Additional Borrowing Base Properties. If after the Effective Date the Borrower desires that the Lenders include any additional Property in calculation of the provisions of Sections 10.1(b)(ii), (f) and (g), the Borrower shall so notify the Administrative Agent in writing. To the extent such Property is not an Eligible Property, such Property shall only be included as a Borrowing Base Property and included in the calculation of Unencumbered Borrowing Base Asset Value upon the consent of the Requisite Lenders in their sole discretion. No Property will be included as a Borrowing Base Property unless the Borrower delivers to the Administrative Agent the following, in form and substance satisfactory to the Administrative Agent:
(i) An executive summary of the Property including, at a minimum, the following information relating to such Property: (A) a description of such Property, such description to include the age, location, site plan and physical condition of such Property; (B) the purchase price paid or to be paid for such Property; (C) the current and projected condition of the regional market and specific submarket in which such Property is located; and (D) the current projected capital plans and, if applicable, current renovation plans for such Property;
(ii) An operating statement for such Property audited or certified by a representative of the Borrower as being true and correct in all material respects and prepared in accordance with GAAP for the previous three fiscal years, as well as operating statements for the most recent month, the year-to-date and the trailing twelve months, provided that, with respect to any period such Property that was owned by the Borrower or a Subsidiary for less than three years, such information shall only be required to be delivered to the extent reasonably available to the Borrower and such certification may be based upon the Borrower’s knowledge and provided further, that if such Property has been operating for less than three years, the Borrower shall provide such projections and other information concerning the anticipated operation of such Property as the Administrative Agent may reasonably request;
(iii) To the extent available, three-year historical and pro forma capital expenditure reports and projections;
(iv) Copies of any ground lease with respect to such Property;
(v) The Xxxxx Travel STAR Report (or any successor thereto or substitute therefor reasonably acceptable to the Administrative Agent) for such Property and its primary competitive set for...
Additional Borrowing Base Properties. Without limiting the Borrower’s obligations under Section 8.15, if after the Effective Date the Borrower desires that the Lenders include any additional Property in calculations of the Borrowing Base, the Borrower shall so notify the Administrative Agent in writing. Such Property shall become a Borrowing Base Property upon (i) satisfaction of the conditions precedent set forth in Sections 6.3 and (ii) delivery of a Borrowing Base Certificate showing the Borrowing Base after inclusion of such Property as a Borrowing Base Property.
Additional Borrowing Base Properties. If after the Amendment No. 7 Effective Date the Borrower desires that any additional Hotel Property be included in the Unencumbered Pool, the Borrower shall so designate such Hotel Property as a “Borrowing Base Property” pursuant to any Compliance Certificate from time to time delivered hereunder. Upon the Administrative Agent’s receipt of such Compliance Certificate, such Hotel Property shall be included in the Unencumbered Pool, in which event such Hotel Property shall thereafter constitute a Borrowing Base Property; provided, however, that the Operating Property Value of such Hotel Property shall not be taken into account in determining Unencumbered Asset Value unless and until the Borrower shall deliver to the Administrative Agent a Compliance Certificate that includes such Hotel Property in the Unencumbered Pool; provided, further, however, that in no event shall Properties owned by, or subject to a Qualified Ground Lease to, any Excluded FelCor Subsidiary be included in the Unencumbered Pool so long as such FelCor Subsidiary constitutes an Excluded FelCor Subsidiary.
Additional Borrowing Base Properties. If after the Effective Date the Borrower desires that any additional Eligible Property be included in calculations of the Borrowing Base, the Borrower shall so notify the Administrative Agent in writing and provide the Administrative Agent with the following, in form and substance reasonably satisfactory to the Administrative Agent:
(i) An executive summary of the Property including, at a minimum, the following information relating to such Property: (A) a description of such Property, such description to include the age, location, survey, current occupancy rate and physical condition of such Property, (B) a 12-month forward rent roll if not included in the schedules attached to the Borrowing Base Certificate;
(ii) A Borrowing Base Certificate that includes the Unencumbered Eligible Property Value of such Property;
(iii) To the extent the owner of such Property is not the Borrower or already party to the Guaranty, such deliveries as are required pursuant to Section 8.12 hereof (which items shall be delivered, and such Subsidiary shall become a Guarantor, prior to the date such Property is included as a Borrowing Base Property); and
(iv) Such other information the Administrative Agent may reasonably request in order to confirm that the Property is an Eligible Property. Upon the Administrative Agent’s receipt of all of the foregoing items which shall be in form and substance reasonably satisfactory to the Administrative Agent, such Property shall be deemed to be a Borrowing Base Property.
Additional Borrowing Base Properties. The Administrative Agent shall have received, for each of the Additional Borrowing Base Properties, each of the documents required by Section 5.3 of the Credit Agreement other than, subject to Section 4 hereof, those Third Party Reports which the Borrower certifies it is unable to obtain on or prior to the Amendment Effective Date, due to timing restrictions arising from the COVID-19 pandemic.
Additional Borrowing Base Properties. During the Availability Period, Borrower shall have the right to include a Project in the Borrowing Base upon satisfaction or waiver of each of the following conditions:
Additional Borrowing Base Properties. The Borrower may request that the Administrative Agent include any additional Property in the Borrowing Base as a Borrowing Base Property by written request therefor to the Administrative Agent. Such Property shall become a Borrowing Base Property upon (i) satisfaction of the conditions precedent set forth in Sections 6.3 and (ii) delivery of a Borrowing Base Certificate showing the Borrowing Base after inclusion of such Property as a Borrowing Base Property.
Additional Borrowing Base Properties. After the Closing Date, the Borrower may request that the Lenders include any additional Subject Property in calculations of the Borrowing Base, by written notice to the Administrative Agent and the Lenders and compliance with the provisions of the immediately following clause (i) or (ii) as applicable.
Additional Borrowing Base Properties. Subject to the terms and conditions of this Agreement, Borrower shall have the right to add additional Borrowing Base Properties to the Collateral from time to time on any Business Day during the period from the Effective Date through the date that is ninety (90) days prior to the Maturity Date, by delivering to Lender a written notice (each an “Eligible Property Notice”). Each Eligible Property Notice shall include, with respect to the real property covered by such Eligible Property Notice, the Project Information with respect to such real property. A parcel of real property shall be considered a Borrowing Base Property for purposes of this Agreement upon the approval of such parcel of real property by Lender in its sole discretion so long as such real property satisfies all of the following conditions precedent:
(i) such Project is owned in fee simple by Borrower;
(ii) Lender has received all Project Information with respect to such Project as may be required by Lender, and an Appraised Value shall have been established with respect to such Project;
(iii) such Project is comprised of Entitled Land, Lots Under Development, Finished Lots and/or Homes;
(iv) Borrower and Lender shall have executed an Eligible Property Agreement with respect to such Project, which agreement shall be executed upon the satisfaction of all other requirements under this Section 4.1(a);
(v) Lender shall have received and approved the Project Budget applicable to such Project in Lender’s sole discretion (vi) such Project is not subject to any Lien other than Permitted Liens;
Additional Borrowing Base Properties. The Lenders agree that each of the Real Properties described on Annex I hereto (the “Additional Borrowing Base Properties”) shall be added as a Borrowing Base Property as of the Amendment Effective Date, provided that, (x) to the extent that the Borrower has certified to the Administrative Agent and the Lenders that it is unable to deliver one or more Third Party Reports pursuant to Section 6(b) hereof, the Borrower shall deliver to the Administrative Agent such Third Party Reports in form and substance reasonably satisfactory to the Administrative Agent on or prior to the date that is 90 days after the date hereof, provided that, such 90 days may be extended by two additional 30 day periods upon written request from the Borrower to the Administrative Agent certifying that the Borrower is diligently prosecuting the delivery of such Third Party Reports and (y) upon the failure to deliver timely any such Third Party Report, automatically, without any action by the Administrative Agent or the Lenders or notice to the Borrower, (i) the applicable Real Property shall cease to be a Borrowing Base Property, and (ii) the Borrowing Base with respect to the applicable Real Property shall be reduced by the amount included in the calculation of the Borrowing Base in respect of such Real Property. If a Borrowing Base Property is removed from the Borrowing Base and has not been Disposed by the applicable owner thereof, then such Real Property shall be a Negative Pledge Property during the Modification Period. In the event that the outstanding principal amount of the Unsecured Debt exceeds the Borrowing Base as adjusted by this Section 4, the Borrower shall repay the Loans in an amount equal to such excess within five Business Days after notice from the Administrative Agent together with any amounts owing pursuant to Section 2.19 of the Credit Agreement.
