LOAN AGREEMENT Dated as of July 26, 2011 Between EMPIRE STATE LAND ASSOCIATES L.L.C. and EMPIRE STATE BUILDING ASSOCIATES L.L.C., collectively, as Borrower and HSBC BANK USA, NATIONAL ASSOCIATION, as Agent, and THE LENDERS NAMED HEREIN, as Lenders and...Loan Agreement • February 13th, 2012 • Empire State Building Associates L.L.C. • Operators of nonresidential buildings • New York
THIS Loan Agreement, dated as of July 26, 2011 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), between EMPIRE STATE LAND ASSOCIATES L.L.C., a New York limited liability company, having its principal place of business c/o Malkin Holdings LLC, One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (“ESLA”), EMPIRE STATE BUILDING ASSOCIATES L.L.C., a New York limited liability company, having its principal place of business c/o Malkin Holdings LLC, One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (“ESBA” and together with ESLA, collectively, “Borrower”), and HSBC BANK USA, NATIONAL ASSOCIATION, a bank organized under the laws of the United States of America (“HSBC”), having an address at 452 Fifth Avenue, New York, New York 10018, as administrative agent (including any of its successors and assigns, “Agent”) for itself and the other Lenders signatory hereto (collectively, together with such oth
THIRD AMENDMENT TO LOAN AGREEMENT, RATIFICATION OF LOAN DOCUMENTS AND OMNIBUS AMENDMENT Dated as of October 11, 2012 Between EMPIRE STATE LAND ASSOCIATES L.L.C. and EMPIRE STATE BUILDING ASSOCIATES L.L.C., collectively, as Borrower, and HSBC BANK USA,...Loan Agreement • November 13th, 2012 • Empire State Building Associates L.L.C. • Operators of nonresidential buildings • New York
THIS THIRD AMENDMENT TO LOAN AGREEMENT, RATIFICATION OF LOAN DOCUMENTS AND OMNIBUS AMENDMENT, dated as of October 11, 2012 (this “Third Amendment”), between EMPIRE STATE LAND ASSOCIATES L.L.C., a New York limited liability company, having its principal place of business c/o Malkin Holdings LLC, One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (“ESLA”), EMPIRE STATE BUILDING ASSOCIATES L.L.C., a New York limited liability company, having its principal place of business c/o Malkin Holdings LLC, One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (“ESBA” and together with ESLA, collectively, “Borrower”), and HSBC BANK USA, NATIONAL ASSOCIATION, a bank organized under the laws of the United States of America (“HSBC”), having an address at 452 Fifth Avenue, New York, New York 10018, as administrative agent (including any of its successors and assigns, “Agent”) for itself and the other Lenders signatory hereto (collectively, together with such other c
FIRST AMENDMENT TO LOAN AGREEMENT, RATIFICATION OF LOAN DOCUMENTS AND OMNIBUS AMENDMENT Dated as of November 2, 2011 Between EMPIRE STATE LAND ASSOCIATES L.L.C. and EMPIRE STATE BUILDING ASSOCIATES L.L.C., collectively, as Borrower, and HSBC BANK USA,...Loan Agreement • February 13th, 2012 • Empire State Building Associates L.L.C. • Operators of nonresidential buildings • New York
THIS FIRST AMENDMENT TO LOAN AGREEMENT, RATIFICATION OF LOAN DOCUMENTS AND OMNIBUS AMENDMENT, dated as of November 2, 2011 (this “First Amendment”), between EMPIRE STATE LAND ASSOCIATES L.L.C., a New York limited liability company, having its principal place of business c/o Malkin Holdings LLC, One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (“ESLA”), EMPIRE STATE BUILDING ASSOCIATES L.L.C., a New York limited liability company, having its principal place of business c/o Malkin Holdings LLC, One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (“ESBA” and together with ESLA, collectively, “Borrower”), and HSBC BANK USA, NATIONAL ASSOCIATION, a bank organized under the laws of the United States of America (“HSBC”), having an address at 452 Fifth Avenue, New York, New York 10018, as administrative agent (including any of its successors and assigns, “Agent”) for itself and the other Lenders signatory hereto (collectively, together with such other c
EMPIRE STATE LAND ASSOCIATES L.L.C. and EMPIRE STATE BUILDING ASSOCIATES L.L.C., collectively, as assignor (Assignor) to HSBC BANK USA, NATIONAL ASSOCIATION, as Agent, as assignee (Assignee) THIRD AMENDMENT TO ASSIGNMENT OF LEASES AND RENTSLeases and Rents • May 13th, 2013 • Empire State Building Associates L.L.C. • Operators of nonresidential buildings • New York
THIS THIRD AMENDMENT TO ASSIGNMENT OF LEASES AND RENTS (this “Amendment”), dated as of February 26, 2013, between EMPIRE STATE LAND ASSOCIATES L.L.C., a New York limited liability company, having its principal place of business at c/o Malkin Holdings LLC, One Grand Central Place, 60 East 42nd Street, New York, New York 10165, Attention: Legal (“ESLA”), and EMPIRE STATE BUILDING ASSOCIATES L.L.C., a New York limited liability company, having its principal place of business at c/o Malkin Holdings LLC, One Grand Central Place, 60 East 42nd Street, New York, New York 10165, Attention: Legal (“ESBA” and together with ESLA, collectively, “Assignor”), and HSBC BANK USA, NATIONAL ASSOCIATION, a bank organized under the laws of the United States of America (“HSBC”), having an address at 452 Fifth Avenue, New York, New York 10018, as agent (“Agent”) for itself in its individual capacity as a lender and other co-lenders that may exist from time to time (together with HSBC in its individual capaci
SIXTH MODIFICATION OF SUBLEASEEmpire State Building Associates L.L.C. • May 13th, 2013 • Operators of nonresidential buildings
SIXTH MODIFICATION OF SUBLEASE made as of February 26, 2013, by and between EMPIRE STATE BUILDING ASSOCIATES L.L.C., a New York limited liability company having its office at One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (hereinafter called “Sublessor”); and EMPIRE STATE BUILDING COMPANY L.L.C., a New York limited liability company having its office at One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (hereinafter called “Sublessee”).
Sublease between EMPIRE STATE BUILDING ASSOCIATES As Sublessor and LAWRENCE A. WIEN, HARRY B. HELMSLEY, MARTIN WEINER REALTY CORPORATION and PAREMPCO, INC., joint venturers associated under the name of EMPIRE STATE BUILDING COMPANY As Sublease Dated,...Empire State Building Associates L.L.C. • April 11th, 2012 • Operators of nonresidential buildings • New York
AGREEMENT OF SUBLEASE, dated the 27th day of December, 1961, between EMPIRE STATE BUILDING ASSOCIATES, a partnership, having its office at 60 East 42nd Street, New York, New York (hereinafter sometimes called “Sublessor”), and LAWRENCE A. WIEN, residing at Newtown Turnpike (no street number), Weston, Connecticut; HARRY B. HELMSLEY, residing at 61 Ridgerest Road, Briarcliff Manor, New York; MARTIN WEINER REALTY CORPORATION, a New York corporation, having its principal office at 1457 Broadway, Room 901, New York, New York; and PAREMPCO, INC., a New York corporation, having its principal office at 330 Fifth Avenue, New York, New York, joint venturers associated under the name of EMPIRE STATE BUILDING COMPANY, having an office at 60 East 42nd Street, New York, New York (hereinafter called “Sublessee”).
AND LAWRENCE A. WIEN, HARRY B. HELMSLEY, WICO TRADING CORPORATION and MARTIN WEINER REALTY CORPORATION, joint venturers associated under the name of EMPIRE STATE BUILDING COMPANYEmpire State Building Associates L.L.C. • April 11th, 2012 • Operators of nonresidential buildings
THIS FIRST MODIFICATION OF SUBLEASE, dated February 15, 1965 made by and between EMPIRE STATE BUILDING ASSOCIATES, a general partnership consisting of LAWRENCE A. WIEN, HENRY W. KLEIN and PETER L. MALKIN, residing respectively at 785 Fifth Avenue, New York, New York, Sterling Road (no street number), Harrison, New York, and Summit Ridge Road (no street number), Stamford, Connecticut, and having its principal office and place of business at 60 East 42nd Street, New York, New York (hereinafter called “Sublessor”), and LAWRENCE A. WIEN, residing at 785 Fifth Avenue, New York, New York, HARRY B. HELMSLEY, residing at 61 Ridgecrest Road, Briarcliff Manor, New York, WICO TRADING CORPORATION, a New York corporation, having its principal office at 60 East 42nd Street, New York, New York and MARTIN WEINER REALTY CORPORATION, a New York corporation, having its principal office at 1457 Broadway, Room 901, New York, New York, joint venturers associated under the name of EMPIRE STATE BUILDING COMPA
AGREEMENTAgreement • April 10th, 2013 • Empire State Building Associates L.L.C. • Operators of nonresidential buildings • New York
AGREEMENT dated as of March 27, 2013 among Malkin Holdings LLC, as supervisor of the Subject Entity defined below (the “Supervisor”), with its address at One Grand Central Place, 60 East 42nd Street, New York, NY 10165, and MPF Northstar Fund 2, LP, Mackenzie Income Fund 27, LLC, MPF Special Fund 10, LLC, MPF Special Fund 8, LLC, Mackenzie Flagship Fund 15, LLC, MPF Opportunity Fund, LP, MPF Badger Acquisition Co. II, LLC, SCM Special Fund 2, L.P., and MPF Special Fund 9, LLC, which are affiliated with MacKenzie Capital Management, LP (collectively, the “Offerors”), with their address at c/o MacKenzie Capital Management, LP, 1640 School Street, Moraga, California 94556.
AGREEMENT AMONG MEMBERS OF EMPIRE STATE BUILDING ASSOCIATES L.L.C.Empire State Building Associates L.L.C. • October 5th, 2010 • Operators of nonresidential buildings
AGREEMENT AMONG MEMBERS of Empire State Building Associates L.L.C. dated as of July 1, 2010 made by Peter L. Malkin, Anthony E. Malkin and Thomas N. Keltner, Jr., as its members.
SECOND AMENDMENT TO LOAN AGREEMENT, RATIFICATION OF LOAN DOCUMENTS AND OMNIBUS AMENDMENT Dated as of November , 2011 Between EMPIRE STATE LAND ASSOCIATES L.L.C. and EMPIRE STATE BUILDING ASSOCIATES L.L.C., collectively, as Borrower, and HSBC BANK USA,...Loan Agreement • February 13th, 2012 • Empire State Building Associates L.L.C. • Operators of nonresidential buildings • New York
THIS SECOND AMENDMENT TO LOAN AGREEMENT, RATIFICATION OF LOAN DOCUMENTS AND OMNIBUS AMENDMENT, dated as of November , 2011 (this “Second Amendment”), between EMPIRE STATE LAND ASSOCIATES L.L.C., a New York limited liability company, having its principal place of business c/o Malkin Holdings LLC, One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (“ESLA”), EMPIRE STATE BUILDING ASSOCIATES L.L.C., a New York limited liability company, having its principal place of business c/o Malkin Holdings LLC, One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (“ESBA” and together with ESLA, collectively, “Borrower”), and HSBC BANK USA, NATIONAL ASSOCIATION, a bank organized under the laws of the United States of America (“HSBC”), having an address at 452 Fifth Avenue, New York, New York 10018, as administrative agent (including any of its successors and assigns, “Agent”) for itself and the other Lenders signatory hereto (collectively, together with such other
EMPIRE STATE LAND ASSOCIATES L.L.C., and EMPIRE STATE BUILDING ASSOCIATES L.L.C., collectively, as mortgagor (Mortgagor) to HSBC BANK USA, NATIONAL ASSOCIATION, as Agent, as mortgagee (Mortgagee) CONSOLIDATED, AMENDED AND RESTATED FEE AND LEASEHOLD...And Rents and Security Agreement • February 13th, 2012 • Empire State Building Associates L.L.C. • Operators of nonresidential buildings • New York
THIS CONSOLIDATED, AMENDED AND RESTATED FEE AND LEASEHOLD MORTGAGE, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT (this “Security Instrument”) is made as of this 26th day of July, 2011, by EMPIRE STATE LAND ASSOCIATES L.L.C., a New York limited liability company, having its principal place of business at c/o Malkin Holdings LLC, One Grand Central Place, 60 East 42nd Street, New York, New York 10165, Attention: Legal (“ESLA”) and EMPIRE STATE BUILDING ASSOCIATES L.L.C., a New York limited liability company, having its principal place of business at c/o Malkin Holdings LLC, One Grand Central Place, 60 East 42nd Street, New York, New York 10165, Attention: Legal (“ESBA” and together with ESLA, collectively, as mortgagor (“Mortgagor”), for the benefit of HSBC BANK USA, NATIONAL ASSOCIATION (“HSBC”), a New York banking corporation having an address at 452 Fifth Avenue, New York, New York 10018, as agent (“Agent”) for itself and the other co-lenders that may be a party to the Loan Ag
THIRD MODIFICATION OF SUBLEASEThird Modification of Sublease • February 13th, 2012 • Empire State Building Associates L.L.C. • Operators of nonresidential buildings
THIRD MODIFICATION OF SUBLEASE made as of July 26, 2011, by and between EMPIRE STATE BUILDING ASSOCIATES L.L.C., a New York limited liability company having its office at One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (hereinafter called “Sublessor”); and EMPIRE STATE BUILDING COMPANY L.L.C., a New York limited liability company having its office at One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (hereinafter called “Sublessee”).
FOURTH MODIFICATION OF SUBLEASEFourth Modification of Sublease • May 21st, 2012 • Empire State Building Associates L.L.C. • Operators of nonresidential buildings
FOURTH MODIFICATION OF SUBLEASE made as of April 5, 2012, by and between EMPIRE STATE BUILDING ASSOCIATES L.L.C., a New York limited liability company having its office at One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (hereinafter called “Sublessor”); and EMPIRE STATE BUILDING COMPANY L.L.C., a New York limited liability company having its office at One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (hereinafter called “Sublessee”).
SECOND MODIFICATION OF SUBLEASEEmpire State Building Associates L.L.C. • June 17th, 2009 • Operators of nonresidential buildings
SECOND MODIFICATION OF SUBLEASE made as of February 25, 2009, by and between EMPIRE STATE BUILDING ASSOCIATES L.L.C., a New York limited liability company having its office at 60 East 42nd Street, New York, New York (hereinafter called “Sublessor”); and EMPIRE STATE BUILDING COMPANY L.L.C., a New York limited liability company having its office at 60 East 42nd Street, New York, New York (hereinafter called “Sublessee”).
CONSENT AND OPERATING AGREEMENT FOR EMPIRE STATE BUILDING ASSOCIATES L.L.C. Reference is made to Empire State Building Associates ("Associates"), a partnership existing under a July 11, 1961 Agreement among Lawrence A. Wien and others (the...Consent and Operating Agreement • April 15th, 2003 • Empire State Building Associates • Operators of nonresidential buildings
FIFTH MODIFICATION OF SUBLEASEFifth Modification of Sublease • November 13th, 2012 • Empire State Building Associates L.L.C. • Operators of nonresidential buildings
FIFTH MODIFICATION OF SUBLEASE made as of July 9, 2012, by and between EMPIRE STATE BUILDING ASSOCIATES L.L.C., a New York limited liability company having its office at One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (hereinafter called “Sublessor”); and EMPIRE STATE BUILDING COMPANY L.L.C., a New York limited liability company having its office at One Grand Central Place, 60 East 42nd Street, New York, New York 10165 (hereinafter called “Sublessee”).
SECOND MODIFICATION OF SUBLEASEEmpire State Building Associates L.L.C. • April 11th, 2012 • Operators of nonresidential buildings
SECOND MODIFICATION OF SUBLEASE made as of February 25, 2009, by and between EMPIRE STATE BUILDING ASSOCIATES L.L.C., a New York limited liability company having its office at 60 East 42nd Street, New York, New York (hereinafter called “Sublessor”); and EMPIRE STATE BUILDING COMPANY L.L.C., a New York limited liability company having its office at 60 East 42nd Street, New York, New York (hereinafter called “Sublessee”).
CONSENT AND OPERATING AGREEMENT FOR EMPIRE STATE BUILDING ASSOCIATES L.L.C. Reference is made to Empire State Building Associates ("Associates"), a partnership existing under a July 11, 1961 Agreement among Lawrence A. Wien and others (the...Consent and Operating Agreement • August 28th, 2002 • Empire State Building Associates • Operators of nonresidential buildings
