AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT AMENDMENT, dated as February 25, 2012 (this "Amendment"), to the AMENDED AND RESTATED LOAN AGREEMENT, dated as of February 25, 2011 (the "Loan Agreement"), between Mortimer B. Zuckerman (the "Borrower"), and Bank of America, N.A. (the "Bank"). The parties desire to amend the Loan Agreement. Therefore, in consideration of the promises and the agreements herein, the Borrower hereby agrees with the Bank as follows: 1. Definitions. All terms used herein which are defined in the Loan Agreement and not otherwise defined herein are used herein as defined therein. 2. Amendments. (a) Section 1.2 of the Loan Agreement is hereby amended and restated as follows: "1.2 Availability Period. The line of credit is available between the date of this Agreement and February 25, 2014, or such earlier date as the availability may terminate as provided in this Agreement (the "Expiration Date")." (b) The last sentence of Section 1.6 of the Loan Agreement is hereby amended and restated as follows: "On or before each anniversary of the date of this Agreement, the Borrower shall pay the Bank a fee of 0.25% of the Commitment." 3. Conditions to Effectiveness. This Amendment shall be effective upon (i) the execution and delivery to the Bank by the Borrower of a counterpart of this Amendment, (ii) the payment to the Bank of the fee referred to in the last sentence of Section 1.6 of the Loan Agreement in the amount of $437,500 and (iii) the payment of the fees of Ellenoff Grossman & Schole LLP, counsel to the Bank, in connection with the preparation of this Amendment. 4. Representations and Warranties. The Borrower hereby represents and warrants to the Bank as follows: (a) The representations and warranties made by the Borrower in the Loan Agreement and in each other document delivered by him pursuant thereto on or prior to the date hereof are true and correct on and as of the date hereof as though EFTA01087756