Common use of Approved Mortgages Clause in Contracts

Approved Mortgages. Lessee hereby consents to and approves the Existing Indebtedness and the Existing Mortgages. Lessor shall have the right to grant to any subsequent lender lending funds to Lessor, a lien or encumbrance on all or any part of the Lessor's right, title and interest in and to this Agreement (collectively the "Collateral"); provided, however that either (i) the aggregate principal amount of all loans secured by the Collateral does not exceed, One Hundred and Twenty Million and No/100 Dollars ($120,000,000.00) and the loans are not cross-defaulted or cross-collateralized with any other obligation (the parties hereby agree that if any Hotel is sold by Lessor, such $120,000,000 limitation shall be reduced by the amount of the debt allocated to the Hotel that is sold, and if a substitute Hotel is put in place, the amount allocated to the sold Hotel shall be restored to the extent of the value of the substitute Hotel relative to the value of the sold Hotel, as the value of the substitute Hotel is determined by mutually agreeable appraisal or other mutually agreeable method, (ii) such loan has been approved in writing by Lessee, which consent shall not be unreasonably withheld provided that (A) the loan-to-value ratio is no greater than fifty-four percent (54%), (B) the Cash Flow Available For Debt Service for the most recent Fiscal Year less the Incentive Amount is at least two hundred percent (200%) of the scheduled debt service for such new loan, (C) the new loan is otherwise on ordinary and normal terms for the type of lender making such loan, and (D) the loan is not cross-defaulted or cross- collateralized with any other obligation (and the parties hereby agree that if any Hotel is sold by Lessor, the permissible principal amount of a loan qualifying under this subsection (ii) shall be reduced by the amount of the debt allocated to the Hotel that is sold, and if a substitute Hotel is put in place, the amount allocated to the sold Hotel shall be restored to the extent of the value of the substitute Hotel relative to the value of the sold Hotel, as the value of the substitute Hotel is determined by mutually agreeable appraisal or other mutually agreeable method, if any), or (iii) the loan is secured by a lien or encumbrance ("Nondisturbance Mortgage") and the lender lending funds to Lessor executes a nondisturbance agreement ("Nondisturbance Agreement"), in form reasonably acceptable to Lessee and Manager (if any), in favor of Lessee and its Manager (if any) (any mortgage, deed of trust or other encumbrance securing a loan meeting the criteria set forth in (i), (ii) or (iii) above is herein referred to as an "Approved Mortgage"). If Lessor has not delivered to Lessee a commitment for the refinancing of the loan secured by the Existing Mortgage or any loan secured by an Approved Mortgage within 60 days of the scheduled maturity of such loan, Lessee shall have the right, on behalf of Lessor, to seek such a commitment and to place such a loan, on arms length terms with an institutional lender regularly making real property secured loans, in an amount equal to the then outstanding principal balance of the existing loan together with reasonable closing costs, including any commitment fee. Lessor shall execute any and all documents reasonably requested by Lessee in connection with such placement of a new loan. Any mortgage securing such a loan obtained by Lessee on behalf of Lessor shall be an Approved Mortgage. Lessee shall have no obligation to place such a loan on behalf of Lessor.

Approved Mortgages. Lessee hereby consents to and approves the Existing Indebtedness and the Existing Mortgages. Lessor shall have the right to grant to any subsequent lender lending funds to Lessor, a lien or encumbrance on all or any part of the Lessor's right, title and interest in and to this Agreement (collectively the "Collateral"); provided, however that either (i) the aggregate principal amount of all loans secured by the Collateral does not exceed, One Hundred and Twenty Million and No/100 Dollars ($120,000,000.00) and the loans are not cross-defaulted or cross-collateralized with any other obligation obligations (the parties hereby agree that if any Hotel is sold by Lessor, such $120,000,000 limitation shall be reduced by the amount of the debt allocated to the Hotel that is sold, and if a substitute Hotel is put in place, the amount allocated to the sold Hotel shall be restored to the extent of the value of the substitute Hotel relative to the value of the sold Hotel, as the value of the substitute Hotel is determined by mutually agreeable appraisal or other mutually agreeable method), (ii) such loan has been approved in writing by Lessee, which consent shall not be unreasonably withheld provided that (A) the loan-to-value ratio is no greater than fifty-four percent (54%), (B) the Cash Flow Available For Debt Service for the most recent Fiscal Year less the Incentive Amount is at least two hundred percent (200%) of the scheduled debt service for such new loan, (C) the new loan is otherwise on ordinary and normal terms for the type of lender making such loan, and (D) the loan is not cross-defaulted or cross- cross-collateralized with any other obligation (and the parties hereby agree that if any Hotel is sold by Lessor, the permissible principal amount of a the loan qualifying under this subsection (ii) shall be reduced by the amount of the debt allocated to the Hotel that is sold, and if a substitute Hotel is put in place, the amount allocated to the sold Hotel shall be restored to the extent of the value of the substitute Hotel relative to the value of the sold Hotel, as the value of the substitute Hotel is determined by mutually agreeable appraisal or other mutually agreeable method, if any), or (iii) the loan is secured by a lien or encumbrance ("Nondisturbance Mortgage") and the lender lending funds to Lessor executes a nondisturbance agreement ("Nondisturbance Agreement"), in form reasonably acceptable to Lessee and Manager (if any), in favor of Lessee and its Manager (if any) (any mortgage, deed of trust or other encumbrance securing a loan meeting the criteria set forth in (i), (ii) or (iii) above is herein referred to as an "Approved Mortgage"). If Lessor has not delivered to Lessee a commitment for the refinancing of the loan secured by the Existing Mortgage or any loan secured by an Approved Mortgage within 60 days of the scheduled maturity of such loan, Lessee shall have the right, on behalf of Lessor, to seek such a commitment and to place such a loan, on arms length terms with an institutional lender regularly making real property secured loans, in an amount equal to the then outstanding principal balance of the existing loan together with reasonable closing costs, including any commitment fee. Lessor shall execute any and all documents reasonably requested by Lessee in connection with such placement of a new loan. Any mortgage securing such a loan obtained by Lessee on behalf of Lessor shall be an Approved Mortgage. Lessee shall have no obligation to place such a loan on behalf of Lessor.