If to AmBase Corporation:
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AmBase Corporation
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12 Lincoln Blvd. Suite 202
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Emerson, NJ 07630
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ATTN: John Ferrara
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Vice President & Chief Financial Officer
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Facsimile Number: 201-265-0169
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If to Richard A. Bianco:
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Richard A. Bianco
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c/o AmBase Corporation
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7857 West Sample Road, Suite 134
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Coral Springs, FL 33065
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This Note and all matters arising out of or relating to this Note shall be governed by and construed in accordance with the laws of the State of Connecticut, applicable to agreements made and to be
performed solely therein, without giving effect to principles of conflicts of law.
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Subject to applicable law, this Note may be amended, extended, supplemented or otherwise modified only by written agreement entered into by AmBase and Richard A. Bianco.
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The section headings set forth in this Note are solely for the purpose of reference and shall not in any way affect the meaning or construction of this Note. Ambiguities and uncertainties in the
wording of this Note shall not be construed for or against either AmBase or Richard A. Bianco, but shall be construed in the manner that most accurately reflects AmBase and Richard A. Bianco’s intent as of the date of this Note. AmBase and
Richard A. Bianco acknowledge that each has been represented by counsel in connection with the review and execution of this Note and, accordingly, there shall be no presumption that this Note, or any provision hereof, be construed against
AmBase.
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If any provision of this Note is construed to be invalid, illegal or unenforceable, then the remaining provisions hereof shall not be affected thereby and shall be enforceable without regard thereto.
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This Note is and shall be binding upon the successors and assigns of AmBase.
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The rights and remedies of Richard A. Bianco under this Note shall be cumulative and not alternative. No waiver by Richard A. Bianco of any right or remedy under this Note shall be effective unless
in writing signed by Richard A. Bianco. Neither the failure nor any delay in exercising any right, power or privilege under this Note will operate as a waiver of such right, power or privilege, and no single or partial exercise of any such
right, power or privilege by Richard A. Bianco will preclude any other or further exercise of such right, power or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law: (i) no
claim or right of Richard A. Bianco arising out of this Note can be discharged, in whole or in part, by a waiver or renunciation of the claim or right unless in a writing signed by Richard A. Bianco; (ii) no waiver that may be given by
Richard A. Bianco will be applicable except in the specific instance for which it is given; and (iii) no notice to or demand on AmBase will be deemed to be a waiver of any obligations of AmBase or of the right of Richard A. Bianco to take
further action without notice or demand as provided in this Note. AMBASE HEREBY WAIVES PRESENTMENT, DEMAND, PROTEST AND NOTICE OF DISHONOR AND PROTEST AND OTHER DEMANDS AND
NOTICES IN CONNECTION WITH THE DELIVERY, ACCEPTANCE OR ENFORCEMENT OF THIS NOTE.
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AMBASE ACKNOWLEDGES THAT THE TRANSACTION OF WHICH THIS NOTE IS A PART IS A COMMERCIAL TRANSACTION AND HEREBY VOLUNTARILY AND KNOWINGLY WAIVES ITS RIGHT TO NOTICE AND HEARING UNDER
CHAPTER 903a OF THE CONNECTICUT GENERAL STATUTES, OR AS OTHERWISE ALLOWED BY THE LAW OF ANY STATE OR FEDERAL LAW WITH RESPECT TO, FOLLOWING ANY DEFAULT IN ITS OBLIGATIONS UNDER THIS NOTE, ANY PREJUDGMENT REMEDY WHICH RICHARD A. BIANCO MAY
DESIRE TO USE.
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AmBase Corporation
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/s/ John Ferrara
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John Ferrara
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Vice President & Chief Financial Officer
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AmBase Corporation
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Dated: May 10, 2023
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/s/ Richard A. Bianco
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Richard A. Bianco
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Dated: May 10, 2023
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