Comfort Letter. Cowen shall have received the Comfort Letter required to be delivered pursuant to [Section 8(n)] on or before the date on which such delivery of such Comfort Letter is required pursuant to [Section 8(n)].

Payoff Letter. A duly executed payoff letter with respect to the Existing Credit Agreement.

ERISA Letter. A letter to ​ in the form of [Exhibit D] attached hereto duly executed by ​, confirming that ​ is not acquiring the Property with the assets of an employee benefit plan as defined in Section 3(3) of the Employee Retirement Income Security Act of 1974 (“ERISA”) and, in the event ​ is unable or unwilling to make such a representation, ​ shall be deemed to be in default hereunder, and ​ shall have the right to terminate this Agreement and to receive and retain the Earnest Money;

By restating the definitions of “Applicable Rate”, “Credit Rating” and “Fee Letter” in [Section 1.01] thereof as follows:

To the extent required by each Conduit Investor’s commercial paper program documents, a letter from the applicable rating agencies confirming that such Conduit Investor’s participation in the transaction contemplated by this Agreement will not result in the withdrawal or downgrading of the rating of such Conduit Investor’s commercial paper.

Number and # in the event that such Rating is a “private letter rating,” # state that the Rating addresses the likelihood of payment of both the principal and interest of such Notes (which requirement shall be deemed satisfied if the evidence of such Rating is silent as to the likelihood of payment of both principal and interest and does not otherwise include any indication to the contrary), # not include any prohibition against sharing such evidence with the SVO or any other regulatory authority having jurisdiction over the holders of the Notes, and # include such other information relating to the Rating for the Notes (including a report which provides an analytical review and rating methodology applied to the Notes) as may be required from time to time by the SVO or any other regulatory authority having jurisdiction over the holders of the Notes.

Fee Letter Fees. Borrower shall pay to Agent, as and when due and payable under the terms of the Fee Letter, the fees set forth in the Fee Letter.

Letter of Credit. At ​’s election, in lieu of the Deposit provided in [Section 21], ​ shall, upon the mutual execution and delivery of this Lease, deliver to ​ an irrevocable, unconditional and transferable standby Letter of Credit (“Letter of Credit”), in the form approved by ​ and meeting the requirements of this [Section 22], in the amount stated in the Basic Lease Information. The following provisions shall apply to the Letter of Credit:

Letter of Direction. The Administrative Agent shall have received a funds flow memorandum and duly executed borrowing notice and letter of direction from the Borrower addressed to the Administrative Agent, on behalf of itself and ​, directing the disbursement on the Closing Date of the proceeds of the Loans made on such date.

Letter of Credit. As of the Expansion Date, The amount of letter of credit required pursuant to [Section 6(a)] of the Lease shall be increased by ​ to ​, and Tenant shall deliver a new letter of credit in such amount to Landlord on or prior to such date. Failure to do so shall constitute an Event of Default under the Lease.