Competitive Bid Quote Request. When the Company or a Borrowing Subsidiary wishes to request offers to make Competitive Bid Loans under this [Section 2.4], the Company shall, on its behalf or on behalf of a Borrowing Subsidiary, transmit to the Agent by telecopy or electronic mail a Competitive Bid Quote Request so as to be received no later than # in the case of a Benchmark Auction in Dollars, not later than ​, New York City time, three U.S. Government Securities Business Days before the date of the proposed Advance, # in the case of a Benchmark Auction in Euros, not later than ​, New York City time, three Business Days before the date of the proposed Advance, # in the case of a Benchmark Auction in Yen, not later than ​, New York City time, four Business Days before the date of the proposed Advance, # in the case of an Absolute Rate Auction in Sterling, not later than ​, New York City time, five RFR Business Days before the date of the proposed Advance, # in the case of a Benchmark Auction in CAD, not later than ​, New York City time, three Business Days before the date of the proposed Advance and # in the case of a Benchmark Auction in AUD, not later than ​, New York City time, four Business Days before the date of the proposed Advance, specifying:

The Competitive Bid Option. For so long as BOP shall maintain an Investment Grade Rating, the Borrowers may, as set forth in this [Section 2.2], request that the Administrative Agent solicit the Revolving Loan Lenders to make offers to make Competitive Bid Loans to the Borrowers (a “Competitive Bid Quote Request”), such Competitive Bid Loan not to exceed, at such time # together with all Competitive Bid Loans then outstanding, fifty percent (50%) of the Revolving Committed Amount, or # the then Revolving Credit Availability. Subject to the provisions of this Credit Agreement, the Borrowers may repay any outstanding Competitive Bid Loan on any day which is a Business Day and any amounts so repaid may be reborrowed, up to the amount available under this [Section 2.2(a)] at the time of such borrowing, until the Business Day next preceding the Revolving Loan Maturity Date. The Revolving Loan Lenders may, but shall have no obligation to, make such offers and the Borrowers may, but shall have no obligation to, accept any such offers in the manner set forth in this [Section 2.2]. The Competitive Bid Loans outstanding under the Existing Credit Agreement on the date hereof and listed on [Schedule 2.2] shall become and be deemed to be Competitive Bid Loans outstanding under this Credit Agreement.

Competitive Bid Loan Fee. The Company agrees to pay to the ​ for its own account a fee in the amount of ​ for each request made by the Company for a Competitive Bid Loan Borrowing pursuant to [Section 3.02].

It is increasingly clear why the 'process did not yield a single offer for the whole company' over 13 months - an inconceivable outcome. Because buyers weren't provided the opportunity to make an informed bid.

SERVICE OF PROCESS. EACH PARTY HERETO IRREVOCABLY CONSENTS TO SERVICE OF PROCESS IN THE MANNER PROVIDED FOR NOTICES IN SECTION 11.02. NOTHING IN THIS AGREEMENT WILL AFFECT THE RIGHT OF ANY PARTY HERETO TO SERVE PROCESS IN ANY OTHER MANNER PERMITTED BY APPLICABLE LAW.

Development Process Generally. ​ and ​ intend that the ​’s Work is to be treated as a “speculative” development by ​ and that ​’s approval right over the Base Building Schematics is generally limited to confirming conformance with the work described in [Schedule 1]. ​ and ​ intend that the process of the development of the Premises and construction of the Improvements will proceed in a collaborative, “open book” manner with the goal that the Premises will meet ​’s requirements and will be undertaken in an efficient and cost-effective manner. ​ shall use good faith efforts to carry out its obligations under this Work Letter with the standard of care to which landlords constructing projects similar to the Premises are held. ​ shall respond to requests from ​ timely and in good faith and not use its approval rights under this Work Letter for the purpose of delaying or frustrating the Premises being Ready for Occupancy. ​ shall have full and current access to all material information related to the major elements of the development of the Premises and the right to participate in major decisions, all as more particularly described in, and subject to the terms and conditions of, this Work Letter. ​ shall have the right at any time, either in the regularly scheduled Project Meetings or otherwise, to raise with ​ in good faith any questions, concerns, suggestions or objections related to the development process, and ​ shall consider all such questions, concerns, suggestions or objections in good faith, such that ​ and ​ shall work together in a reasonable,

Service of Process. The Plan Administrator shall be the designated recipient of the services of process with respect to legal actions regarding the Plan.

“Eurocurrency Bid Rate Loan” means a Competitive Bid Loan which bears interest at a Eurocurrency Bid Rate.

“Benchmark Bid Rate Advance” means a Competitive Bid Advance which bears interest at a Benchmark Bid Rate.

Such Bid Rate Quotes should offer a LIBOR Bid Margin. [Such Bid Rate Quotes should offer the following prepayment terms: ​.]​