Common use of Equipment Financing Clause in Contracts

Equipment Financing. In addition to Leasehold Mortgages obtained by Lessee in accordance with Section 15.5 above, Lessee shall have the right to obtain financing (“Equipment Financing”) for the acquisition of items of equipment and other tangible personal property for use in the Hotel (collectively, “Personal Property”), with vendors or third party lenders (“Equipment Lenders”) so long as (i) the aggregate principal amount of such financing, whether structured as a loan or a lease, shall not exceed at any time the sum of Seven Hundred Fifty Thousand Dollars ($750,000.00) (which amount shall be escalated by the percentage increase in the CPI occurring between the Term Commencement Date and the date of such Equipment Financing); (ii) the security interest provided to such Equipment Lenders, whether in the form of a loan or a lease, is limited to the Personal Property so financed and does not constitute a Leasehold Mortgage or any other lien on the leasehold estate of Lessee, including Lessee’s leasehold interest in the Improvements, and any other purported encumbrance shall be void and of no effect; (iii) the actual or imputed interest rate on such equipment financing shall be at the then current market rate for such type of financing; and (iv) Lessee shall promptly provide to Lessor a true and correct copy of the financing documents entered into by Lessee in connection with such Equipment Financing. In the event that Lessee wishes to use Equipment Financing to acquire any Personal Property other than as expressly permitted pursuant to the foregoing provisions of this Section 15.6, such Equipment Financing shall comply with the requirements of clauses (ii) and (iii) above and in addition Lessee shall first obtain Lessor’s prior written approval of such equipment financing and the amount to be financed in relation to the cost of the equipment, which approval shall not be unreasonably withheld or delayed, provided that, without limiting the grounds on which Lessor shall be entitled to reasonably withhold such consent, it shall be reasonable for Lessor to withhold its consent to any such proposed equipment financing if Lessor reasonably determines that the lack of ownership of such equipment by Lessee could materially adversely affect the continued operation of the Hotel or the Hotel Business following the termination of this Lease on account of an Event of Default or could materially increase the cost of operation of the Hotel following such termination. In connection with any Equipment Financing which is permitted under this Section 15.7, Lessor shall execute such agreements reasonably required by the Equipment Lenders pursuant to which, among other things, (a) Lessor shall disclaim any title to or interest in the Personal Property being financed, (b) the Equipment Lenders shall have reasonable rights of entry upon the Premises and the Improvements for a reasonable period of time and upon reasonable prior written notice to Lessor for purposes of inspecting, evaluating, removing and disposing of the Personal Property (provided that the Equipment Lenders agree not to interfere with or disrupt the operation of the Hotel as a Luxury Hotel, to restore any damage to the Improvements occasioned by such removal, and to indemnify Lessor from and against any claims arising out of or resulting from such damage or removal), and (c) in the event of a termination of this Lease, the Equipment Lenders agree to remove the Personal Property from the Premises within ten (10) days after receipt of written request from Lessor.

Equipment Financing. In addition Subject to Leasehold Mortgages obtained by Lessee in accordance with the provisions of this Section 15.5 above44(s), Lessee shall have during the right Term, Landlord waives any statutory landlord’s lien and any attachment for Rent on Tenant’s Property and on any Alteration of Tenant that is not required to obtain financing (“Equipment Financing”) for be surrendered to Landlord at the acquisition expiration or sooner termination of items the Term of equipment and other tangible personal property for use in the Hotel this Lease (collectively, “Personal PropertyPersonalty”)) that Landlord may have or may hereafter acquire. Landlord acknowledges and agrees that Tenant’s Personalty may be leased from an equipment lessor or encumbered by Tenant’s lender (collectively, “Equipment Lessor”) and that Tenant may execute and enter into an equipment lease or security agreement with vendors or third party lenders respect to such Personalty (“Equipment LendersLease”). If and to the extent required by any Equipment Lease or Equipment Lessor, Landlord shall execute and deliver to the Equipment Lessor a written consent, waiver and/or acknowledgment which is in form and content reasonably acceptable to Landlord (“Lien Waiver”) so long as in which Landlord (i) acknowledges and agrees that, during the aggregate principal amount Term, the Personalty which is the subject of such financingthe Equipment Lease and described with specificity on an exhibit to the Lien Waiver constitutes the personal property of Tenant (unless contrary to the provisions of this Lease), whether structured as a loan or a lease, and shall not exceed at any time be considered to be part of the sum Premises, regardless of Seven Hundred Fifty Thousand Dollars ($750,000.00) (which amount shall be escalated whether or by the percentage increase in the CPI occurring between the Term Commencement Date and the date of such Equipment Financing); what means they become attached thereto, (ii) agrees that, during the security interest provided to such Equipment LendersTerm, whether in the form of a loan or a lease, is limited to the Personal Property so financed and does it shall not constitute a Leasehold Mortgage or claim any other lien on the leasehold estate of Lessee, including Lessee’s leasehold interest in the Improvementssuch Personalty, and any other purported encumbrance shall be void and of no effect; (iii) the actual or imputed interest rate on such equipment financing shall be at the then current market rate for such type of financing; and (iv) Lessee shall promptly provide to Lessor a true and correct copy of the financing documents entered into by Lessee in connection with such Equipment Financing. In the event that Lessee wishes to use Equipment Financing to acquire any Personal Property other than as expressly permitted pursuant to the foregoing provisions of this Section 15.6, such Equipment Financing shall comply with the requirements of clauses (ii) and (iii) above agrees that Equipment Lessor may enter the Premises for the purpose of removing such Personalty, but only if, in such consent such Equipment Lessor agrees to repair any damage resulting from such removal and in addition Lessee shall first obtain to indemnify and hold harmless Landlord from and against any claim or other loss that results from such entry and, agrees, within 3 business days after the expiration or termination of the Term to pay all Rent that would accrue under the Lease if it had not terminated or expired for the period from the expiration or termination of such Lease until 5 business days after such Equipment Lessor relinquishes its right rights to enter into the Premises; provided, further, such Equipment Lessor’s prior written approval of such equipment financing and right to enter the amount to be financed Premises shall in relation to any event expire 30 days after the cost expiration or termination of the equipment, Lease in which approval case the Equipment Lessor and Tenant shall not agree that the Personalty shall be unreasonably withheld or delayed, provided that, without limiting the grounds on which Lessor deemed abandoned. Such Lien Waiver documents also may contain such other reasonable and customary provisions that are reasonably acceptable to Landlord. Landlord shall be entitled to reasonably withhold such consent, it shall be reasonable paid as administrative rent a fee of $1,500 per occurrence for Lessor to withhold its consent to any such proposed equipment financing if Lessor reasonably determines that the lack of ownership of such equipment by Lessee could materially adversely affect the continued operation of the Hotel or the Hotel Business following the termination of this Lease on account of an Event of Default or could materially increase the cost of operation of the Hotel following such termination. In connection with any Equipment Financing which is permitted under this Section 15.7, Lessor shall execute such agreements reasonably required by the Equipment Lenders pursuant to which, among other things, (a) Lessor shall disclaim any title to or interest in the Personal Property being financed, (b) the Equipment Lenders shall have reasonable rights of entry upon the Premises and the Improvements for a reasonable period of time and upon reasonable prior written notice to Lessor for purposes of inspecting, evaluating, removing effort in preparing and disposing of the Personal Property (provided that the Equipment Lenders agree not to interfere with or disrupt the operation of the Hotel as a Luxury Hotel, to restore any damage to the Improvements occasioned by such removal, and to indemnify Lessor from and against any claims arising out of or resulting from such damage or removal), and (c) in the event of a termination of this Lease, the Equipment Lenders agree to remove the Personal Property from the Premises within ten (10) days after receipt of written request from Lessornegotiating each Lien Waiver.

Equipment Financing. In addition to Leasehold Mortgages obtained by Lessee in accordance with Section 15.5 above, Lessee shall have the right to obtain financing (“"Equipment Financing”") for the acquisition of items of equipment (including, solely in the case of IBX Facilities, equipment which may be deemed to constitute fixtures) and other tangible personal property for use in the Hotel (collectively, “"Personal Property”), ") with vendors or third party lenders (“"Equipment Lenders”") so long as (i) the aggregate principal amount of such financing, whether structured as a loan or a lease, shall not exceed at any time the sum of Seven Hundred Fifty Thousand Dollars ($750,000.00) (which amount shall be escalated by the percentage increase in the CPI occurring between the Term Commencement Date and the date of such Equipment Financing); (ii) the security interest provided to such Equipment Lenders, whether in the form of a loan or a lease, Lenders is limited to the Personal Property so financed and does not constitute a Leasehold Mortgage or any other lien on the leasehold estate of Lessee or Lessee, including Lessee’s leasehold 's ownership interest in the Improvements, and any . Any other purported encumbrance shall be void and of no effect; (iii) . The parties acknowledge that, notwithstanding anything to the actual or imputed contrary contained herein, the grant of a security interest rate on such equipment financing shall be at the then current market rate for such type of financing; and (iv) Lessee shall promptly provide to Lessor a true and correct copy of the financing documents entered into by Lessee in connection with IBX Facilities will not, by itself, be deemed to constitute a Leasehold Mortgage solely by virtue of the fact that such Equipment FinancingIBX Facilities may be deemed to constitute fixtures. In Lessee shall have the event that Lessee wishes right to use obtain Equipment Financing for up to acquire any Personal Property other than as expressly permitted pursuant to the foregoing provisions one hundred percent (100%) of this Section 15.6, such Equipment Financing shall comply with the requirements of clauses (ii) and (iii) above and in addition Lessee shall first obtain Lessor’s prior written approval of such equipment financing and the amount to be financed in relation to the cost of the equipment, which approval shall not be unreasonably withheld or delayed, provided that, without limiting the grounds on which Lessor shall be entitled to reasonably withhold such consent, it shall be reasonable for Lessor to withhold its consent to any such proposed equipment financing if Lessor reasonably determines that the lack of ownership of such equipment by Lessee could materially adversely affect the continued operation of the Hotel or the Hotel Business following the termination of this Lease on account of an Event of Default or could materially increase the cost of operation of the Hotel following such terminationPersonal Property so financed. In connection with any Equipment Financing which is permitted under this Section 15.7Financing, Lessor shall execute such agreements reasonably required by the Equipment Lenders pursuant to which, among other things, (a) Lessor shall disclaim any title to or interest in the Personal Property being financed, (b) the Equipment Lenders shall have reasonable rights of entry upon the Premises and the Improvements for a reasonable period of time and upon reasonable prior written notice to Lessor for EXHIBIT 10.27 *CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTION HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. purposes of inspecting, evaluating, removing and disposing of the Personal Property (provided that the Equipment Lenders agree not to interfere with or disrupt the operation of the Hotel as a Luxury Hotel, to restore any damage to the Improvements occasioned by such removal, removal and to indemnify Lessor from and against any claims Claims arising out of or resulting from such damage or removal), and (c) in the event of a termination of this Lease, with respect to Personal Property other than IBX Facilities, the Equipment Lenders agree to remove the Personal Property from the Premises within ten (10) days after receipt of written request notice from Lessor, and, solely with respect to IBX Facilities, the Equipment Lenders shall have the option to either remove the IBX Facilities from the Premises within thirty (30) days after receipt of written notice from Lessor or to abandon their interest in such IBX Facilities.

Equipment Financing. In addition to Leasehold Mortgages obtained by Lessee in accordance with Section 15.5 above, Lessee shall have the right to obtain financing (“"Equipment Financing”") for the acquisition of items of equipment (including, solely in the case of IBX Facilities, equipment which may be deemed to constitute fixtures) and other tangible personal property for use in the Hotel (collectively, “"Personal Property”), ") with vendors or third party lenders (“"Equipment Lenders”") so long as (i) the aggregate principal amount of such financing, whether structured as a loan or a lease, shall not exceed at any time the sum of Seven Hundred Fifty Thousand Dollars ($750,000.00) (which amount shall be escalated by the percentage increase in the CPI occurring between the Term Commencement Date and the date of such Equipment Financing); (ii) the security interest provided to such Equipment Lenders, whether in the form of a loan or a lease, Lenders is limited to the Personal Property so financed and does not constitute a Leasehold Mortgage or any other lien on the leasehold estate of Lessee or Lessee, including Lessee’s leasehold 's ownership interest in the Improvements, and any . Any other purported encumbrance shall be void and of no effect; (iii) . The parties acknowledge that, notwithstanding anything to the actual or imputed contrary contained herein, the grant of a security interest rate on such equipment financing shall be at the then current market rate for such type of financing; and (iv) Lessee shall promptly provide to Lessor a true and correct copy of the financing documents entered into by Lessee in connection with IBX Facilities will not, by itself, be deemed to constitute a Leasehold Mortgage solely by virtue of the fact that such Equipment FinancingIBX Facilities may be deemed to constitute fixtures. In Lessee shall have the event that Lessee wishes right to use obtain Equipment Financing for up to acquire any Personal Property other than as expressly permitted pursuant to the foregoing provisions one hundred percent (100%) of this Section 15.6, such Equipment Financing shall comply with the requirements of clauses (ii) and (iii) above and in addition Lessee shall first obtain Lessor’s prior written approval of such equipment financing and the amount to be financed in relation to the cost of the equipment, which approval shall not be unreasonably withheld or delayed, provided that, without limiting the grounds on which Lessor shall be entitled to reasonably withhold such consent, it shall be reasonable for Lessor to withhold its consent to any such proposed equipment financing if Lessor reasonably determines that the lack of ownership of such equipment by Lessee could materially adversely affect the continued operation of the Hotel or the Hotel Business following the termination of this Lease on account of an Event of Default or could materially increase the cost of operation of the Hotel following such terminationPersonal Property so financed. In connection with any Equipment Financing which is permitted under this Section 15.7Financing, Lessor shall execute such agreements reasonably required by the Equipment Lenders pursuant to which, among other things, (a) Lessor shall disclaim any title to or interest in the Personal Property being financed, (b) the Equipment Lenders shall have reasonable rights of entry upon the Premises and the Improvements for a reasonable period of time and upon reasonable prior written notice to Lessor for EXHIBIT 10.27 purposes of inspecting, evaluating, removing and disposing of the Personal Property (provided that the Equipment Lenders agree not to interfere with or disrupt the operation of the Hotel as a Luxury Hotel, to restore any damage to the Improvements occasioned by such removal, removal and to indemnify Lessor from and against any claims Claims arising out of or resulting from such damage or removal), and (c) in the event of a termination of this Lease, with respect to Personal Property other than IBX Facilities, the Equipment Lenders agree to remove the Personal Property from the Premises within ten (10) days after receipt of written request notice from Lessor, and, solely with respect to IBX Facilities, the Equipment Lenders shall have the option to either remove the IBX Facilities from the Premises within thirty (30) days after receipt of written notice from Lessor or to abandon their interest in such IBX Facilities.

Equipment Financing. In addition to Leasehold Mortgages obtained by Lessee in accordance with Section 15.5 aboveNotwithstanding any other provision of this Lease, Lessee shall Tenant will have the right to obtain financing lease or mortgage, pledge and encumber its FF&E and other personal property (“for this purpose, collectively, the "Equipment") from time to time (the "Equipment Financing”") for the acquisition of items of with an equipment and leasing company or through a bank, life insurance company, thrift institution or other tangible personal property for use in the Hotel institutional lender (collectively, “Personal an "Equipment Lender"). Landlord further agrees that the Equipment shall remain personal property, notwithstanding the manner or mode of the attachment to the Property”). Landlord recognizes and acknowledges that any claims that Equipment Lender now has or may hereafter have against the Equipment by virtue of the equipment lease or financing documents, with vendors are superior to any lien or third party lenders (“claim of any nature which Landlord now has or may hereafter have to the Equipment Lenders”) so long as (i) by statute, agreement or otherwise. In the aggregate principal amount event of such financing, whether structured as a loan or a lease, shall not exceed at any time the sum of Seven Hundred Fifty Thousand Dollars ($750,000.00) (which amount shall be escalated default by the percentage increase Tenant in the CPI occurring between payment of any amount to the Term Commencement Date and Equipment Lender, or in the date performance of any extensions or renewals thereof, the Equipment Lender or its assigns may remove such Equipment Financing); or any part thereof from the Properties (ii) the security interest provided to such Equipment Lenders, whether in the form of a loan or a lease, is limited that any physical damage to the Personal Property so financed and does not constitute a Leasehold Mortgage or any other lien on the leasehold estate of Lessee, including Lessee’s leasehold interest in the Improvements, and any other purported encumbrance shall be void and of no effect; (iii) the actual or imputed interest rate on such equipment financing shall be at the then current market rate for such type of financing; and (iv) Lessee shall promptly provide to Lessor a true and correct copy of the financing documents entered into by Lessee Properties in connection with such Equipment Financingremoval will be promptly repaired). In the event that Lessee wishes of such removal, Landlord will make no claim whatsoever to use such equipment. The Equipment Financing Lender may, without affecting the validity of this waiver, extend the terms of payment of any rental or other sum or the performance of any of the other terms or conditions of the equipment lease or financing documents, without the consent of Landlord and without giving notice to acquire any Personal Property other than as expressly permitted pursuant Landlord. This waiver shall inure to the foregoing provisions of this Section 15.6, such Equipment Financing shall comply with the requirements of clauses (ii) and (iii) above and in addition Lessee shall first obtain Lessor’s prior written approval of such equipment financing and the amount to be financed in relation to the cost benefit of the equipment, which approval shall not be unreasonably withheld or delayed, provided that, without limiting successors and assigns of the grounds on which Lessor Equipment Lender and shall be entitled to reasonably withhold such binding upon the heirs, personal representatives, successors or assigns of Landlord. Landlord will execute, not later than 30 days after receipt of a written request, any consent, it shall be reasonable for Lessor to withhold its consent to any such proposed equipment financing if Lessor reasonably determines that the lack easement, Landlord's waiver of ownership of such equipment by Lessee could materially adversely affect the continued operation of the Hotel lien rights, acknowledgement, estoppel certificate or the Hotel Business following the termination of this Lease on account of an Event of Default or could materially increase the cost of operation of the Hotel following such termination. In connection with any Equipment Financing which is permitted under this Section 15.7, Lessor shall execute such agreements reasonably other document required by the Equipment Lenders pursuant Lender in order to whichcarry out the intent of this paragraph (the "Equipment Documents"). If Landlord fails to do so in such 30 day period, among other thingsTenant is hereby designated as attorney-in-fact for Landlord, (a) Lessor shall disclaim any title coupled with an interest, to or interest in the Personal Property being financed, (b) execute and deliver the Equipment Lenders shall have reasonable rights Documents on behalf of entry upon the Premises and the Improvements for a reasonable period of time and upon reasonable prior written notice to Lessor for purposes of inspecting, evaluating, removing and disposing of the Personal Property (provided that the Equipment Lenders agree not to interfere with or disrupt the operation of the Hotel as a Luxury Hotel, to restore any damage to the Improvements occasioned by such removal, and to indemnify Lessor from and against any claims arising out of or resulting from such damage or removal), and (c) in the event of a termination of this Lease, the Equipment Lenders agree to remove the Personal Property from the Premises within ten (10) days after receipt of written request from LessorLandlord.

Equipment Financing. In addition Tenant shall not be permitted to Leasehold Mortgages obtained install and make part of the Premises any materials, fixtures or articles which are subject to liens, conditional sales contracts, chattel mortgages or security interests (as such term is defined in the Uniform Commercial Code as in effect in New York at the time of installation thereof or at the making of any Alteration). Notwithstanding anything to the contrary set forth in the preceding sentence, with respect to the items of Tenant’s Property that consist solely of electronic equipment, personal computers and similar items to be utilized by Lessee Tenant in accordance connection with the operation of its business in the Premises (the “Permitted Equipment”), Tenant shall be permitted to grant security interests therein in connection with the customary financing of such Permitted Equipment by Tenant (the “Equipment Financings”), and provided that: (a) the secured party shall agree to remove from the Premises, and repair any damage to the Premises and/or the Building caused by such removal (and such secured party shall execute an agreement on Landlord’s commercially reasonable standard form agreeing to same and agreeing to Landlord’s other standard provisions with respect to any Equipment Financing), those items constituting Permitted Equipment in which such secured party has an interest within twenty (20) days after the giving of notice to such secured party of the termination of this Lease, and that if such secured party shall fail to remove same from the Premises within such 20-day period, the same shall be deemed abandoned and Landlord shall have the right, without liability to such secured party, to dispose of same in any manner whatsoever; provided, however, that any party who is a secured party for purposes of this Section 15.5 aboveshall agree that in the event this Lease shall terminate, Lessee Landlord shall have the right to obtain financing (“Equipment Financing”) for the acquisition of items of equipment and other tangible personal property for use in the Hotel (collectively, “Personal Property”), with vendors or third party lenders (“first instance to purchase any of the Permitted Equipment Lenders”) so long as (i) the aggregate principal amount of such financing, whether structured as a loan or a lease, shall not exceed at any time the sum of Seven Hundred Fifty Thousand Dollars ($750,000.00) (which amount shall be escalated by the percentage increase located in the CPI occurring between Premises from the Term Commencement Date and the date of such Equipment Financing); (ii) secured party holding the security interest provided in the Permitted Equipment in question, by paying to such secured party the amount of the then outstanding balance due on Tenant’s loan with respect to such Permitted Equipment Lendersin question; (b) prior to giving any such security interest, whether Tenant shall deliver to Landlord an agreement in writing signed by the form of a loan or a lease, is limited prospective secured party agreeing to the Personal Property so financed provisions of the foregoing clause (a) above and does not constitute a Leasehold Mortgage or any other lien on setting forth the leasehold estate address of Lessee, including Lessee’s leasehold interest in the Improvements, and any other purported encumbrance shall be void and secured party for purposes of no effect; (iii) the actual or imputed interest rate on such equipment financing shall be at the then current market rate for such type of financingnotices; and (ivc) Lessee in no event shall promptly provide to Lessor a true and correct copy of the financing documents entered into by Lessee in connection with such Equipment Financing. In the event that Lessee wishes to use Equipment Financing to acquire any Personal Property other than as expressly permitted pursuant to the foregoing provisions of this Section 15.6, such Equipment Financing shall comply with the requirements of clauses (ii) and (iii) above and in addition Lessee shall first obtain Lessor’s prior written approval of such equipment financing and the amount to be financed in relation to the cost of the equipment, which approval shall not be unreasonably withheld or delayed, provided that, without limiting the grounds on which Lessor shall secured party hereunder be entitled to reasonably withhold such consent, it receive notices of any of Tenant’s defaults under this Lease or an Event of Default nor shall be reasonable for Lessor to withhold its consent to any such proposed equipment financing if Lessor reasonably determines that the lack of ownership of such equipment by Lessee could materially adversely affect the continued operation of the Hotel secured party have any rights hereunder to cure Tenant’s defaults or the Hotel Business following the termination of this Lease on account of an Event of Default or could materially increase to operate Tenant’s business in the cost of operation Premises, and further, in no event shall such secured party be permitted to conduct auctions and/or any sales at the Premises or the Building to sell any of the Hotel following such termination. In connection with any Equipment Financing which is permitted under this Section 15.7, Lessor shall execute such agreements reasonably required by the Equipment Lenders pursuant to which, among other things, (a) Lessor shall disclaim any title to or interest in the Personal Property being financed, (b) the Equipment Lenders shall have reasonable rights of entry upon the Premises and the Improvements for a reasonable period of time and upon reasonable prior written notice to Lessor for purposes of inspecting, evaluating, removing and disposing of the Personal Property (provided that the Equipment Lenders agree not to interfere with or disrupt the operation of the Hotel as a Luxury Hotel, to restore any damage to the Improvements occasioned by such removal, and to indemnify Lessor from and against any claims arising out of or resulting from such damage or removal), and (c) in the event of a termination of this Lease, the Equipment Lenders agree to remove the Personal Property from the Premises within ten (10) days after receipt of written request from LessorPermitted Equipment.