorgan Chase Bank, N.A. 0 Xxxxx Xxxxxxxxx Xxxxxx, 0xx Xxxxx Xxxxxxxx, XX 00000-0000 Attention: Physical Receive Department, Xxxxx Xxxxxxxxx Re: P58834 – Farmers New World Life Private Placement and 33761N A@8 cc: Trade Management, Manager Signature Block Format FARMERS NEW WORLD INSTITUTIONALLY OWNED LIFE INSURANCE COMPANY By: Prudential Private Placement Investors, L.P. SEPARATE ACCOUNT (as Investment AdvisorBOLI 3-2) By: Prudential Private Placement InvestorsNew York Life Investment Management LLC, Inc. Its Investment Manager By: /s/ Xxxx Xxxxxxxxxx Xxxx Xxxxxxxxxx Corporate Vice President NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (as its General PartnerBOLI 3) By: ______________________________ NameNew York Life Investment Management LLC, Its Investment Manager By: Title: /s/ Xxxx Xxxxxxxxxx Xxxx Xxxxxxxxxx Corporate Vice President Tax Identification Number 00-1- “2012 Form 10-0000000K” is defined in Section 5.3.

Transaction References. The Obligors Company and the Trust each agrees that each of New York Life Investment Management LLC, Prudential Investment Management, Inc. and Prudential Capital Group may (a) refer to its role in originating the purchase of the Notes from the Company and in establishing this Agreementthe Facility, as well as the identity of any Obligor the Company and the Trust, the Series A Notes, the Series B Notes, the maximum aggregate principal amount of the Shelf Notes and the date on which the Agreement Facility was established, on its internet site or in marketing materials, press releases, published “tombstone” announcements or any other print or electronic medium, medium and (b) display the Company’s and/or the Trust’s corporate logo of any Obligor in conjunction with any such reference, subject to the Company’s and the Trust’s approval, as applicable, such approval not to be unreasonably withheld, conditioned or delayed. If you are in agreement with the foregoing, please sign the form of agreement on the accompanying a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among the Purchasersbetween you, the Company and the GuarantorTrust. Very truly yours, FIRSTSERVICE CORPORATION By: /s/ Xxxx X. Xxxxxxxxxxxx RAMCO-XXXXXXXXXX PROPERTIESRPT REALTY, L.P. By Ramco-Xxxxxxxxxx Properties TrustRPT Realty Its General Partner By /s/Xxxxxxx Xxxxxxx Name: Xxxx X. Xxxxxxxxxxxx Xxxxxxx Xxxxxxx Title: Senior Vice President and Chief Financial Officer ByRAMCO-XXXXXXXXXX PROPERTIES TRUSTRPT REALTY By /s/Xxxxxxx Xxxxxxx Name: /s/ Xxxx X. Xxxxxxxxxxxx Xxxxxxx Xxxxxxx Title: Senior Vice President and Chief Financial Officer This Agreement is hereby accepted and agreed to as of the date hereof. Prudential Investment Management, Inc. By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Corporate Vice President By: New York Life Investment Management LLC, Its Investment Manager The Prudential Insurance Company of America By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director Vice President The Gibraltar Life Insurance Co., Ltd By: New York Life Prudential Investment Management LLCJapan Co., its Ltd. (as Investment Manager Manager) By: Prudential Investment Management, Inc. (as Sub-Adviser) By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director By: /s/ Engin Okaya Name: Engin Okaya Title: Vice President Farmers Insurance Exchange Mid Century Insurance Company Xxxxxxx Penn Life Insurance Company of New York Zurich American Insurance Company American Income Life Insurance Company Family Heritage Life Insurance Company of America Liberty National Life Insurance Company The Independent Order of Foresters By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement Investors, Inc. (as its General Partner) By: /s/ Engin Okaya Name: Engin Okaya Title: Vice President Name in which to register Note(s) NEW YORK LIFE INSURANCE COMPANY Note Registration Number(s); Principal Amount(s) R-1; $18,800,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer XXXxxxxx Xxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000 ABA No.: 000-000-000 Credit: New York Life Insurance Universal Prudential Arizona Reinsurance Company General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE COMPANY By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION Note Registration Number(s); Principal Amount(s) R-2; $36,000,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: New York Life Insurance and Annuity Corporation General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) Note Registration Number(s); Principal Amount(s) R-3; $20,200,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: NYLIAC SEPARATE BOLI 30C General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operation Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Fixed Income Investor Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-4; $27,900,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential Managed Portfolio Account No.: P86188 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-5; $31,700,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Privest Portfolio Account No.: P86189 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-6; $9,600,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential GM Buyout Private Custody Account No.: P30819 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) FARMERS NEW WORLD LIFE INSURANCE COMPANY Note Registration number(s); principal amount(s) R-7; $5,800,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000000000 Account No.: 9009000200 Account Name: SSG Private Income Processing For further credit to Account P58834 Farmers NWL Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments xxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers Insurance Company Attention: Investment Accounting Team 0000 Xxxxxxxx Xxxx., 0xx Xxxxx Xxx Xxxxxxx, XX 00000 and xxxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers New World Life Insurance Company Attention: Investment Operations Team 0000 00xx Xxxxxx Xxxxxxxxx, 0xx Xxxxx Xxxxxx Xxxxxx, XX 00000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes JPMorgan Chase Bank, N.A. 0 Xxxxx Xxxxxxxxx Xxxxxx, 0xx Xxxxx Xxxxxxxx, XX 00000-0000 Attention: Physical Receive Department, Xxxxx Xxxxxxxxx Re: P58834 – Farmers New World Life Private Placement and 33761N A@8 cc: Trade Management, Manager Signature Block Format FARMERS NEW WORLD LIFE INSURANCE COMPANY By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement InvestorsManagement, Inc. (as its General PartnerInvestment Manager) By: ______________________________ Name: Title: /s/ Vice President Tax Identification Number 00-0000000President

Transaction References. The Obligors Each Constituent Company agrees that each of New York Life Investment Management NYL Investors LLC, Prudential Investment Management, Inc. the Purchasers and Prudential Capital Group their respective Affiliates may (a) refer to its role in establishing this Agreement, as well as the identity of any Obligor such Constituent Company and the maximum aggregate principal amount of the Notes and the date on which the Agreement was established, on its internet site or in marketing materials, press releases, published “tombstone” announcements or any other print or electronic medium, medium and (b) display the such Constituent Company’s corporate logo of any Obligor in conjunction with any such reference. If you are in agreement with the foregoing, please sign the form of agreement on the accompanying a counterpart of this Agreement and return it to the CompanyConstituent Companies, whereupon this Agreement shall become a binding agreement among the Purchasers, the Company between you and the GuarantorConstituent Companies. Very truly yours, FIRSTSERVICE CORPORATION Education Realty Operating Partnership, LP, a Delaware limited partnership By: Education Realty OP GP, Inc., a Delaware corporation, its General Partner By: /s/ Xxxx X. Xxxxxxxxxxxx J. Dxxx Xxxxxxx Name: Xxxx X. Xxxxxxxxxxxx J. Dxxx Xxxxxxx Title: Senior Vice President President, Capital Markets and Chief Financial Officer Investor Relations Education Realty Trust, Inc., a Maryland corporation By: /s/ Xxxx X. Xxxxxxxxxxxx J. Dxxx Xxxxxxx Name: J. Dxxx Xxxxxxx Title: Senior Vice President President, Capital Markets and Chief Financial Officer Investor Relations This Agreement is hereby accepted and agreed to as of the date hereof. New York Life Insurance Company By: /s/ Xxxxxxx Cxxxxxxxxxx X. Xxxxxx Xxxxx Name: Xxxxxxx Cxxxxxxxxxx X. Xxxxxx Xxxxx Title: Corporate Vice President By: New York Life Investment Management LLC, Its Investment Manager Insurance and Annuity Corporation By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director By: New York Life Investment Management NYL Investors LLC, its Investment Manager By: /s/ Xxxxxxx Cxxxxxxxxxx X. Xxxxxx Xxxxx Name: Xxxxxxx Cxxxxxxxxxx X. Xxxxxx Xxxxx Title: Managing Director The Bank of New York Mellon, a banking corporation organized under the laws of New York, not in its individual capacity but solely as Trustee under that certain Trust Agreement dated as of July 1st, 2015 between New York Life Insurance Company, as Grantor, Jxxx Hxxxxxx Life Insurance Company (U.S.A.), as Beneficiary, Jxxx Hxxxxxx Life Insurance Company of New York, as Beneficiary, and The Bank of New York Mellon, as Trustee By: /s/ Engin Okaya Name: Engin Okaya Title: Vice President By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement Investors, Inc. (as its General Partner) By: /s/ Engin Okaya Name: Engin Okaya Title: Vice President Name in which to register Note(s) NEW YORK LIFE INSURANCE COMPANY Note Registration Number(s); Principal Amount(s) R-1; $18,800,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer XXXxxxxx Xxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000 ABA No.: 000-000-000 Credit: New York Life Insurance Company General Account No.Company, its attorney-in-fact By: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE COMPANY By:_____________________________ /s/ Cxxxxxxxxxx X. Xxxxx Name: Cxxxxxxxxxx X. Xxxxx Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION Note Registration Number(s); Principal Amount(s) R-2; $36,000,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: New York Life Insurance and Annuity Corporation General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) Note Registration Number(s); Principal Amount(s) R-3; $20,200,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: NYLIAC SEPARATE BOLI 30C General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments Vice President New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operation Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Fixed Income Investor Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C3) By: New York Life Investment Management NYL Investors LLC, Its its Investment Manager By:_____________________________ : /s/ Cxxxxxxxxxx X. Xxxxx Name: Cxxxxxxxxxx X. Xxxxx Title: Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-4; $27,900,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential Managed Portfolio Account No.: P86188 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of As used herein, the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Byfollowing terms have the respective meanings set forth below or set forth in the Section hereof following such term:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-5; $31,700,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Privest Portfolio Account No.: P86189 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-6; $9,600,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential GM Buyout Private Custody Account No.: P30819 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) FARMERS NEW WORLD LIFE INSURANCE COMPANY Note Registration number(s); principal amount(s) R-7; $5,800,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000000000 Account No.: 9009000200 Account Name: SSG Private Income Processing For further credit to Account P58834 Farmers NWL Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments xxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers Insurance Company Attention: Investment Accounting Team 0000 Xxxxxxxx Xxxx., 0xx Xxxxx Xxx Xxxxxxx, XX 00000 and xxxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers New World Life Insurance Company Attention: Investment Operations Team 0000 00xx Xxxxxx Xxxxxxxxx, 0xx Xxxxx Xxxxxx Xxxxxx, XX 00000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes JPMorgan Chase Bank, N.A. 0 Xxxxx Xxxxxxxxx Xxxxxx, 0xx Xxxxx Xxxxxxxx, XX 00000-0000 Attention: Physical Receive Department, Xxxxx Xxxxxxxxx Re: P58834 – Farmers New World Life Private Placement and 33761N A@8 cc: Trade Management, Manager Signature Block Format FARMERS NEW WORLD LIFE INSURANCE COMPANY By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement Investors, Inc. (as its General Partner) By: ______________________________ Name: Title: Vice President Tax Identification Number 00-0000000

Transaction References. The Obligors Company agrees that each of New York Life Investment Management NYL Investors LLC, Prudential Investment Management, Inc. the Purchasers and Prudential Capital Group their respective Affiliates may (a) refer to its role in establishing this Agreement, as well as the identity of any Obligor the Company and the maximum aggregate principal amount of the Notes and the date on which the Agreement was established, on its internet site or in marketing materials, press releases, published “tombstone” announcements or any other print or electronic medium, medium and (b) display the Company’s corporate logo of any Obligor in conjunction with any such reference. MSC Industrial Direct Co., Inc. Note Purchase Agreement If you are in agreement with the foregoing, please sign the form of agreement on the accompanying a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among the Purchasers, the Company between you and the GuarantorCompany. Very truly yours, FIRSTSERVICE CORPORATION By: MSC Industrial Direct Co., Inc. By /s/ Xxxx X. Xxxxxxxxxxxx Xxxxxx Xxxxx Name: Xxxx X. Xxxxxxxxxxxx Xxxxxx Xxxxx Title: Senior Executive Vice President and Chief Financial Officer By: /s/ Xxxx X. Xxxxxxxxxxxx Title: Senior Vice President and Chief Financial Officer MSC Industrial Direct Co., Inc. Note Purchase Agreement This Agreement is hereby accepted and agreed to as of the date hereof. By: New York Life Insurance Company By /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Corporate Vice President By: New York Life Investment Management LLC, Its Investment Manager Insurance And Annuity Corporation By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director By: New York Life Investment Management NYL Investors LLC, its Investment Manager By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Senior Director The Bank of New York Mellon, a banking corporation organized under the laws of New York, not in its individual capacity but solely as Trustee under that certain Trust Agreement dated as of July 1st, 2015 between New York Life Insurance Company, as Grantor, Xxxx Xxxxxxx Life Insurance Company (U.S.A.), as Beneficiary, Xxxx Xxxxxxx Life Insurance Company of New York, as Beneficiary, and The Bank of New York Mellon, as Trustee By: /s/ Engin Okaya Name: Engin Okaya Title: Vice President By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement Investors, Inc. (as its General Partner) By: /s/ Engin Okaya Name: Engin Okaya Title: Vice President Name in which to register Note(s) NEW YORK LIFE INSURANCE COMPANY Note Registration Number(s); Principal Amount(s) R-1; $18,800,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer XXXxxxxx Xxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000 ABA No.: 000-000-000 Credit: New York Life Insurance Company General Account No.Company, its attorney-in-fact By: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance Company c/o New York Life Investment Management LLC 00 /s/ Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 AttentionName: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE COMPANY By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION Note Registration Number(s); Principal Amount(s) R-2; $36,000,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: New York Life Insurance and Annuity Corporation General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) Note Registration Number(s); Principal Amount(s) R-3; $20,200,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: NYLIAC SEPARATE BOLI 30C General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operation Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Fixed Income Investor Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-4; $27,900,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential Managed Portfolio Account No.: P86188 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Corporate Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-5; $31,700,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Privest Portfolio Account No.: P86189 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-6; $9,600,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential GM Buyout Private Custody Account No.: P30819 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) FARMERS NEW WORLD LIFE INSURANCE COMPANY Note Registration number(s); principal amount(s) R-7; $5,800,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000000000 Account No.: 9009000200 Account Name: SSG Private Income Processing For further credit to Account P58834 Farmers NWL Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments xxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers Insurance Company Attention: Investment Accounting Team 0000 Xxxxxxxx Xxxx., 0xx Xxxxx Xxx Xxxxxxx, XX 00000 and xxxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers New World Life Insurance Company Attention: Investment Operations Team 0000 00xx Xxxxxx Xxxxxxxxx, 0xx Xxxxx Xxxxxx Xxxxxx, XX 00000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes JPMorgan Chase Bank, N.A. 0 Xxxxx Xxxxxxxxx Xxxxxx, 0xx Xxxxx Xxxxxxxx, XX 00000-0000 Attention: Physical Receive Department, Xxxxx Xxxxxxxxx Re: P58834 – Farmers New World Life Private Placement and 33761N A@8 cc: Trade Management, Manager Signature Block Format FARMERS NEW WORLD LIFE INSURANCE COMPANY By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement Investors, Inc. (as its General Partner) By: ______________________________ Name: Title: Vice President Tax Identification Number 00-0000000President

Transaction References. The Obligors Company agrees that each of New York Life Investment Management LLC, Prudential Investment Management, Inc. and Prudential Capital Group may (a) refer to its role in establishing this Agreementoriginating the purchase of the Notes from the Company, as well as the identity of any Obligor the Company and the maximum aggregate principal amount and issue date of the Notes and the date on which the Agreement was establishedNotes, on its internet site or in marketing materials, press releases, published “tombstone” announcements or any other print or electronic medium, and (b) display the Company’s corporate logo of any Obligor in conjunction with any such reference. If you are in agreement with the foregoing, please sign the form of agreement on the accompanying a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among the Purchasers, the Company between you and the GuarantorCompany. Very truly yours, FIRSTSERVICE CORPORATION By: /s/ Xxxx X. Xxxxxxxxxxxx J. Xxxxxxx Xxxxx Name: Xxxx X. Xxxxxxxxxxxx J. Xxxxxxx Xxxxx Title: Senior Vice President and Chief Financial Officer By: /s/ Xxxx X. Xxxxxxxxxxxx Title: Senior Vice President and Chief Financial Officer This Agreement & CEO The foregoing is hereby accepted and agreed to as of the date hereofthereof. By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Corporate Mxxxxx Xxxxxxxx Vice President By: New York Life Investment Management LLC, Its Investment Manager By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director By: New York Life Investment Management LLC, its Investment Manager By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director By: /s/ Engin Okaya Name: Engin Okaya Title: Mxxxxx Xxxxxxxx Vice President By: Prudential Private Placement InvestorsInvestment Management, L.P. (as Investment Advisor) Inc., investment manager By: /s/ Mxxxxx Xxxxxxxx Vice President By: Prudential Private Placement InvestorsInvestment Management, Inc. (as its General Partner) Inc., investment manager By: /s/ Engin Okaya Name: Engin Okaya Title: Mxxxxx Xxxxxxxx Vice President [*] The asterisk denotes that confidential portions of this exhibit have been omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The confidential portions have been submitted separately to the Securities and Exchange Commission. Name in which Which Notes are to register Note(s) NEW YORK LIFE be Registered THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration Number(s)Numbers; Original Principal Amount(s) R-1; $18,800,000 Amounts [*] Payment on account Account of Note(s) Method Account information Notes Method: Federal Funds Wire Transfer XXXxxxxx Xxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000 ABA No.Account Information: 000-000-000 Credit: New York Life Insurance Company General [*] Account No.: 000-0-00000 Ref[*] Account No.: [*] Re: (See “Accompanying Informationinformation” below below) Accompanying Information Name of IssuerCompany: FIRSTSERVICE CORPORATION Encore Capital Group, Inc. Description of Security: 7.75% Senior Secured Notes due 2017 PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 [*] Each such wire transfer shall also set forth the due January 16, 2024 Due date and application (as among principal, interest and interest, Make-Whole Amount, if any) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE COMPANY By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION Note Registration Number(s); Principal Amount(s) R-2; $36,000,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: New York Life Insurance and Annuity Corporation General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) Note Registration Number(s); Principal Amount(s) R-3; $20,200,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: NYLIAC SEPARATE BOLI 30C General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operation Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Fixed Income Investor Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-4; $27,900,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential Managed Portfolio Account No.: P86188 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 100 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx Billings and Collections Recipient of with telephonic prepayment Noticesnotices to: Manager, Trade Management Group TelephoneTel: (000) 000-0000 FacsimileFax: (000) 000-0000 Address/Fax Address for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the XxxxxxxxFour Embarcadero Center, 00xx Xxxxx Sxxxx 0000 Xxx XxxxXxxxxxxxx, XX 00000 AttentionXxxxxxxxxx 00000-4180 Attn: Managing Director Fax: 400-000-0000 Other Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:: ___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-5; $31,700,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Privest Portfolio Account No.: P86189 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-6; $9,600,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential GM Buyout Private Custody Account No.: P30819 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) FARMERS NEW WORLD LIFE INSURANCE COMPANY Note Registration number(s); principal amount(s) R-7; $5,800,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000000000 Account No.: 9009000200 Account Name: SSG Private Income Processing For further credit to Account P58834 Farmers NWL Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments xxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers Insurance Company Attention: Investment Accounting Team 0000 Xxxxxxxx Xxxx., 0xx Xxxxx Xxx Xxxxxxx, XX 00000 and xxxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers New World Life Insurance Company Attention: Investment Operations Team 0000 00xx Xxxxxx Xxxxxxxxx, 0xx Xxxxx Xxxxxx Xxxxxx, XX 00000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes JPMorgan Chase Bank, N.A. 0 Xxxxx Xxxxxxxxx Xxxxxx, 0xx Xxxxx Xxxxxxxx, XX 00000-0000 Attention: Physical Receive Department, Xxxxx Xxxxxxxxx Re: P58834 – Farmers New World Life Private Placement and 33761N A@8 cc: Trade Management, Manager Signature Block Format FARMERS NEW WORLD LIFE INSURANCE COMPANY By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement Investors, Inc. (as its General Partner) By: ______________________________ Name: Title: Vice President [*] The asterisk denotes that confidential portions of this exhibit have been omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The confidential portions have been submitted separately to the Securities and Exchange Commission. Instructions re Delivery of Notes Prudential Capital Group Four Embarcadero Center, Sxxxx 0000 Xxx Xxxxxxxxx, XX 00000-4180 Attn: Jxxxx X. Xxxxx, Esq. Tax Identification Number 00[*] [*] The asterisk denotes that confidential portions of this exhibit have been omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The confidential portions have been submitted separately to the Securities and Exchange Commission. Name in Which Notes are to be Registered PRUCO LIFE INSURANCE COMPANY Note Registration Numbers; Principal Amounts [*] Payment on Account of Note Federal Funds Wire Transfer Method [*] ABA No.: [*] Account Information Account No.: [*] Account Name: [*] Re: (see “Accompanying Information” below) Accompanying Information Name of Company: Encore Capital Group, Inc. Description of Security: 7.75% Senior Secured Notes due 2017 PPN: [*] Each such wire transfer shall also set forth the due date and application (as among principal, interest, and Make-0000000Whole Amount, if any) of the payment being made. Address for Notices Related to Payments Pruco Life Insurance Company c/o The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 100 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Billings and Collections with telephonic prepayment notices to: Manager, Trade Management Group Tel: (000) 000-0000 Fax: (000) 000-0000 Address for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group Four Embarcadero Center, Sxxxx 0000 Xxx Xxxxxxxxx, Xxxxxxxxxx 00000-4180 Attn: Managing Director Fax: 400-000-0000 Other Instructions PRUCO LIFE INSURANCE COMPANY By: ________________________________ Name: Title: Instructions re Delivery of Notes Prudential Capital Group Four Embarcadero Center, Sxxxx 0000 Xxx Xxxxxxxxx, XX 00000-4180 Attn: Jxxxx X. Xxxxx, Esq. Tax Identification Number [*] [*] The asterisk denotes that confidential portions of this exhibit have been omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The confidential portions have been submitted separately to the Securities and Exchange Commission. Name in Which Notes are to be Registered PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY COMPANY Note Registration Numbers; Principal Amounts [*] Payment on Account of Note Method Account Information Federal Funds Wire Transfer [*] Account No.: [*] Re: (See “Accompanying information” below) Accompanying Information Name of Company: Encore Capital Group, Inc. Description of Security: 7.75% Senior Secured Notes due 2017 PPN: [*] Each such wire transfer shall also set forth the due date and application (as among principal, interest, Make-Whole Amount, if any) of the payment being made. Address for Notices Related to Payments Prudential Retirement Insurance and Annuity Company c/o Prudential Investment Management, Inc. Private Placement Trade Management PRIAC Administration Gateway Center Four, 7th Floor 100 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000 with telephonic prepayment notices to: Manager, Trade Management Group Tel: (000) 000-0000 Fax: (000) 000-0000 Address for All Other Notices Prudential Retirement Insurance and Annuity Company c/o Prudential Capital Group Four Embarcadero Center, Sxxxx 0000 Xxx Xxxxxxxxx, Xxxxxxxxxx 00000-4180 Attn: Managing Director Fax: 400-000-0000 Other Instructions PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY COMPANY By: Prudential Investment Management, Inc., investment manager By: ________________________________ Name: Title: [*] The asterisk denotes that confidential portions of this exhibit have been omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The confidential portions have been submitted separately to the Securities and Exchange Commission.

Transaction References. The Obligors agrees that each of New York Life Investment Management LLC, Prudential Investment Management, Inc. and Prudential Capital Group may (a) refer to its role in establishing this Agreement, as well as the identity of any Obligor and the maximum aggregate principal amount of the Notes and the date on which the Agreement was established, on its internet site or in marketing materials, press releases, published “tombstone” announcements or any other print or electronic medium, and (b) display the corporate logo of any Obligor in conjunction with any such reference. If you are in agreement with the foregoing, please sign the form of agreement on the accompanying counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement among the PurchasersExisting Noteholders, the Company and the Guarantor. Very truly yours, FIRSTSERVICE CORPORATION By: /s/ Xxxx X. Xxxxxxxxxxxx Name: Xxxx X. Xxxxxxxxxxxx Title: Senior Vice President and Chief Financial Officer By: /s/ Xxxx X. Xxxxxxxxxxxx Title: Senior Vice President and Chief Financial Officer This Agreement is hereby accepted and agreed to as of the date hereof. By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Corporate Vice President By: New York Life Investment Management LLC, Its Investment Manager By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director By: New York Life Investment Management LLC, its Investment Manager By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director By: By /s/ Engin Okaya Name: Engin Okaya Title: Vice President ByBy /s/ Engin Okaya Name: Prudential Private Placement Investors, L.P. (as Investment Advisor) ByEngin Okaya Title: Prudential Private Placement Investors, Inc. (as its General Partner) ByVice President By /s/ Engin Okaya Name: Engin Okaya Title: Vice President By /s/ Engin Okaya Name: Engin Okaya Title: Vice President Name in which to register Note(s) NEW YORK LIFE INSURANCE COMPANY Which Note Registration Number(s); Principal Amount(s) R-1; $18,800,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer XXXxxxxx Xxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000 ABA No.: 000-000-000 Credit: New York Life Insurance Company General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance Company c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE COMPANY By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION Note Registration Number(s); Principal Amount(s) R-2; $36,000,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: New York Life Insurance and Annuity Corporation General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operations, Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000 Attention: Fixed Income Investors Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in which to register Note(s) NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) Note Registration Number(s); Principal Amount(s) R-3; $20,200,000 Payment on account of Note(s) Method Account information Federal Funds Wire Transfer JPMorgan Chase Bank New York, New York ABA No.: 000-000-000 Credit: NYLIAC SEPARATE BOLI 30C General Account No.: 000-0-00000 Ref: “Accompanying Information” below Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address / Fax # and/or Email For Notices Relating To Payments New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Securities Operation Private Group, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx Any changes in the foregoing payment instructions shall be confirmed by e-mail to XXXXXXxxxXxxxxxxxxxxx@xxxxx.xxx prior to becoming effective. Address / Fax # and/or Email For All Other Notices New York Life Insurance and Annuity Corporation Institutionally Owned Life Insurance Separate Account c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxxx 000 Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Fixed Income Investor Group, Private Finance, 2nd Fl. Fax #: (000) 000-0000 With a copy sent via Email to: XXXXXxxxxxx@xxxxx.xxx and XxxxxxxxxxxXXxXxx@xxxxx.xxx with a copy of any notices regarding defaults or Events of Default under the operative documents to: Attention: Xxxxxx xx Xxxxxxx Xxxxxxx Xxxxxxxxxx Xxxxxxx, Xxxx 0000 Fax #: (000) 000-0000 Instructions re: Delivery of Notes New York Life Insurance and Annuity Corporation c/o New York Life Investment Management LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxxxx XxxXxxxx, Esq. Signature Block Format NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION INSTITUTIONALLY OWNED LIFE INSURANCE SEPARATE ACCOUNT (BOLI 30C) By: New York Life Investment Management LLC, Its Investment Manager By:_____________________________ Name: Title: Tax Identification Number 00-0000000 Name in Which to Register Note(s) is Registered THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s)Number; principal amount(s) R-4Original Principal Amount R-1; $27,900,000 US$25,000,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase The Bank of New York New York, NY ABA No.: # 000-000-000 Account NameAcct. # 000-0000-000 Re: Prudential Managed Portfolio Account No.: P86188 (please do not include spaces) Ref: See “Accompanying Informationinformation” below. ) Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION DELAWARE, LP Description of Security: 6.40% Guaranteed Senior Secured Note due September 30, 2015 PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 33763@ AB 2 Due date and application (as among principal, interest premium and Make-Whole Amountinterest) of the payment being made. Address/Fax Address for Notices Related to Payments The Prudential Insurance Company of America c/o Prudential Investment Management, Operations Group & Systems Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 00000 Attn: Manager, Xxxxxxxx and Collections Recipient Fax: 000-000-0000 with a copy to: The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attn: Managing Director Fax: 000-000-0000 with telephonic prepayment Noticesnotices to: Manager, Trade Management Group TelephoneTel: (000) -000-0000 FacsimileFax: (000) -000-0000 Address/Fax Address for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX Xxx Xxxx 00000 AttentionAttn: Managing Director Instructions reFax: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. 000-000-0000 Signature Block Format block format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:: ___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-5; $31,700,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Privest Portfolio Account No.: P86189 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration number(s); principal amount(s) R-6; $9,600,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000-000-000 Account Name: Prudential GM Buyout Private Custody Account No.: P30819 (please do not include spaces) Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments The Prudential Insurance Company of America c/o Investment Operations Group Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Manager, Xxxxxxxx and Collections Recipient of telephonic prepayment Notices: Manager, Trade Management Group Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Signature Block Format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By:___________________________________ Title: Vice President Tax Identification Number 00-0000000 Name in Which to Register Note(s) FARMERS NEW WORLD LIFE INSURANCE COMPANY Note Registration number(s); principal amount(s) R-7; $5,800,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank New York, NY ABA No.: 000000000 Account No.: 9009000200 Account Name: SSG Private Income Processing For further credit to Account P58834 Farmers NWL Ref: “Accompanying Information” below. Accompanying Information Name of Issuer: FIRSTSERVICE CORPORATION Description of Security: PPN: 3.84% Series Guaranteed Senior Notes 33761N A@8 due January 16, 2024 Due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Address/Fax for Notices Related to Payments xxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers Insurance Company Attention: Investment Accounting Team 0000 Xxxxxxxx Xxxx., 0xx Xxxxx Xxx Xxxxxxx, XX 00000 and xxxxxxxxxxx.xxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx or Farmers New World Life Insurance Company Attention: Investment Operations Team 0000 00xx Xxxxxx Xxxxxxxxx, 0xx Xxxxx Xxxxxx Xxxxxx, XX 00000-0000 Address/Fax for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Managing Director Instructions re: Delivery of Notes JPMorgan Chase Bank, N.A. 0 Xxxxx Xxxxxxxxx Xxxxxx, 0xx Xxxxx Xxxxxxxx, XX 00000-0000 Attention: Physical Receive Department, Xxxxx Xxxxxxxxx Re: P58834 – Farmers New World Life Private Placement and 33761N A@8 cc: Trade Management, Manager Signature Block Format FARMERS NEW WORLD LIFE INSURANCE COMPANY By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement Investors, Inc. (as its General Partner) By: ______________________________ Name: Title: Vice President Instructions for Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxx X. Xxxxxxxxx, Esq. Tax Identification Number 00-00000000000000 Name in Which Note is Registered THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Note Registration Number; Original Principal Amount R-2; US$5,700,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer The Bank of New York New York, NY ABA # 000-000-000 Acct. # 000-0000-000 Re: (See “Accompanying information” below) Accompanying Information Name of Issuer: FIRSTSERVICE DELAWARE, LP Description of Security: 6.40% Guaranteed Senior Secured Note due September 30, 2015 PPN: 33763@ AB 2 Due date and application (as among principal, premium and interest) of the payment being made. Address for Notices Related to Payments The Prudential Insurance Company of America c/o Prudential Investment Management, Operations & Systems Gateway Center Two, 10th Floor 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000 Attn: Manager, Xxxxxxxx and Collections Fax: 000-000-0000 with a copy to: The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attn: Managing Director Fax: 000-000-0000 with telephonic prepayment notices to: Manager, Trade Management Group Tel: 000-000-0000 Fax: 000-000-0000 Address for All Other Notices The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Managing Director Fax: 000-000-0000 Signature block format THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By: ________________________________ Name: Title: Vice President Instructions for Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxx X. Xxxxxxxxx, Esq. Tax Identification Number 00-0000000 Name in Which Note is Registered BAYSTATE INVESTMENTS, LLC Note Registration Number; Original Principal Amount R-3; US$10,950,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer Fleet Bank ABA # 000-000-000 Acct. # 9429114060 Re: (See “Accompanying information” below) Accompanying Information Name of Issuer: FIRSTSERVICE DELAWARE, LP Description of Security: 6.40% Guaranteed Senior Secured Note due September 30, 2015 PPN: 33763@ AB 2 Due date and application (as among principal, premium and interest) of the payment being made. Address for Notices Related to Payments Baystate Investments, LLC 000 Xxxxxxxx Xxxxxx, Xxxxx X-0 Mail Stop B-03-01 Xxxxxx, XX 00000 Attn: Bank Relations with telephonic prepayment notices to: Manager, Trade Management Group Tel: 000-000-0000 Fax: 000-000-0000 Address for All Other Notices Prudential Private Placement Investors, L.P. 0 Xxxxxxx Xxxxxx 000 Xxxxxxxx Xxxxxx Xxxxxx, XX 00000 Attn: Xxxxxx Xxxxx Senior Vice President Fax: 000-000-0000 Signature block format BAYSTATE INVESTMENTS, LLC By: Prudential Private Placement Investors, L.P., as Investment Advisor By: Prudential Private Placement Investors, Inc., General Partner By: ________________________________ Name: Title: Vice President Instructions for Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxx X. Xxxxxxxxx, Esq. Tax Identification Number 00-0000000 Name in Which Note is Registered MUTUAL OF OMAHA INSURANCE COMPANY Note Registration Number; Original Principal Amount R-4; US$4,350,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank ABA # 000-000-000 Attn: Private Income Processing For credit to: Mutual of Omaha Insurance Company Account #: 900-9000200 A/C: G09587 Re: (See “Accompanying information” below) Accompanying Information Name of Issuer: FIRSTSERVICE DELAWARE, LP Description of Security: 6.40% Guaranteed Senior Secured Note due September 30, 2015 PPN: 33763@ AB 2 Due date and application (as among principal, premium and interest) of the payment being made. Address for Notices Related to Payments JPMorgan Chase Bank 0000 Xxxxxx Xxxxxxx, 00xx Xxxxx Xxxxxx, XX 00000-0000 Attn: X. Xxxx Income Processing Ref: A/C: G09587 Address for All Other Notices Prudential Private Placement Investors, L.P. Xxxx Xxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Xxxxxx Xxxxx Managing Director Fax: 000-000-0000 Other Instructions MUTUAL OF OMAHA INSURANCE COMPANY By: Prudential Private Placement Investors, L.P., as Investment Advisor By: Prudential Private Placement Investors, Inc., General Partner By: ________________________________ Name: Title: Vice President Instructions for Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxx X. Xxxxxxxxx, Esq. Tax Identification Number 00-0000000 Name in Which Note is Registered UNITED OF OMAHA LIFE INSURANCE COMPANY Note Registration Number; Original Principal Amount R-5; US$4,000,000 Payment on Account of Note Method Account Information Federal Funds Wire Transfer JPMorgan Chase Bank ABA # 000-000-000 Attn: Private Income Processing For credit to: United of Omaha Insurance Company Account #: 900-9000200 A/C: G09588 Re: (See “Accompanying information” below) Accompanying Information Name of Issuer: FIRSTSERVICE DELAWARE, LP Description of Security: 6.40% Guaranteed Senior Secured Note due September 30, 2015 PPN: 33763@ AB 2 Due date and application (as among principal, premium and interest) of the payment being made. Address for Notices Related to Payments JPMorgan Chase Bank 0000 Xxxxxx Xxxxxxx, 00xx Xxxxx Xxxxxx, XX 00000-0000 Attn: X. Xxxx Income Processing Ref: A/C: G09588 Address for All Other Notices Prudential Private Placement Investors, L.P. Xxxx Xxxxxxx Xxxxxx Xxxxxx, XX 00000-0000 Attn: Xxxxxx Xxxxx Managing Director Fax: 000-000-0000 Signature block format UNITED OF OMAHA LIFE INSURANCE COMPANY By: Prudential Private Placement Investors, L.P., as Investment Advisor By: Prudential Private Placement Investors, Inc., General Partner By: ________________________________ Name: Title: Vice President Instructions for Delivery of Notes The Prudential Insurance Company of America c/o Prudential Capital Group 1114 Avenue of the Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Xxxxx X. Xxxxxxxxx, Esq. Tax Identification Number 00-0000000 As used herein, the following terms have the respective meanings set forth below or set forth in the Section hereof following such term: