Common use of Additional Deposit Clause in Contracts

Additional Deposit. (a) Simultaneously with the execution and delivery hereof, Prime has (i) deposited with Landlord the sum (the "ADDITIONAL DEPOSIT") of Two Million Five Hundred Thousand Dollars ($2,500,000) as security the payment and performance of each and every obligation of the Tenant to Landlord under the Amended Lease and the Incidental Documents, whether now existing or hereafter arising, and including, without limitation, the payment of the full amount of the Rent payable under the Amended Lease and (ii) contributed to Assignee the right to receive any interest due on the Additional Deposit during the Term pursuant to the terms hereof. Landlord shall have no obligation to hold the Additional Deposit in a segregated account and may commingle the same with its general funds. Provided that no Event of Default shall have occurred and be continuing, Landlord shall credit the Tenant with interest on any unapplied balance of the Additional Deposit at a rate of 9% per annum. Such interest shall be credited against the rent and other charges due under the Amended Lease in arrears and pro rated with respect to any partial month. Upon the earlier of the expiration of the Amended Lease and the payment and performance of each and every obligation of the Tenant to Landlord and HPT under the Lease and Incidental Documents and the termination of Prime's obligation to keep the Additional Deposit with Landlord pursuant to Section 11(b) below, provided no Event of Default shall have occurred and be continuing, Landlord shall refund any unapplied balance of the Additional Deposit, together with any accrued and unpaid (or uncredited) interest with respect thereto, to Prime. In the event Landlord shall fail to refund any unapplied balance of the Additional Deposit and accrued interest to Prime on the date due, Landlord shall thereafter pay Prime interest thereon at the Overdue Rate until paid. (b) Provided that no (i) monetary Default, (ii) Default as to which Notice thereof has been given to Tenant or (iii) Event of Default shall have occurred and be continuing under the Amended Lease, (iv) Cash Flow for a period of twelve (12) full consecutive Accounting Periods equals or exceeds Thirty-Four Million Fifteen Thousand Dollars ($34,015,000) with respect to such period and (v) Landlord shall receive a schedule evidencing the foregoing, in form and substance reasonably satisfactory to Landlord prepared by a, so-called, "Big-Five" accounting firm or such other certified public accountants as are approved by Landlord (such approval not to be unreasonably withheld, delayed or conditioned), the obligation of Prime to keep the (c) If, in connection with the assignment in whole or in part of the Amended Lease, Landlord or any successor holder of the Additional Deposit shall transfer the Additional Deposit to someone having a Net Worth of not less than ten (10) times the unapplied balance thereof, Landlord or any such successor shall be relieved of all of their obligations with respect to the Additional Deposit and interest thereon. If such successor shall not satisfy the aforesaid Net Worth requirement, Landlord shall, in a guaranty in form and substance reasonably satisfactory to Prime, guaranty the payment of the Additional Deposit and interest thereon in accordance with this Agreement.

Additional Deposit. (a) Simultaneously with the execution and delivery hereof, Prime has (i) deposited with Landlord the sum (the "ADDITIONAL DEPOSIT") of Two Million Five Hundred Thousand Dollars ($2,500,000) as security the payment and performance of each and every obligation of the Tenant to Landlord under the Amended Lease and the Incidental Documents, whether now existing or hereafter arising, and including, without limitation, the payment of the full amount of the Rent payable under the Amended Lease and (ii) contributed to Assignee the right to receive any interest due on the Additional Deposit during the Term pursuant to the terms hereof. Landlord shall have no obligation to hold the Additional Deposit in a segregated account and may commingle the same with its general funds. Provided that no Event of Default shall have occurred and be continuing, Landlord shall credit the Tenant with interest on any unapplied balance of the Additional Deposit at a rate of 9% per annum. Such interest shall be credited against the rent and other charges due under the Amended Lease in arrears and pro rated with respect to any partial month. Upon the earlier of the expiration of the Amended Lease and the payment and performance of each and every obligation of the Tenant to Landlord and HPT under the Lease and Incidental Documents and the termination of Prime's obligation to keep the Additional Deposit with Landlord pursuant to Section 11(b) below, provided no Event of Default shall have occurred and be continuing, Landlord shall refund any unapplied balance of the Additional Deposit, together with any accrued and unpaid (or uncredited) interest with respect thereto, to Prime. In the event Landlord shall fail to refund any unapplied balance of the Additional Deposit and accrued interest to Prime on the date due, Landlord shall thereafter pay Prime interest thereon at the Overdue Rate until paid. (b) Provided that no (i) monetary Default, (ii) Default as to which Notice thereof has been given to Tenant or (iii) Event of Default shall have occurred and be continuing under the Amended Lease, (iv) Cash Flow for a period of twelve (12) full consecutive Accounting Periods equals or exceeds Thirty-Four Million Fifteen Thousand Dollars ($34,015,000) with respect to such period and (v) Landlord shall receive a schedule evidencing the foregoing, in form and substance reasonably satisfactory to Landlord prepared by a, so-called, "Big-Five" accounting firm or such other certified public accountants as are approved by Landlord (such approval not to be unreasonably withheld, delayed or conditioned), the obligation of Prime to keep thethe Additional Deposit with Landlord shall terminate ten (10) Business Days after delivery to Landlord of the financial statements described in clause (v) preceding, and Landlord shall, within ten (10) Business Days after the written request of Prime, pay any unapplied balance of the Additional Deposit to Prime, together with any accrued and unpaid interest thereon. (c) If, in connection with the assignment in whole or in part of the Amended Lease, Landlord or any successor holder of the Additional Deposit shall transfer the Additional Deposit to someone having a Net Worth of not less than ten (10) times the unapplied balance thereof, Landlord or any such successor shall be relieved of all of their obligations with respect to the Additional Deposit and interest thereon. If such successor shall not satisfy the aforesaid Net Worth requirement, Landlord shall, in a guaranty in form and substance reasonably satisfactory to Prime, guaranty the payment of the Additional Deposit and interest thereon in accordance with this Agreement.

Additional Deposit. (a) Simultaneously As a material condition precedent to the continued effectiveness of this Agreement, if Buyer has not elected to cancel and terminate this Agreement pursuant to Section 3.3 below, then no later than the expiration of the Contingency Period, as defined herein, Buyer will deposit with the execution and delivery hereof, Prime has (i) deposited with Landlord the sum (the "ADDITIONAL DEPOSIT") of Escrow Agent an additional Two Million Five Hundred Fifty Thousand Dollars ($2,500,000250,000.00) as security (the payment and performance of each and every obligation of “Additional Deposit”), which will be held by the Tenant Escrow Agent in an interest bearing account, pursuant to Landlord under the Amended Lease and the Incidental Documents, whether now existing or hereafter arising, and including, without limitation, the payment of the full amount of the Rent payable under the Amended Lease and (ii) contributed Section 10.17 herein. If Buyer fails to Assignee the right to receive any interest due on pay the Additional Deposit during the Term pursuant to the terms hereofEscrow Agent within the time period required above, then, without further notice or demand by Seller, this Agreement will automatically lapse and terminate by reason of the failure of a condition precedent, the Initial Deposit will be paid by the Escrow Agent to Buyer, and Buyer and Seller will be released and relieved from all obligations and liabilities hereunder, except that the Buyer will return all of the Property Information to Seller, and Buyer and Seller will continue to be liable for those obligations that expressly survive the cancellation or termination of this Agreement. Landlord shall have no obligation to hold The Initial Deposit and the Additional Deposit in a segregated account are referred to herein collectively from time to time as the “Xxxxxxx Money.” If the Closing as contemplated hereunder should occur, then the Xxxxxxx Money will be paid by the Escrow Agent to Seller at the Closing, and may commingle the same with its general funds. Provided that no Event of Default shall have occurred and be continuing, Landlord shall credit the Tenant with interest on any unapplied balance of the Additional Deposit at a rate of 9% per annum. Such interest shall Xxxxxxx Money will be credited against the rent Purchase Price payable by Buyer to Seller at the Closing. From and other charges due under the Amended Lease in arrears and pro rated with respect to any partial month. Upon the earlier of after the expiration of the Amended Lease and the payment and performance of each and every obligation Contingency Period (as defined herein), all of the Tenant Xxxxxxx Money will be non-refundable to Landlord and HPT under the Lease and Incidental Documents and the termination of Prime's obligation to keep the Additional Deposit with Landlord pursuant to Section 11(b) below, provided no Event of Default shall have occurred and be continuing, Landlord shall refund any unapplied balance of the Additional Deposit, together with any accrued and unpaid (or uncredited) interest with respect thereto, to Prime. In the event Landlord shall fail to refund any unapplied balance of the Additional Deposit and accrued interest to Prime on the date due, Landlord shall thereafter pay Prime interest thereon at the Overdue Rate until paid. (b) Provided that no (i) monetary Default, (ii) Default as to which Notice thereof has been given to Tenant or (iii) Event of Default shall have occurred and be continuing under the Amended Lease, (iv) Cash Flow for a period of twelve (12) full consecutive Accounting Periods equals or exceeds Thirty-Four Million Fifteen Thousand Dollars ($34,015,000) with respect to such period and (v) Landlord shall receive a schedule evidencing Buyer in all respects; notwithstanding the foregoing, in form all of the Xxxxxxx Money will be refundable to Buyer if this Agreement is canceled and substance reasonably satisfactory to Landlord prepared terminated by a, so-called, "Big-Five" accounting firm or such other certified public accountants as are approved Buyer by Landlord reason of Section 9.7 (such approval not to be unreasonably withheld, delayed or conditioned“Buyer’s Closing Conditions”), the obligation of Prime to keep the or under Section 10.1 (c) If“Remedies”), in connection with the assignment in whole Section 3.3 (“Approval; Non-Satisfaction), Section 5.3 (“Title Objections”), Section 6.1 (“Casualty”), or in part of the Amended Lease, Landlord or any successor holder of the Additional Deposit shall transfer the Additional Deposit to someone having a Net Worth of not less than ten Section 6.2 (10) times the unapplied balance thereof, Landlord or any such successor shall be relieved of all of their obligations with respect to the Additional Deposit and interest thereon. If such successor shall not satisfy the aforesaid Net Worth requirement, Landlord shall, in a guaranty in form and substance reasonably satisfactory to Prime, guaranty the payment of the Additional Deposit and interest thereon in accordance with this Agreement“Condemnation”).

Additional Deposit. Upon expiration of the Contingency Period (a) Simultaneously as defined below), if Purchaser has deposited the Initial Deposit with the execution and delivery hereofEscrow Holder in cash, Prime has (i) deposited Purchaser shall deposit with Landlord the sum Escrow Holder an additional deposit (the "ADDITIONAL DEPOSITAdditional Deposit") of Two Million Eight Hundred Thousand Dollars (representing two and one-half percent (2 1/2%) of the Purchase Price), establishing a total deposit in the amount of Five Million Six Hundred Thousand Dollars (representing five percent (5%) of the Purchase Price). The Initial Deposit and Additional Deposit are collectively referred to as the "Deposit." If the Purchaser elects to deliver an LOC to the Escrow Holder as the form of the Initial Deposit, then Purchaser shall deposit Five Million Six Hundred Thousand Dollars (representing five percent (5%) of the Purchase Price) as the Additional Deposit upon expiration of the Contingency Period. The total Deposit in the amount of Five Million Six Hundred Thousand Dollars ($2,500,0005,600,000) as security shall be released to the payment and performance of each and every obligation Seller upon the expiration of the Tenant Contingency Period and Seller or Escrow Holder shall then return the LOC, if any, to Landlord under the Amended Lease Purchaser upon Seller's receipt of the Deposit. In the event the purchase and sale of the Incidental Documents, whether now existing or hereafter arising, Power/Promotional Center Property and including, without limitationCommunity Center/Triangle Property are consummated as contemplated hereunder, the payment Deposit plus all interest accrued thereon shall be credited to Purchaser against the Community Center/Triangle Purchase Price upon the close of the full amount of the Rent payable under the Amended Lease and (ii) contributed to Assignee the right to receive any interest due Community Center/Triangle Escrow. Interest shall accrue on the Additional Deposit during the Term pursuant to the terms hereof. Landlord shall have no obligation to hold the Additional Deposit in a segregated account and may commingle the same with its general funds. Provided that no Event of Default shall have occurred and be continuing, Landlord shall credit the Tenant with interest on any unapplied balance of the Additional Deposit at a rate of 9% six percent (6%) per annum. Such interest shall be credited against annum from the rent and other charges due under date the Amended Lease in arrears and pro rated with respect to any partial month. Upon Deposit is received by the Seller through the earlier of the expiration date of Closing of the Amended Lease and Community Center/Triangle Escrow or the payment and performance of each and every obligation of date the Tenant Deposit is returned to Landlord and HPT under the Lease and Incidental Documents and the termination of Prime's obligation to keep the Additional Deposit with Landlord pursuant to Section 11(b) belowPurchaser, provided no Event of Default shall have occurred and be continuing, Landlord shall refund any unapplied balance of the Additional Deposit, together with any accrued and unpaid (or uncredited) interest with respect thereto, to Primeas applicable. In the event Landlord shall fail to refund any unapplied balance the purchase and sale of the Additional Deposit and accrued interest to Prime Power/Promotional Center Property or Community Center/Triangle Property is not consummated because of the failure of any Condition Precedent or any other reason except for a default under this Agreement on the date due, Landlord shall thereafter pay Prime interest thereon at the Overdue Rate until paid. (b) Provided that no (i) monetary Default, (ii) Default as to which Notice thereof has been given to Tenant or (iii) Event part of Default shall have occurred and be continuing under the Amended Lease, (iv) Cash Flow for a period of twelve (12) full consecutive Accounting Periods equals or exceeds Thirty-Four Million Fifteen Thousand Dollars ($34,015,000) with respect to such period and (v) Landlord shall receive a schedule evidencing the foregoing, in form and substance reasonably satisfactory to Landlord prepared by a, so-called, "Big-Five" accounting firm or such other certified public accountants as are approved by Landlord (such approval not to be unreasonably withheld, delayed or conditioned)Purchaser, the obligation Deposit plus all interest accrued thereon shall be immediately refunded to Purchaser. In the event the purchase and sale of Prime to keep the (c) If, in connection with the assignment in whole Power/Promotional Center Property or in Community Center/Triangle Property is not consummated because of a default under this Agreement on the part of Purchaser, the Amended Lease, Landlord or any successor holder of the Additional Deposit shall transfer the Additional Deposit be paid to someone having a Net Worth of not less than ten (10) times the unapplied balance thereof, Landlord or any such successor shall be relieved of and retained by Seller together with all of their obligations with respect to the Additional Deposit and interest thereon. If such successor shall not satisfy the aforesaid Net Worth requirement, Landlord shall, in a guaranty in form and substance reasonably satisfactory to Prime, guaranty the payment of the Additional Deposit and interest accrued thereon in accordance with this AgreementArticle 16 (Default).

Additional Deposit. (a) Simultaneously with the execution and delivery hereof, Prime has (i) deposited with Landlord On or before the sum date (the "ADDITIONAL DEPOSIT"“Additional Deposit Funding Date”) that is ten (10) days after the date of Two Million Five Hundred Thousand Dollars ($2,500,000) as security the payment and performance of each and every obligation issuance of the Tenant Assessment Notice by the Tax Administration, and subject to Landlord under satisfaction of the Amended Lease Additional Deposit Conditions Precedent (as defined in Section 1.3(c) below), Buyer shall deliver to and deposit with MFG, in accordance with the wiring instructions set forth on Exhibit B attached hereto, (1) an additional amount (the “Additional Deposit”) sufficient to cause the total amount on deposit with MFG pursuant to this Agreement to equal the amount of US$5,127,340.00 (“Estimated Assessment Amount”), plus, (2) the amount required to cover the registration fees payable to facilitate the registration of the transfer of the Hotel Land in the name of Buyer (being approximately 0.5% of the consideration for the Hotel Land) (the “Registration Fees”) and an additional estimated amounts to cover any bank charges payable in connection with dealing with these funds. The amount deposited by Buyer with MFG pursuant to this Section 1.3(b)(i) together with any interest thereon shall be referred to hereinafter as the “Additional Deposit.” The Xxxxxxx Money and the Incidental DocumentsAdditional Deposit are sometimes collectively referred to herein as the “Deposit.” Buyer shall promptly deliver confirmation to Lender and Owner and MFG that Buyer has initiated a wire transfer to MFG of the Additional Deposit. (ii) The Deposit shall be held in escrow by MFG with its bankers, whether now existing or hereafter arisingthe National Commercial Bank Jamaica Limited (the “Escrow Bank”), in an interest bearing account and including, without limitation, disbursed by MFG pursuant to this Agreement and the Escrow Agreement to be entered into by the Parties and MFG in the form attached hereto as Exhibit K. (iii) The Deposit shall be applied toward the payment of the full amount of Purchase Price in accordance with this Agreement or, in the Rent payable under event the Amended Lease Closing (as defined in Section 1.5 below) does not occur, (1) the Xxxxxxx Money shall be disbursed to Lender or Buyer in accordance with this Agreement; and (ii2) contributed to Assignee the right to receive any interest due on the Additional Deposit during shall be returned to Buyer. (iv) If the Term pursuant Assessment Notice is not issued within twenty-one (21) days of HMF’s delivery of this Agreement to the terms hereof. Landlord Tax Administration in accordance with Section 1.3(a)(ii) above, this Agreement shall terminate automatically and the Parties shall have no obligation further liability hereunder to hold the other Parties (except as expressly stated otherwise in this Agreement). The Parties undertake and agree that in the event of the termination of this Agreement pursuant to this Section 1.3(b)(iv) they shall issue to MFG a joint notice signed by a representative of each Party acknowledging the termination of this Agreement in accordance with this Section 1.3(b)(iv) and directing MFG to pay the Xxxxxxx Money to Buyer in accordance with wire instructions provided by the Buyer in writing to MFG, and MFG shall thereupon be authorized and directed to make such payment to Buyer. The provisions of this Section 1.3(b)(iv) shall survive the termination of this Agreement. (v) If the Assessment Notice is issued within the twenty-one (21) day period described in Section 1.3(b)(iv) above, but reflects an aggregate assessed value for the Assets in excess of the Estimated Assessed Amount, the procedure described in this Section 1.3(b)(v) shall apply with respect to the payment of the portion of the Assessed Amounts which exceeds the Estimated Assessed Amounts (such portion, the “Increased Assessed Amounts”). (1) Lender shall have the right, but not the obligation, to elect to fund the Increased Assessed Amounts by electronic delivery of written notice to Owner, Buyer, MFG and HMF within two (2) days following Lender’s receipt from HMF of a copy of the Assessment Notice. In the event Lender elects to fund the Increased Assessed Amounts in accordance with this Section 1.3(b)(v)(1), Lender shall pay to HMF on or before the Additional Deposit Funding Date an amount equal thereto (the “Lender’s Stamp Duty Contribution”). (2) If Lender does not elect to fund the Increased Assessed Amounts as provided above, this Agreement shall terminate without further action by any Party, and the Parties undertake and agree that in this event they shall issue to MFG a segregated account joint notice signed by a representative of each Party acknowledging the termination of this Agreement in accordance with this Section 1.3(b)(v)(2) and may commingle directing MFG to pay the same Xxxxxxx Money to Buyer (less any bank charges related thereto) in accordance with its general fundswire instructions provided by the Buyer in writing to MFG, and upon receipt of such joint notice MFG shall thereupon be authorized and directed to make such payment to Buyer and no Party shall thereafter have any liability hereunder to any other Party (except as expressly stated otherwise in this Agreement). Provided that no Event The provisions of Default this Section 1.3(b)(v)(2) shall have occurred and be continuing, Landlord shall credit survive the Tenant with interest on any unapplied balance termination of this Agreement. (vi) Within two (2) business days after the Additional Deposit at a rate of 9% per annum. Such interest shall be credited against Funding Date provided that the rent and other charges due under the Amended Lease in arrears and pro rated with respect to any partial month. Upon the earlier of the expiration of the Amended Lease and the payment and performance of each and every obligation of the Tenant to Landlord and HPT under the Lease and Incidental Documents and the termination of Prime's obligation to keep the Additional Deposit with Landlord pursuant to Section 11(b) below, provided no Event of Default shall have occurred and be continuing, Landlord shall refund any unapplied balance of Escrow Bank has confirmed that it has received the Additional Deposit, MFG is hereby authorized and directed to convert to Jamaican dollars so much of the Deposit as is required to settle and pay the Assessed Amounts or the Assessed Amounts less any Lender’s Stamp Duty Contribution, as the case may be, (it being understood that any bank charges related to such conversion shall be deducted from the Deposit and that such conversion shall be undertaken at the exchange rate charged by the Escrow Bank), and MFG shall then deliver to HMF a cheque for the Assessed Amounts or the Assessed Amounts less any Lender’s Stamp Duty Contribution, as the case may be, made payable to the Tax Administration together with any accrued a cheque (the “NLA Cheque”) for the Registration Fees made payable to the National Land Agency. The NLA Cheque shall be held by HMF in escrow and unpaid (or uncredited) interest with respect thereto, to Prime. In shall be used solely for the event Landlord shall fail to refund any unapplied balance purposes of causing the transfer of the Additional Deposit and accrued interest Hotel Land to Prime on be registered in the date due, Landlord shall thereafter pay Prime interest thereon at name of the Overdue Rate until paidBuyer or its permitted assignee. (bvii) Provided HMF shall, upon receipt of the amounts sufficient to pay the Assessed Amounts (including any Lender’s Stamp Duty Contribution, if applicable) promptly, but in any event within one (1) business day of receipt of the same, pay the Assessed Amounts to the Tax Administration; (viii) HMF shall use all reasonable efforts to ensure that no Tax Administration diligently affixes the required stamps to the Agreement following such payment, and that the duly stamped Agreement is promptly collected from Tax Administration following stamping; (iix) monetary DefaultUpon receipt of the duly stamped Agreement from Tax Administration, HMF shall (ii1) Default as promptly deliver a duly stamped copy of the Agreement, together with a copy of the Transfer Tax Receipt, to which Notice thereof has been given to Tenant or (iii) Event each of Default shall have occurred and be continuing under the Amended Lease, (iv) Cash Flow for a period of twelve (12) full consecutive Accounting Periods equals or exceeds Thirty-Four Million Fifteen Thousand Dollars ($34,015,000) with respect to such period Parties and (v2) Landlord shall receive a schedule evidencing hold the foregoingoriginal duly stamped Agreement together with the Original Transfer Tax Receipt in escrow on behalf of the Parties, in form and substance reasonably satisfactory to Landlord prepared by a, so-called, "Big-Five" accounting firm or such other certified public accountants as are approved by Landlord (such approval not to be unreasonably withheld, delayed or conditioned), the obligation of Prime released only pursuant to keep the (c) If, in connection with the assignment in whole or in part of the Amended Lease, Landlord or any successor holder of the Additional Deposit shall transfer the Additional Deposit to someone having a Net Worth of not less than ten (10) times the unapplied balance thereof, Landlord or any such successor shall be relieved of all of their obligations with respect to the Additional Deposit and interest thereon. If such successor shall not satisfy the aforesaid Net Worth requirement, Landlord shall, in a guaranty in form and substance reasonably satisfactory to Prime, guaranty the payment of the Additional Deposit and interest thereon in accordance with this Agreement. (x) HMF is hereby authorized and directed following receipt of the undertaking referred to in Section 9.2 to submit the original duly stamped Agreement to the Tax Administration for the purposes of causing any instruments of transfer required to facilitate the completion of the transaction contemplated in this Agreement to be duly cross-stamped reflecting the payment of the Assessed Amount, and HMF shall, upon the return to it of the original duly stamped Agreement by the Tax Administration continue to hold same in escrow to be released only pursuant to and in accordance with this Agreement. (xi) In the event that this Agreement is terminated in accordance with its terms at any time prior to the completion of registration of the Hotel Land in the name of the Buyer or its permitted assignee, the Parties undertake and agree that they shall issue to MFG and HMF a joint notice signed by a representative of each Party acknowledging the termination of this Agreement and directing MFG to issue directions to the Escrow Bank for the cancellation of the NLA Cheque and directing the payment by MFG to Buyer of the Registration Fees (together with any interest thereon but less any bank charges related thereto) in accordance with wire instructions provided by the Buyer in writing to MFG. Upon receipt of such joint notice MFG shall thereupon be authorized and directed to issue such directions to the Escrow Bank and make such payment to Buyer and HMF’s authority hereunder to use the NLA Cheque to facilitate registration shall thereupon terminate. The provisions of this Section 1.3(b)(xi) shall survive the termination of this Agreement.

Additional Deposit. Within one (a1) Simultaneously with the execution and delivery hereof, Prime has (i) deposited with Landlord the sum (the "ADDITIONAL DEPOSIT") of Two Million Five Hundred Thousand Dollars ($2,500,000) as security the payment and performance of each and every obligation of the Tenant to Landlord under the Amended Lease and the Incidental Documents, whether now existing or hereafter arising, and including, without limitation, the payment of the full amount of the Rent payable under the Amended Lease and (ii) contributed to Assignee the right to receive any interest due on the Additional Deposit during the Term pursuant to the terms hereof. Landlord shall have no obligation to hold the Additional Deposit in a segregated account and may commingle the same with its general funds. Provided that no Event of Default shall have occurred and be continuing, Landlord shall credit the Tenant with interest on any unapplied balance of the Additional Deposit at a rate of 9% per annum. Such interest shall be credited against the rent and other charges due under the Amended Lease in arrears and pro rated with respect to any partial month. Upon the earlier of Business Day after the expiration of the Amended Lease “Due Diligence Period” (as hereinafter defined), Purchaser shall deposit with Escrowee, by wire transfer of immediately available federal funds to the Escrow Account, the sum of One Million and 00/100th’s Dollars ($1,000,000.00) (together with all interest thereon, the payment “Additional Deposit”; the Initial Deposit (less the Independent Consideration) and performance of each and every obligation of the Tenant to Landlord and HPT under the Lease and Incidental Documents and the termination of Prime's obligation to keep the Additional Deposit with Landlord pursuant to Section 11(b) below, provided no Event of Default shall have occurred and be continuing, Landlord shall refund any unapplied balance of the Additional Deposit, together collectively, the “Deposit”), which Additional Deposit shall be held by Escrowee in accordance with any accrued the terms and unpaid (or uncredited) interest with respect thereto, to Primeconditions of the Escrow Agreement. In the event Landlord If Purchaser shall fail to refund any unapplied balance of not deposit the Additional Deposit and accrued interest prior to Prime on the date duethat is (1) Business Day after the expiration of the Due Diligence Period, Landlord Escrowee shall thereafter pay Prime interest thereon at promptly return the Overdue Rate Initial Deposit to Purchaser (provided, however, that if Sellers have notified Purchaser in writing that Purchaser is in breach of any of its obligations under this Agreement (a “Pre-Closing Breach”), Escrowee shall release the Initial Deposit to Purchaser, less any amounts Sellers notify Purchaser and Escrowee in writing (which notification must be given no more than five (5) Business Days after Purchaser’s request for the return of the Initial Deposit) that Escrowee needs to holdback to cover any loss estimated by Sellers to have occurred as a result of Purchaser’s Pre-Closing Breach (“Pre-Closing Breach Amount”), which Pre-Closing Breach Amount shall be held by Escrowee until paid. such time as either (bx) Provided that no (i) monetary Default, (ii) Default Purchaser and Sellers reach an agreement and jointly notify Escrowee in writing as to which Notice thereof the amount Sellers are owed for Purchaser’s Pre-Closing Breach, and the remaining amount, if any, to be released to Purchaser, or (y) the Purchaser’s Pre-Closing Breach has been given fully adjudicated and Escrowee receives a final judgment, order, ruling or injunction issued by a court of competent jurisdiction). Notwithstanding the foregoing or anything to Tenant or (iii) Event of Default shall have occurred and be continuing under the Amended Lease, (iv) Cash Flow for a period of twelve (12) full consecutive Accounting Periods equals or exceeds Thirty-Four Million Fifteen Thousand Dollars ($34,015,000) with respect to such period and (v) Landlord shall receive a schedule evidencing the foregoing, in form and substance reasonably satisfactory to Landlord prepared by a, so-called, "Big-Five" accounting firm or such other certified public accountants as are approved by Landlord (such approval not to be unreasonably withheld, delayed or conditioned)contrary contained herein, the obligation failure of Prime Sellers to keep the (c) If, in connection with assert a Pre-Closing Breach prior to the assignment in whole or in part expiration of the Amended Lease, Landlord or any successor holder of the Additional Deposit shall transfer the Additional Deposit to someone having a Net Worth of not less than ten five (105) times the unapplied balance thereof, Landlord or any such successor shall be relieved of all of their obligations with respect to the Additional Deposit and interest thereon. If such successor Business Day period provided for herein shall not satisfy in any way constitute a waiver of Sellers’ rights to subsequently assert the aforesaid Net Worth requirement, Landlord shall, in a guaranty in form and substance reasonably satisfactory to Prime, guaranty the payment existence of the Additional Deposit and interest thereon in accordance with this Agreementsuch Pre-Closing Breach.

Additional Deposit. If Purchaser elects not to terminate this Agreement under Section 5.5, Purchaser shall, on or before the end of the Feasibility Period, deposit ONE MILLION AND NO/100 DOLLARS (a$1,000,000.00) Simultaneously with the execution and delivery hereof, Prime has (i) deposited with Landlord the sum (the "ADDITIONAL DEPOSIT"“Additional Deposit”) of Two Million Five Hundred Thousand Dollars ($2,500,000) as security the payment and performance of each and every obligation of the Tenant with Escrow Agent in immediately available federal funds. If Purchaser shall fail to Landlord under the Amended Lease and the Incidental Documents, whether now existing or hereafter arising, and including, without limitation, the payment of the full amount of the Rent payable under the Amended Lease and (ii) contributed to Assignee the right to receive any interest due on deposit the Additional Deposit during within the Term pursuant time period provided for above, Seller may at any time prior to the terms hereof. Landlord shall have no obligation to hold the Additional Deposit in a segregated account and may commingle the same with its general funds. Provided that no Event of Default shall have occurred and be continuing, Landlord shall credit the Tenant with interest on any unapplied balance deposit of the Additional Deposit at a rate of 9% per annum. Such interest Deposit, terminate this Agreement, in which case this Agreement shall be credited against null and void ab initio and in such event Escrow Agent shall immediately deliver the rent Initial Deposit to Seller and other charges due under the Amended Lease in arrears and pro rated with respect to any partial month. Upon the earlier of the expiration of the Amended Lease and the payment and performance of each and every obligation of the Tenant to Landlord and HPT under the Lease and Incidental Documents and the termination of Prime's obligation to keep the Additional Deposit with Landlord pursuant to Section 11(b) belowthereafter, provided no Event of Default neither party shall have occurred any further rights or obligations to the other hereunder, except as otherwise set forth in this Agreement. As used herein, the term “Deposit” means the Initial Deposit and be continuing, Landlord shall refund any unapplied balance of the Additional Deposit, together with any all interest accrued thereon. The Initial Deposit (and unpaid to the extent paid by Purchaser upon satisfaction of matters related to the Feasibility Period and title and Survey contingencies, the Additional Deposit) shall automatically become nonrefundable upon the expiration of the Feasibility Period (as defined in Section 5.1 below), unless Purchaser terminates (or uncreditedis deemed to have terminated) interest with respect thereto, to Prime. In the event Landlord shall fail to refund any unapplied balance of the Additional Deposit and accrued interest to Prime on the date due, Landlord shall thereafter pay Prime interest thereon at the Overdue Rate until paid. (b) Provided that no (i) monetary Default, (ii) Default as to which Notice thereof has been given to Tenant or (iii) Event of Default shall have occurred and be continuing under the Amended Lease, (iv) Cash Flow for a period of twelve (12) full consecutive Accounting Periods equals or exceeds Thirty-Four Million Fifteen Thousand Dollars ($34,015,000) with respect to such period and (v) Landlord shall receive a schedule evidencing the foregoing, in form and substance reasonably satisfactory to Landlord prepared by a, so-called, "Big-Five" accounting firm or such other certified public accountants as are approved by Landlord (such approval not to be unreasonably withheld, delayed or conditioned), the obligation of Prime to keep the (c) If, in connection with the assignment in whole or in part of the Amended Lease, Landlord or any successor holder of the Additional Deposit shall transfer the Additional Deposit to someone having a Net Worth of not less than ten (10) times the unapplied balance thereof, Landlord or any such successor shall be relieved of all of their obligations with respect to the Additional Deposit and interest thereon. If such successor shall not satisfy the aforesaid Net Worth requirement, Landlord shall, in a guaranty in form and substance reasonably satisfactory to Prime, guaranty the payment of the Additional Deposit and interest thereon this Agreement in accordance with the express provisions of this Agreement and Purchaser is entitled to the immediate return of the Initial Deposit (and to the extent paid by Purchaser upon satisfaction of matters related to the Feasibility Period and title and Survey contingencies, the Additional Deposit) in accordance with the express provisions of Section 5.5 of this Agreement. Upon such delivery of the Deposit to Purchaser, this Agreement shall terminate and neither Seller nor Purchaser shall have any further rights or obligations hereunder, except for the Surviving Termination Obligations (as defined in Section 16.12 herein), which shall survive such termination.

Additional Deposit. (a) Simultaneously with the execution and delivery hereof, Prime has (i) deposited with Landlord the sum (the "ADDITIONAL DEPOSIT") of Two Million Five Hundred Thousand Dollars ($2,500,000) as security the payment and performance of each and every obligation of the Tenant to Landlord under the Amended Lease and the Incidental Documents, whether now existing or hereafter arising, and including, without limitation, the payment of the full amount of the Rent payable under the Amended Lease and (ii) contributed to Assignee the right to receive any interest due on the Additional Deposit during the Term pursuant to the terms hereof. Landlord shall have no obligation to hold the Additional Deposit in a segregated account and may commingle the same with its general funds. Provided that no Event of Default shall have occurred and be continuing, Landlord shall credit the Tenant with interest on any unapplied balance of the Additional Deposit at a rate of 9% per annum. Such interest shall be credited against the rent and other charges due under the Amended Lease in arrears and pro rated with respect to any partial month. Upon the earlier of the expiration of the Amended Lease and the payment and performance of each and every obligation of the Tenant to Landlord and HPT under the Lease and Incidental Documents and the termination of Prime's obligation to keep the Additional Deposit with Landlord pursuant to Section 11(b) belowContingency Period, provided no Event Buyer has not earlier terminated this Agreement in accordance with any of Default its rights to do so contained herein, Buyer shall have occurred deposit or cause to be deposited with Escrow Holder in Immediately Available Funds, the additional sum of Fifty Thousand and be continuing, Landlord shall refund any unapplied balance 00/100 Dollars ($50,000.00) (the "Additional Deposit"). Upon Escrow Holder's receipt of the Additional Deposit, Escrow Holder shall immediately invest it in the interest bearing account described in Paragraph 3(a) above. The Initial Deposit and the Additional Deposit, or so much thereof as shall have then been deposited into Escrow, together with any all interest accrued and unpaid (or uncredited) interest with respect theretothereon, shall collectively hereinafter be referred to Prime. In as the "Deposit." The Deposit shall be nonrefundable to Buyer in the event Landlord shall fail this Agreement and the Escrow is thereafter cancelled by reason of a default by Buyer or a breach by Buyer of any covenant, representation or warranty contained herein, as provided in and subject to refund any unapplied balance the provisions of the Additional Paragraph 16(a) hereof. The Deposit and accrued all interest to Prime on the date due, Landlord which shall thereafter pay Prime interest accrue thereon at the Overdue Rate until paid. (b) Provided that no (i) monetary Default, (ii) Default as to which Notice thereof has been given to Tenant or (iii) Event of Default shall have occurred and be continuing under the Amended Lease, (iv) Cash Flow for a period of twelve (12) full consecutive Accounting Periods equals or exceeds Thirty-Four Million Fifteen Thousand Dollars ($34,015,000) with respect to such period and (v) Landlord shall receive a schedule evidencing the foregoing, in form and substance reasonably satisfactory to Landlord prepared by a, so-called, "Big-Five" accounting firm or such other certified public accountants as are approved by Landlord (such approval not to be unreasonably withheld, delayed or conditioned), the obligation of Prime to keep the (c) If, in connection with the assignment in whole or in part of the Amended Lease, Landlord or any successor holder of the Additional Deposit shall transfer the Additional Deposit to someone having a Net Worth of not less than ten (10) times the unapplied balance thereof, Landlord or any such successor shall be relieved of all of their obligations with respect applied to the Additional Deposit and interest thereon. If such successor shall not satisfy the aforesaid Net Worth requirement, Landlord shall, in a guaranty in form and substance reasonably satisfactory to Prime, guaranty the payment of the Additional Deposit Purchase Price upon the Close of Escrow, or refunded to Buyer in the event this Agreement and the Escrow is cancelled for any reason other than a default by Buyer or a breach by Buyer of any covenant, representation or warranty hereunder, in which case the Deposit, together with any interest thereon in accordance with this Agreementaccrued thereon, shall be delivered to Seller pursuant to Paragraph 16(a) below.