NOTE
NOTE
July
23, 2010
XX
XXXXXXXXXX XX HOLDINGS, LLC, (the “Borrower”), promises
to pay Fortress Credit Opportunities I LP or its registered successors or
assigns (the “Lender”) the
aggregate unpaid principal amount of its Pro Rata Share of the Loans made by the
Lenders to Borrower pursuant to Article 2 of the
Agreement (as hereinafter defined), at the main office of Fortress Credit Corp.
in New York, New York, as Agent, together with interest on the unpaid principal
amount hereof at the rates and on the dates set forth in the Agreement (as
hereinafter defined). Borrower shall pay the principal of and accrued
and unpaid interest on the Loans in full on the Applicable Maturity Date and
shall make such mandatory repayments as are required to be made under the terms
of Article 2 of
the Agreement (as hereinafter defined).
The
Lender shall, and is hereby authorized to, record on the schedule attached
hereto, or to otherwise record in accordance with its usual practice, the date
and amount of the Loans and the date and amount of each principal repayment
hereunder.
The
rights evidenced by this Note to receive principal and interest may only be
transferred if the transfer is registered on a record of ownership and the
transferee is identified as the owner of an interest in the obligation pursuant
to Section
13.2(d) or Section 13.3(g) of
the Agreement. This Note may not at any time be endorsed to, or to
the order of, bearer.
This Note
is one of the Notes issued pursuant to, and is entitled to the benefits of, the
Credit Agreement dated as of July 23, 2010 (as amended, amended and restated,
supplemented or otherwise modified and in effect from time to time, the “Agreement”), among
Borrower, the Lenders party thereto, including the Lender, and Fortress Credit
Corp., as Agent, to which Agreement reference is hereby made for a statement of
the terms and conditions governing this Note, including the terms and conditions
under which this Note may be prepaid or its maturity date
accelerated. This Note is secured pursuant to the Collateral
Documents and guaranteed pursuant to the Guaranty, all as more specifically
described in the Agreement, and reference is made thereto for a statement of the
terms and provisions thereof. Capitalized terms used herein and not
otherwise defined herein are used with the meanings attributed to them in the
Agreement.
IN
WITNESS WHEREOF, the undersigned has executed this Note as of the date first
written above.
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XX XXXXXXXXXX XX HOLDINGS,
LLC, as Borrower
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By: /s/
Xxxxxx X. Xxxxxxx
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Print
Name: Xxxxxx X. Xxxxxxx
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Title:
Manager
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SCHEDULE
OF LOANS AND REPAYMENTS OF PRINCIPAL TO NOTE OF FORTRESS CREDIT OPPORTUNITIES I
LP, DATED JULY 23, 2010:
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Date
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Principal Amount of
Loans
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Payment Date
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Principal Amount
Repaid
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Unpaid Balance
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