Common use of Additional Collateral Properties Clause in Contracts

Additional Collateral Properties. If after the Effective Date the Borrower desires that the Lenders include any additional Property in the Collateral Pool, and provided the inclusion of such Property would comply with the provisions of Section 4.4., the Borrower shall so notify the Administrative Agent in writing. No Property will be evaluated by the Lenders unless and until 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) The purchase and sale agreement pursuant to which such Property was or is being acquired; (iii) 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; (iv) To the extent available, three-year historical and pro forma capital expenditure reports and projections; (v) A copy of a recent ALTA Owner’s Policy of Title Insurance (“Owner’s Policy”), or a current commitment therefor, covering such Property showing the identity of the fee titleholder thereto and all matters of record; (vi) Copies of all documents of record reflected in Schedule A and Schedule B of the Owner’s Policy (including any ground lease, easements, covenants, conditions and restrictions) and a copy of the most recent real estate tax xxxx and notice of assessment; (vii) A current or currently certified (within twelve (12) months, provided it shows all improvements on or affecting the Property) survey of such Property certified by a surveyor licensed in the applicable jurisdiction to have been prepared in accordance with the then effective Minimum Standard Detail Requirements for ALTA/ACSM Land Title Surveys; (viii) If not adequately covered by the survey certification provided for above, a certificate from a licensed engineer or other professional satisfactory to the Administrative Agent that such Property is not located in a Special Flood Hazard Area as defined by the Federal Insurance Administration; (ix) A “Phase I” environmental assessment of such Property not more than twelve months old, which report (1) has been prepared by an environmental engineering firm acceptable to the Administrative Agent and (2) complies with the requirements contained in the Administrative Agent’s guidelines adopted from time to time by the Administrative Agent to be used in its lending practice generally and any other environmental assessments or other reports relating to such Property, including any “Phase II” environmental assessment prepared or recommended by such environmental engineering firm to be prepared for such Property; (x) An engineering report for such Property not more than twelve months old and prepared by an engineering firm acceptable to the Administrative Agent; (xi) Copies of all Material Contracts for such Property; (xii) The Xxxxx Travel STAR Report for such Property and its primary competitive set for the most current month available, along with the prior year-end report; (xiii) To the extent readily available, maps, photographs, site plans, broker packages, market studies or third-party reports on the hotel property; (xiv) Any PIP required to remain in compliance with the applicable Franchise Agreement and Management Agreement; (xv) Five-year financial pro forma projections, including a discounted cash flow analysis, along with any submissions to the Parent Guarantor’s board of trustees; (xvi) Evidence that such Property complies with applicable zoning and land use laws; (xvii) UCC, tax, judgment and lien search reports with respect to the Subsidiary that is the owner, and the Subsidiary that is the Operating Lessee, of such Property in all necessary or appropriate jurisdictions indicating that there are no Liens of record with respect to such Person or such Property other than Permitted Liens; (xviii) Plans and specifications for such Property, provided the same shall only be required to the extent reasonably available to the Borrower; (xix) Final certificates of occupancy and any other Governmental Approvals relating to such Property; (xx) Copies of all policies of insurance required by Section 8.5.; and (xxi) Such other information the Administrative Agent may request in order to evaluate the Property. If, after receipt and review of the foregoing documents and information, the Administrative Agent is, in its sole discretion, prepared to recommend acceptance of such Property as a Collateral Property, the Administrative Agent will so notify the Borrower and each Lender, provided, however, that the Administrative Agent may elect to make such recommendation prior to receipt of all of the foregoing documents and information, in which event such recommendation shall be subject to its receipt and review of the documents and information thereafter received. Within five (5) Business Days of the Administrative Agent’s giving such notice to the Lenders, the Administrative Agent will send the foregoing documents and information to each of the Lenders.

Additional Collateral Properties. If after the Effective Date the Borrower desires that the Lenders include any additional Property as a Collateral Property in calculations of the Collateral Pool, and provided the inclusion of such Property would comply with the provisions of Section 4.4.Borrowing Base, the Borrower shall so notify the Administrative Agent in writing. No Property will be evaluated by the Lenders unless and until 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 current occupancy rate of such Property; (B) if such Property is being acquired, the purchase price paid or to be paid for such Property; and (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) The purchase and sale agreement pursuant to which such Property was or is being acquired; (iii) An Historical operating statement statements 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 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;; and (iv) To the extent available, three-year historical and pro forma capital expenditure reports and projections; (v) A copy of a recent ALTA Owner’s Policy of Title Insurance (“Owner’s Policy”), or a current commitment therefor, covering such Property showing the identity of the fee titleholder thereto and all matters of record; (vi) Copies of all documents of record reflected in Schedule A and Schedule B of the Owner’s Policy (including any ground lease, easements, covenants, conditions and restrictions) and a copy of the most recent real estate tax xxxx and notice of assessment; (viiiii) A current or currently certified (within twelve (12) months, provided it shows all improvements on or affecting the Property) survey of such Property certified by a surveyor licensed in the applicable jurisdiction to have been prepared in accordance with the then effective Minimum Standard Detail Requirements for ALTA/ACSM Land Title Surveys; (viii) If not adequately covered by the survey certification provided for above, a certificate from a licensed engineer or other professional satisfactory to the Administrative Agent that such Property is not located in a Special Flood Hazard Area as defined by the Federal Insurance Administration; (ix) A “Phase I” environmental assessment of such Property not more than twelve months old, which report (1) has been prepared by an environmental engineering firm acceptable to the Administrative Agent and (2) complies with the requirements contained in the Administrative Agent’s guidelines adopted from time to time by the Administrative Agent to be used in its lending practice generally and any other environmental assessments or other reports relating to such Property, including any “Phase II” environmental assessment prepared or recommended by such environmental engineering firm to be prepared for such Property; (x) An engineering report for such Property not more than twelve months old and prepared by an engineering firm acceptable to the Administrative Agent; (xi) Copies of all Material Contracts for such Property; (xii) The Xxxxx Travel STAR Report for such Property and its primary competitive set for the most current month available, along with the prior year-end report; (xiii) To the extent readily available, maps, photographs, site plans, broker packages, market studies or third-party reports on the hotel property; (xiv) Any PIP required to remain in compliance with the applicable Franchise Agreement and Management Agreement; (xv) Five-year financial pro forma projections, including a discounted cash flow analysis, along with any submissions to the Parent Guarantor’s board of trustees; (xvi) Evidence that such Property complies with applicable zoning and land use laws; (xvii) UCC, tax, judgment and lien search reports with respect to the Subsidiary that is the owner, and the Subsidiary that is the Operating Lessee, of such Property in all necessary or appropriate jurisdictions indicating that there are no Liens of record with respect to such Person or such Property other than Permitted Liens; (xviii) Plans and specifications rent roll for such Property, provided the same shall only be required and a three-year occupancy history of such Property to the extent reasonably available to the Borrower; (xix) Final certificates of occupancy and any other Governmental Approvals relating to such Property; (xx) Copies of all policies of insurance required by Section 8.5.; and (xxi) Such other information the Administrative Agent may request in order to evaluate the Property. If, after Upon receipt and review of the foregoing documents and information, the Administrative Agent isshall promptly forward a copy thereof to each Lender. Within 10 Business Days from the date on which a Lender receives all such documents and information from the Agent, in its sole discretion, prepared to recommend acceptance such Lender shall notify the Agent whether or not such Lender conditionally approves of such Property as a Collateral Property subject only to such Lender's approval of the applicable Appraisal and other items as provided in the immediately following subsection. If a Lender fails to give such notice prior to the expiration of such 10-day period, such Lender shall be deemed to have conditionally approved such Property as a Collateral Property. If the Requisite Lenders (which for purposes of this subsection (b) must include the Lender then acting as Agent) have not conditionally approved such Property as an Collateral Property, the Administrative Agent will so notify the Borrower and each Lender, provided, however, that the Administrative Agent may elect to make such recommendation prior to receipt of all of the foregoing documents and information, in which event such recommendation approval process shall be subject to its receipt and review of the documents and information thereafter received. Within five (5) Business Days of the Administrative Agent’s giving such notice to the Lenders, the Administrative Agent will send the foregoing documents and information to each of the Lendersterminate.

Additional Collateral Properties. If after the Effective Date the Borrower desires that the Lenders include any additional Property in calculations of the Collateral Pool, and provided the inclusion of such Property would comply with the provisions of Section 4.4.Borrowing Base, the Borrower shall so notify the Administrative Agent in writing. No Property will be evaluated by the Lenders unless and until 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 plan, current occupancy rate 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) The purchase and sale agreement pursuant to which such Property was or is being acquired; (iii) 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 two 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 not owned by the Borrower or a Subsidiary for less than three yearsSubsidiary, 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 best of the Borrower’s knowledge and provided further, that if such Property has been operating for less than three two years, the Borrower shall provide such projections and other information concerning the anticipated operation of such Property as the Administrative Agent may reasonably request; (iv) To the extent available, three-year historical and pro forma capital expenditure reports and projections; (v) A copy of a recent ALTA Owner’s Policy of Title Insurance (“Owner’s Policy”), or a current commitment therefor, covering such Property showing the identity of the fee titleholder thereto and all matters of record; (vi) Copies of all documents of record reflected in Schedule A and Schedule B of the Owner’s Policy (including any ground lease, easements, covenants, conditions and restrictions) and a copy of the most recent real estate tax xxxx and notice of assessment; (viiiii) A current or currently rent roll for such Property certified (within twelve (12) monthsby a representative of the Borrower as being true and correct in all material respects, provided it shows all improvements on or affecting the Property) survey and two-year occupancy history of such Property certified by a surveyor licensed in representative of the applicable jurisdiction Borrower to have been prepared in accordance be true and correct, provided that, with respect to any period such Property was not owned by the then effective Minimum Standard Detail Requirements for ALTA/ACSM Land Title SurveysBorrower or a Subsidiary, 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 best of the Borrower’s knowledge; (viii) If not adequately covered by the survey certification provided for above, a certificate from a licensed engineer or other professional satisfactory to the Administrative Agent that such Property is not located in a Special Flood Hazard Area as defined by the Federal Insurance Administration; (ixiv) A “Phase I” environmental assessment of such Property not more than twelve 12 months old, which report (1) has been prepared by an environmental engineering firm acceptable to the Administrative Agent and (2) complies with the requirements contained in the Administrative Agent’s 's guidelines adopted from time to time by the Administrative Agent to be used in its lending practice generally and any other environmental assessments or other reports relating to such Property, including any “Phase II” environmental assessment prepared or recommended by such environmental engineering firm to be prepared for such Property; (xv) An engineering report for such Property not more than twelve 12 months old and prepared by an engineering firm acceptable to the Administrative Agent; (xivi) Copies of all Material Contracts for such Property; (xii) The Xxxxx Travel STAR Report for such Property and its primary competitive set for A Borrowing Base Certificate showing the most current month available, along with the prior year-end report; (xiii) To the extent readily available, maps, photographs, site plans, broker packages, market studies or third-party reports on the hotel property; (xiv) Any PIP required to remain in compliance with the applicable Franchise Agreement and Management Agreement; (xv) Five-year financial pro forma projections, including a discounted cash flow analysis, along with any submissions to the Parent Guarantor’s board of trustees; (xvi) Evidence that such Property complies with applicable zoning and land use laws; (xvii) UCC, tax, judgment and lien search reports with respect to the Subsidiary that is the owner, and the Subsidiary that is the Operating Lessee, Borrowing Base after inclusion of such Property in all necessary or appropriate jurisdictions indicating that there are no Liens of record with respect to such Person or such Property other than Permitted Liens; (xviii) Plans and specifications for such as a Collateral Property, provided the same shall only be required to the extent reasonably available to the Borrower; (xix) Final certificates of occupancy and any other Governmental Approvals relating to such Property; (xx) Copies of all policies of insurance required by Section 8.5.; and (xxivii) Such other information the Administrative Agent may reasonably request in order to evaluate the Property. If, after receipt and review of the foregoing documents and information, the Administrative Agent is, in its sole discretion, is prepared to recommend acceptance of such Property as a Collateral PropertyProperty (such recommendation not to be unreasonably withheld), the Administrative Agent will so notify the Borrower and each Lender, provided, however, that the Administrative Agent may elect to make such recommendation prior to receipt of all of the foregoing documents and information, in which event such recommendation shall be subject to its Lender within 10 Business Days after receipt and review of the all of such documents and information thereafter receivedinformation. Within five (5) 5 Business Days of the Administrative Agent’s giving such notice to the Lenders, the Administrative Agent will send the foregoing documents and information to each of the Lenders.