alea-institute/kl3m-data-sample-004-shuffled huggingface dataset:
<Page>

                                                                   EXHIBIT 9.1.1

                                ARTISAN (UK) PLC

                                                                 28th March 2002
Stratus Services Group, Inc
500 Craig Road, Suite 201
Manalapan, NJ 07726
USA

Dear Sirs:

VOTING PROXY FOR SERIES C PREFERRED SHARES IN ACCORDANCE WITH SUBSCRIPTION
AGREEMENT

In connection with a certain Subscription Agreement between Stratus Services
Group, Inc. ("Stratus") and Artisan (UK) plc ("Artisan"), of even date herewith,
we agree that for the period of two (2) years from the date of this letter all
voting rights attaching to the Series C Preferred Shares purchased by Artisan
pursuant to the terms of the Subscription Agreement shall be exercisable by Mr
Joseph J. Raymond, Sr. as our proxy provided that he shall continue during that
period to be the Chairman of the Board of Directors of Stratus. Subject to
stockholder approval with respect to the Subscription (as defined in the
Subscription Agreement), each Series C Preferred Share shall be convertible at
the Conversion Price of $0.75 per share, into Stratus Common Shares and said
shares underlying the conversion shall be registered in accordance with
"Schedule 2 Registration Rights" of the Subscription Agreement. In addition,
Sections 5 and 7-22 of the Subscription Agreement are incorporated herein,
mutates mutandis.

Our obligations under this letter shall be conditional on your delivering to us
(or to our agent, as above) not later than 5:00pm (New York time) on Thursday,
March 28, 2002:

1.        an opinion signed by Counsel satisfactory to us and in a form
          satisfactory to us as to the due incorporation, good standing and such
          other matters relating to Stratus and the due execution of this letter
          of agreement and the allotment and issue of the Series C Preferred
          convertible shares as we may require;

2.        certified copies of the constitutional documents of Stratus and of the
          documents constituting the Series C Preferred convertible shares;

3.        a certified copy of the minutes of the meeting of the Board of Stratus
          approving this letter of agreement;

4.        the duplicate of this letter duly executed on your behalf.

<Page>

                                                                          PAGE 2

Please confirm your agreement to the above terms by signing and returning to us
the enclosed duplicate of this letter, which will then constitute an agreement
which will be legally binding on each of us. The agreement is to be in all
respects governed by and interpreted in accordance with the laws of England and
both you and we agree to the non-exclusive jurisdiction of the Courts of
England.

Yours faithfully

/s/ Stephen Dean


ARTISAN (UK) PLC


On duplicate:


We accept and agree to be bound by the terms set out in the letter of which this
is a duplicate.


Signed  /s/ Joseph J. Raymond                              Dated: March 28, 2002
       ----------------------------------------
Duly authorised for and on behalf of Stratus
 Services Group, Inc.


Attachments
Exhibit








Exhibit 10.1
FIRST AMENDMENT TO PROMISSORY NOTE
    
This First Amendment to Promissory Note (the “Amendment”) is made effective as of the 20th day of August, 2019, by OAKTREE REAL ESTATE INCOME TRUST, INC., a Maryland corporation (the “Borrower”), and OAKTREE FUND GP I, L.P., a Delaware limited partnership (together with its successors and assigns, the “Lender”). All capitalized terms not defined in this Amendment will have the meanings given to them in the Note.


WHEREAS, Borrower and Lender are parties to that certain Promissory Note dated as of April 11, 2019 (as amended, the “Note”), providing for an unsecured, uncommitted line of credit in a maximum aggregate principal amount of $150 million; and


WHEREAS, in light of current interest rates offered in the market, the parties desire to amend the Note to reduce the rate at which borrowings under the Note bear interest from LIBOR plus 3.25% per annum to LIBOR plus 2.50% per annum.


NOW, THEREFORE, in consideration of the agreements set forth in this Amendment and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties hereto agree as follows:
 
	
		
	1.
	The words “LIBOR plus 3.25%” in the second paragraph of the Note are hereby deleted and replaced with “LIBOR plus 2.50%”.



 	
		
	2.
	Except as otherwise amended hereby, the Note shall remain unmodified and in full force and effect.




 	
		
	3.
	This Amendment shall be governed by, and construed in accordance with, the laws of the State of New York.






[Remainder of page intentionally left blank. Signature page follows.]















IN WITNESS WHEREOF, the parties have caused this Amendment to be effective as of the date first written above.
 
	
				
	 
	 
	 
	 

	BORROWER:

	 

	OAKTREE REAL ESTATE INCOME TRUST, INC.




	
					
	 
	 
	 
	 
	 

	 
	 
	 

	   
	 
	By:
	 
	/s/ Manish Desai

	 
	 
	Name:
	 
	Manish Desai

	 
	 
	Title:
	 
	President




	
					
	 
	 
	 
	 
	 

	 
	 
	 

	   
	 
	By:
	 
	/s/ Jordan Mikes

	 
	 
	Name:
	 
	Jordan Mikes

	 
	 
	Title:
	 
	Chief Securities Counsel and Secretary




 
	
			
	 
	 
	 

	LENDER:

	 

	OAKTREE FUND GP I, L.P.




	
					
	 
	 
	 
	 
	 

	 
	 
	 

	   
	 
	By:
	 
	/s/ Manish Desai

	 
	 
	Name:
	 
	Manish Desai

	 
	 
	Title:
	 
	Authorized Signatory




	
					
	 
	 
	 
	 
	 

	 
	 
	 

	   
	 
	By:
	 
	/s/ Jordan Mikes

	 
	 
	Name:
	 
	Jordan Mikes

	 
	 
	Title:
	 
	Authorized Signatory
Exhibit 10.2

 

Morgan Stanley Direct Lending Fund

1585 Broadway

New York, NY 10036

 

Re:  Investment Advisory Agreement between Morgan Stanley Direct Lending Fund and MS Capital Partners Adviser Inc.

 

This waiver letter agreement (this “Waiver Letter”) to the Investment Advisory Agreement, dated as of [·], 2019 (the “Agreement”), by and between Morgan Stanley Direct Lending Fund, a Delaware corporation (the “Company”), and MS Capital Partners Adviser Inc., a Delaware corporation (the “Adviser”), is made this [·] day of [·] 2019.

 

Unless otherwise indicated, capitalized terms shall have the meanings ascribed to them in the Agreement.

 

Prior to any quotation or listing of the Company’s common stock on a national securities exchange, including through an initial public offering, the Adviser hereby agrees to irrevocably waive the portion of the Base Management Fee in excess of 0.25% per annum of the Company’s average gross assets, calculated in accordance with the Agreement.

 

Except as expressly amended hereby, the Agreement remains in full force and effect.

 

This Waiver Letter and the Agreement contain the entire agreement of the parties and supersede all prior agreements, understandings and arrangements with respect to the subject matter hereof and thereof.  This Waiver Letter shall be construed in accordance with the laws of the State of New York. For so long as the Company is regulated as a business development company under the Investment Company Act of 1940, as amended (the “1940 Act”), this Waiver Letter shall also be construed in accordance with the applicable provisions of the 1940 Act and the Investment Advisers Act of 1940, as amended (the “Advisers Act”), in such case, to the extent the applicable laws of the State of New York or any of the provisions herein conflict with the provisions of the 1940 Act or the Advisers Act, the 1940 Act and the Advisers Act shall control.

 

This Waiver Letter may be executed in counterparts, each of which shall be deemed to be an original copy and all of which together shall constitute one and the same instrument binding on all parties hereto, notwithstanding that all parties shall not have signed the same counterpart.

 

[Remainder of Page Intentionally Blank]

 











 

	
 
    	
Very truly yours,
    
	
 
    	
 
    
	
 
    	
MS CAPITAL PARTNERS ADVISER INC.
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
 
    
	
 
    	
Name:
    
	
 
    	
Title:
    


 

 

ACKNOWLEDGED AND AGREED:

 

MORGAN STANLEY DIRECT LENDING FUND

 

 

	
By:
    	
 
    	
 
    
	
Name:
    	
 
    
	
Title:
    	
 
    


 

[Signature page to Waiver Letter to Investment Advisory Agreement]
* Pursuant to 5th Cir. R. 47.5, the court has determined that

this opinion should not be published and is not precedent except under the limited circumstances set forth in 5th Cir. R. 47.5.4.

IN THE UNITED STATES COURT OF APPEALS

FOR THE FIFTH CIRCUIT

No. 99-10924

UNITED STATES OF AMERICA, Plaintiff-Appellee,

versus AGUSTIN GUERRERO, also known as Carlos Melendez Perez; SERGIO TREVINO, Defendants-Appellants.

Appeal from the United States District Court For the Northern District of Texas

(3:99-CR-75-1(R)) December 8, 2000

Before HIGGINBOTHAM, WIENER, and DENNIS, Circuit Judges.
PER CURIAM: *

AFFIRMED. See 5 TH C IR . R. 47.6.
(7 Misc. Rep. 565.)

#### SCHWARZ v. McKENZIE.

(City Court of Brooklyn, General Term.

March 26, 1894.)

Execution—Against Land of Decedent.

Where land in which a decedent had an interest is sold in partition proceedings, and decedent’s share of the proceeds is paid to his executor, a judgment creditor of decedent cannot issue execution against the interest which decedent had in the land, where he made no effort to collect the amount of his judgment from the executor

Appeal from special term.

Application by Moses Schwarz for leave to issue execution on a judgment recovered by him against William McKenzie, deceased, against the interest of said McKenzie in certain land that had been sold in partition. The order was granted, and George G. Musson, the purchaser at the partition sale, appeals. Eeversed.

Argued before CLEMENT, C. J., and VAN WYCK, J.

Edwin Kempton, for appellant.

Herman G. Loew, for respondent.

VAN WYCK, J.

Plaintiff recovered on April 12, 1882, a judgment for $135.01 against defendant, who died May 21, 1890, seised of an undivided one-third share in No. 285 Livingston street, leaving the same by will to his sister, to whom letters testamentary were duly granted. A sale of the premises was made July 13, 1892, in pursuance of a judgment in partition; and the appellant, Musson, became the purchaser, relying upon the fact that the judgment had run more than 10 years, and on the report of the referee that the judgment debtor and this owner of the interest were not the same person, which was confirmed by the judgment of partition. The executrix of William McKenzie received from the referee $1,000 for his share of the premises. The respondent (judgment creditor) contends that, not being a party to the partition action, his lien was extended over the 10 years by section 1380 of the Code of Civil Procedure, and that the court had power to grant the order appealed from, giving Him leave to issue execution against the share of William McKenzie in the premises, notwithstanding the sale. The appellant (purchaser) insists that he, being a purchaser in good faith, was expressly exempted from such extension of the lien by section 1255, Code Civ. Proc. We do not feel called upon to decide the question of the court’s power, for, assuming it to exist, the appellant has shown no necessity for its exercise, nor equities for the same. The executrix, who is liable for the debts of William McKenzie, has received $1,000 for this share, paid by the purchaser; and no effort to collect appellant’s claim from the executrix has been shown,—not even a demand therefor. We think the order ought to be reversed, with' $10 costs and disbursements.

CLEMENT, C. J., concurs.
<TABLE> <S> <C>

<ARTICLE> 6

<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1999
<PERIOD-END>                               JUN-30-1999
<INVESTMENTS-AT-COST>                                0
<INVESTMENTS-AT-VALUE>                               0
<RECEIVABLES>                                        0
<ASSETS-OTHER>                                      10
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                      10
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                                  0
<SENIOR-EQUITY>                                     10
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                            1,000
<SHARES-COMMON-PRIOR>                            1,000
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                         0
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                    0
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                       0
<NET-INVESTMENT-INCOME>                              0
<REALIZED-GAINS-CURRENT>                             0
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                                0
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                              0
<NUMBER-OF-SHARES-REDEEMED>                          0
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                               0
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                                0
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                      0
<AVERAGE-NET-ASSETS>                                 0
<PER-SHARE-NAV-BEGIN>                                0
<PER-SHARE-NII>                                      0
<PER-SHARE-GAIN-APPREC>                              0
<PER-SHARE-DIVIDEND>                                 0
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                                  0
<EXPENSE-RATIO>                                      0


</TABLE>
EXHIBIT 32.1

              CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

     Pursuant to 18 U.S.C. ss.1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, I, Patrick D. O'Brien, Chief Executive Officer of
American Oil & Gas, Inc. (the "Company"), hereby certify that, to the best of my
knowledge:

     1.   The Company's Annual Report on Form 10-KSB for the period ended
          December 31, 2004, to which this certification is attached as Exhibit
          32.1 (the "Report") fully complies with the requirements of section
          13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

     2.   The information contained in the Report fairly presents, in all
          material respects, the financial condition and results of operations
          of the Company.

Dated:  April 15, 2005           /s/  Patrick D. O'Brien
                                 -----------------------------------------------
                                 Patrick D. O'Brien, Chief Executive Officer
<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-06-1996
<CASH>                                           2,790
<SECURITIES>                                         0
<RECEIVABLES>                                   29,961
<ALLOWANCES>                                         5
<INVENTORY>                                      2,635
<CURRENT-ASSETS>                                41,904
<PP&E>                                          21,732
<DEPRECIATION>                                   9,465
<TOTAL-ASSETS>                                  74,101
<CURRENT-LIABILITIES>                           26,310
<BONDS>                                              0
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                           956
<OTHER-SE>                                      26,675
<TOTAL-LIABILITY-AND-EQUITY>                    74,101
<SALES>                                        124,523
<TOTAL-REVENUES>                               124,523
<CGS>                                          103,861
<TOTAL-COSTS>                                  103,861
<OTHER-EXPENSES>                                37,781
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                 518
<INCOME-PRETAX>                               (17,637)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                           (17,637)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                  (17,637)
<EPS-PRIMARY>                                   (1.92)
<EPS-DILUTED>                                   (1.92)
        

</TABLE>
EXHIBIT 32.1


                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER
                       PURSUANT TO 18 U.S.C. SECTION 1350
                       AS ADOPTED PURSUANT TO SECTION 906
                        OF THE SARBANES-OXLEY ACT OF 2002


     In connection with the accompanying Annual Report of Sunnyside Acres Mobile
Estates (the  "Company") on Form 10-KSB for the period ended  December 31, 2006,
as filed with the  Securities  and Exchange  Commission  on the date hereof (the
"Report"), I, Brian Pierson,  President of the Company, hereby certifies for the
purpose of complying  with Rule  13a-14(b) or Rule  15d-14(b) of the  Securities
Exchange  Act of 1934 (the  "Exchange  Act") and  Section  1350 of Chapter 63 of
Title 18 of the United States Code, that:

     1.   the Report fully complies with the requirements of Section 13(a) or
          15(d) of the Exchange Act; and

     2.   the information contained in the Report fairly presents, in all
          material respects, the financial condition and results of operations
          of the Company.




Dated: March 12, 2007                     By: /s/ BRIAN PIERSON
                                          _____________________________________
                                          Brian Pierson
                                          President and Director



A SIGNED  ORIGINAL OF THIS WRITTEN  STATEMENT  REQUIRED BY SECTION 906, OR OTHER
DOCUMENT AUTHENTICATING, ACKNOWLEDGING, OR OTHERWISE ADOPTING THE SIGNATURE THAT
APPEARS IN TYPED FORM WITHIN THE  ELECTRONIC  VERSION OF THIS WRITTEN  STATEMENT
REQUIRED BY SECTION 906, HAS BEEN  PROVIDED TO SUNNYSIDE  ACRES MOBILE  ESTATES,
AND WILL BE RETAINED BY SUNNYSIDE  ACRES MOBILE  ESTATES,  AND  FURNISHED TO THE
SECURITIES AND EXCHANGE COMMISSION OR ITS STAFF UPON REQUEST.
<TABLE> <S> <C>

<PAGE>

<ARTICLE> 5
<CIK> 0001043497
<NAME> CREDITRUST
<MULTIPLIER> 1,000
<CURRENCY> USD

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-2000
<PERIOD-START>                             JUL-01-2000
<PERIOD-END>                               SEP-30-2000
<EXCHANGE-RATE>                                      1
<CASH>                                           8,077
<SECURITIES>                                     9,311
<RECEIVABLES>                                  111,642
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                     0
<PP&E>                                           3,594
<DEPRECIATION>                                     987
<TOTAL-ASSETS>                                 155,758
<CURRENT-LIABILITIES>                            3,833
<BONDS>                                              0
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                           105
<OTHER-SE>                                      45,469
<TOTAL-LIABILITY-AND-EQUITY>                   155,758
<SALES>                                              0
<TOTAL-REVENUES>                                 7,025
<CGS>                                                0
<TOTAL-COSTS>                                    8,940
<OTHER-EXPENSES>                                 1,041
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               3,546
<INCOME-PRETAX>                                 (6,502)
<INCOME-TAX>                                    (2,536)
<INCOME-CONTINUING>                             (3,966)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    (3,966)
<EPS-BASIC>                                       (.38)
<EPS-DILUTED>                                     (.38)


</TABLE>
.

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### _ Tourur ur truly APPROVED: Jutm l2.1944
f a) Wo. **P.** Blaokbum Aot*) Am OEBWRALO?TZXA8 AWtwPtBg i

3 A- @maRAL OF TEXAS By (I) ArdollWarn

Assistsnt APPRmt oplnlon **eomltt.0 br**  ~(I) B.W.B. ah~lrrrtt :
Order entered November 13, 2012

In The

No. 05-12-00561-CV

DR. ROBERT MILLER, M.D., Appellant

MATTHEW AARON CHURCHES, Appellee

On Appeal from the 382nd Judicial District Court

Rockwall County, Texas

Trial Court Cause No. 1-10-206

ORDER

The Court has before it appellant’s November 1, 2012 third motion to extend time to file

his reply brief. The Court GRANTS the motion and ORDERS that the reply brief tendered by

appellant on November 1, 2012 be timely filed as

 ̄

JUSTICE