LIST OF EXHIBITS AND SCHEDULES EXHIBIT A — LEGAL DESCRIPTION OF PROJECT SCHEDULE 1.1(A) — VALUATION AMOUNTS SCHEDULE 1.1(B) — PROJECT INFORMATION SCHEDULE 1.1(C) — LIST OF SITE ASSESSMENTS SCHEDULE 2.1 — ADVANCE CONDITIONS SCHEDULE 4.1 — ORGANIZATIONAL MATTERS SCHEDULE 4.1(A) — BORROWER’S ORGANIZATIONAL STRUCTURE SCHEDULE 4.6 — ZONING REPORTS AND PROPERTY CONDITION REPORTS SCHEDULE 8.15 — IMMEDIATE REPAIRS LIST OF DEFINED TERMS Affiliate 1 Agreement 1 Anti-Money Laundering Laws 1 Assignment of Rents and Leases 1 Bank Secrecy Act 2 Bankruptcy Party 30 Borrower 1 Borrower Party 2 Budget 2 Business Day 2 Cash on Cash Return 2 Closing Date 2 Collateral 2 Contract Rate 2, 8 Debt 2 Debt Service 2 Debt Service Coverage 3 Default Rate 3 Environmental Laws 3 ERISA 16 Eurodollar Business Day 4 Event of Default 3 Financial Institution 3 Guarantors 3 Guaranty 3 Hazardous Materials 3 IEEPA 29 Interest Holder 3, 24 Joinder Party 3 Lender 1 Libor Rate 3 Lien 4 Loan 4 Loan Documents 4 Loan Year 4 Lockout Period 9 Maturity Date 4 Mortgage 4 Net Cash Flow 4 Note 5 OFAC 5 Operating Expenses 5 Operating Revenues 5 Patriot Act 5 Person 5 Potential Default 5 Prepayment Premium Period 9 Project 5 Restoration Threshold 6 Single Purpose Entity 6 Site Assessment 6 Specially Designated National and Blocked Persons 6 Standard Adjustments 6 Transfer 6, 23 TWEA 29 U.S. Person 7 UCC 7 Underwritten NOI 7 Underwritten Operating Expenses 7 Underwritten Operating Revenues 7 LOAN AGREEMENT This Loan Agreement (this “Agreement”) is entered into as of October 16, 2007 between GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (“Lender”), and ESP SEVEN SUBSIDIARY LLC, a Delaware limited liability company (“Borrower”).
Exhibits and Schedules The exhibits and schedules attached to this Agreement are incorporated herein and shall be considered a part of this Agreement for the purposes stated herein.
ANNEXES, EXHIBITS AND SCHEDULES Annex I List of Commitments Exhibit A Form of Note Exhibit B-1 Form of Initial Funding Disbursement Request Exhibit B-2 Form of Subsequent Funding Request Exhibit B-3 Form of Invoice Disbursement Request Exhibit C Form of Direction Letter Exhibit D Form of Compliance Certificate Exhibit E Form of Legal Opinion of Xxxxxx & Xxxxxx, special counsel to the Borrower Exhibit F-1 Security Instruments Exhibit F-2 Form of Security Agreement Exhibit G Form of Assignment and Assumption Exhibit H Form of Conveyance of Overriding Royalty Interest Exhibit I Form of Warrant Agreement Exhibit J Form of Letter-in-Lieu Exhibit K Development Plan Exhibit L Form of Pledge Agreement Schedule 1.01 AFE Requirements Schedule 1.02 Approved Counterparties Schedule 8.05 Litigation Schedule 8.06 Environmental Matters Schedule 8.13 Insurance Schedule 8.15 Subsidiaries and Partnerships Schedule 8.17 Title to Properties Schedule 8.19 Gas Imbalances Schedule 8.20 Marketing Contracts Schedule 8.21 Swap Agreements Schedule 8.25 Material Agreements Schedule 8.30 Past Due Accounts Payable Schedule 9.02(e) Notice of Certain Events Schedule 9.18(b)(i) 3% Properties Schedule 9.18(b)(ii) 2% Properties Schedule 10.02 Debt Schedule 10.03 Excepted Liens Schedule 10.05 Investments Schedule 10.07 Leases Schedule 10.23 Net Sales Volumes
Incorporation of Exhibits and Schedules The Exhibits and Schedules identified in this Agreement are incorporated herein by reference and made a part hereof.
Exhibits and Schedules Incorporated The Exhibits and Schedules annexed hereto are hereby incorporated herein as a part of this Agreement with the same effect as if set forth in the body hereof.