FF&E Reserve. Certain Entities comprising Landlord have previously established the FF&E Reserve for each Senior Housing Property. Tenant shall, as Additional Charges, with respect to each Lease Year, or portion thereof, deposit, or cause to be deposited, the FF&E Reserve Payment into the FF&E Reserve for each Senior Housing Property, of which amounts shall be applied to (a) replacements and renewals to such Property’s furniture, furnishings, fixtures, soft goods, case goods, vehicles and equipment, but specifically excluding any fixed asset supplies or software, and (b) routine repairs and maintenance to the Facility located on such Property which are normally capitalized under GAAP, such as exterior and interior repainting, resurfacing building walls, floors, roofs and parking areas, and replacing folding walls and the like, but which are not major repairs, alterations, improvements, renewals or replacements to such Facility’s building’s structure or exterior façade or to its mechanical, electrical, heating, ventilating, air conditioning, plumbing or vertical transportation systems. Any additional funds required for repairs, maintenance, renovations and replacements to and at any Senior Housing Property in excess of those on deposit for such Property in the applicable FF&E Reserve shall be advanced in accordance with Section 5.1.3(b). Tenant shall prepare, with respect to each Senior Housing Property, an estimate (the “FF&E Estimate”) of FF&E Reserve expenditures necessary at such Property during the ensuing Fiscal Year, and shall submit such FF&E Estimate to Landlord, on or before December 1 of the preceding Lease Year, for its review and approval, which approval shall not be unreasonably withheld, delayed or conditioned. In the event that Landlord shall fail to respond within thirty (30) days after receipt of the FF&E Estimate, such FF&E Estimate shall be deemed approved by Landlord. Tenant shall, consistent with the FF&E Estimate approved by Landlord, from time to time make expenditures from the FF&E Reserve to be applied to the cost of repairs, maintenance, renovations and replacements to and at such Property in accordance with this Agreement provided that Tenant shall not materially deviate from the FF&E Estimate approved by Landlord without the prior approval of Landlord, which approval shall not be unreasonably withheld, delayed or conditioned, except in the case of emergency where immediate action is necessary to prevent imminent harm to person or property. All...
FF&E Reserve. On or prior to the Closing Date, Lender or Servicer on behalf of Lender shall establish and maintain with Lock Box Bank an account for the purpose of creating a reserve for replacements of FF&E at or in, or used in connection with, the Properties (the "REPLACEMENTS") in accordance with the applicable CapEx/FF&E Budget approved by Lender (said funds, together with any interest thereon and additions thereto, the "FF&E RESERVE"). The FF&E Reserve shall be held in an Eligible Account entitled "FF&E Reserve Account for the benefit of Xxxxxxx Xxxxx Mortgage Lending, Inc., as secured party" which account shall be under the sole dominion and control of Lender, subject to the terms of the Cash Management Agreement. Pursuant to the Cash Management Agreement, the Borrowers shall deposit monthly, on each Payment Date commencing with the Payment Date in July 2004, an amount equal to 4.0% of the Operating Revenues generated from the Properties for the prior calendar month (such amount, the "MONTHLY FF&E PAYMENT"). Funds held in the FF&E Reserve may be withdrawn by the Borrowers, subject in all instances to the terms of the Cash Management Agreement, only in accordance with the approved CapEx/FF&E Budget, and no funds held in the FF&E Reserve shall be used in connection with the Required Capital Improvements. Upon and at all times after the occurrence and during the continuance of an Event of Default, no draws will be permitted from the FF&E Reserve other than Replacements subject, in each instance, to Manager's compliance with the FF&E reporting requirements set forth in Section 5.1(A)(v)(d).
FF&E Reserve. A. Submanager shall establish a reserve account (the "FF&E Reserve"), in a bank or similar institution reasonably acceptable to both Submanager and Primary Manager, to cover the cost of: (i) replacements, renewals and additions to the FF&E at the Hotel; and (ii) Special Capital Expenditures. Withdrawals from the FF&E Reserve shall be made solely by representatives of Submanager whose signatures have been authorized. Primary Manager covenants that, as of the Take-Over Date, the dollar amount in the FF&E Reserve shall be no less than the Initial FF&E Reserve Balance. If Primary Manager fails to provide the dollar amount in the FF&E Reserve in an amount no less than the Initial FF&E Reserve Balance as required under this Section 5.02.A, Submanager shall have the right (after first giving Primary Manager ten (10) days written notice thereof) to deduct the required amounts from Gross Revenues. In addition, Primary Manager covenants that the Five-Year Plan attached hereto as Exhibit "B-1" shall be implemented, subject to any mutually-approved changes, as Special Capital Expenditures from the FF&E Reserve.
B. During the Term of this Agreement, subject to the provisions of subsection E, below, Submanager shall transfer into the FF&E Reserve an amount set forth on Exhibit "A-1" (except to the extent that the Five-Year Plan sets forth different percentage(s) applicable to certain periods in the Term, in which event such percentage(s) in the Five-Year Plan shall be controlling during such periods) for each such Accounting Period. Transfers into the FF&E Reserve shall be made at the time of each interim accounting described in Section 4.01 hereof. All amounts transferred into the FF&E Reserve pursuant to this Section 5.02.B shall be paid from Gross Revenues as Deductions.
C. Submanager shall prepare an annual estimate (the "FF&E Estimate") of the expenditures necessary for (1) replacements, renewals and additions to the FF&E of the Hotel, and (2) Special Capital Expenditures, during the ensuing Fiscal Year and shall deliver the FF&E Estimate to Primary Manager for its approval (which shall not be unreasonably withheld or delayed), at the same time as Submanager submits the Proposed Business Plan described in Section
FF&E Reserve. 11.1. During each Fiscal Year there shall be allocated and paid on a monthly basis to the FF&E Reserve Account from Total Revenues an amount equal to four percent (4%) of Total Revenues for such Fiscal Year. Notwithstanding the foregoing, Operator agrees that to the extent a Mortgagee requires Owner to cause a portion of Total Revenues to be maintained in a separate FF&E reserve account or equivalent thereof (“Lender Reserve Account”), the sums held in the Lender Reserve Account will be included in determining the amount of Total Revenues necessary to be deposited in the FF&E Reserve Account in accordance with the terms hereof.
11.2. All funds in the FF&E Reserve Account, together with any interest earned thereon shall be used solely for purposes of replacing, substituting, adding to or refurbishing the FF&E in accordance with the applicable portion of the Approved Annual Plan. Any funds remaining in the FF&E Reserve Account at the end of a Fiscal Year shall be carried forward to the next Fiscal Year.
FF&E Reserve. Tenant shall cause Manager to establish and maintain a reserve account (the "FF&E RESERVE") in accordance with the terms of the Management Agreement and to deposit into such account during each Fiscal Year monies for the account of Landlord (which amounts shall be funds of Landlord for all purposes and shall be credited against the Rent obligation of Tenant pursuant to Section 3.1.6(f)) in the amount required to be maintained pursuant to the Management Agreement and in accordance with established custom of Manager prior to the Commencement Date. Landlord shall be responsible for the payment of all amounts required to be paid by "Owner" (as defined in the Management Agreement) pursuant to the Management Agreement to fund the FF&E Reserve, including, without limitation, any deficits therein, and for paying for all FF&E necessary for the continued operation of the Facility in accordance with First Class Operating Standards, subject to the provisions of Schedule 22.2. Tenant shall ------------- make no expenditure for replacement of FF&E in excess of the amounts in the FF&E Reserve without first obtaining the written approval of Landlord (unless Tenant makes such expenditures from its own funds without any right to reimbursement hereunder). In the event Tenant funds any amounts required to be funded by Landlord for FF&E pursuant hereto or by "Owner" pursuant to the Management Agreement which Landlord has approved, Tenant shall receive a reimbursement in accordance with Section 3.1.6(f) hereof. Any additions to or replacements of furniture, fixtures, and equipment located at the Leased Property shall become part of the FF&E which is owned by Landlord, subject to the limitations set forth in Schedule 22.2 hereof. Throughout the Term of this Lease, Tenant shall, at its ------------- sole cost and expense but subject to the terms hereof and of the Management Agreement, cause all of the items of FF&E to be in proper working order and in good condition (ordinary wear and tear excepted).
FF&E Reserve. Innisfree will establish for and on behalf of the Owners a reserve in the following amounts: Amount to be Reserved Each Operating Year Expressed Operating Year as a Percentage of Gross Revenue in that Year 1 1% 2 2% 3 3% 4 4% 5 and subsequent 5% Operating Years The FF&E Reserve will be held by Innisfree, for and on behalf of the Owners, in a separate account from the Hotel Bank Account, as a reserve for Capital Expenditures for the repair and replacement of the Hotel Premises and for the repair and replacement of any Furniture, Fixtures and Equipment in accordance with Section 9.3. Innisfree will, for and on behalf of the Owners, keep the Hotel Premises and the Furniture, Fixtures and Equipment in substantially the same condition, quality and scope they were in as of the Commencement Date, normal wear and tear excepted, and the Owners hereby authorize Innisfree to use the FF&E Reserve only for such purposes. Innisfree will be under no obligation to use its own funds for such purpose. The Owners acknowledge and agree that the FF&E Reserve will be for the benefit of all of the Units collectively and not for each individual Unit separately and that the cost of maintaining and replacing the Furniture, Fixtures and Equipment will be shared by all of the Owners during the Term in accordance with their respective Percentage Interests. The FF&E Reserve, at all times during the Term and after termination or expiry of this Agreement, shall remain the property of the Owners.
FF&E Reserve. A. Manager shall establish a book reserve account (the "FF&E Reserve") that will reflect additions (plus accrued interest based upon rates earned by other operating accounts maintained by the Resort) each Calendar Quarter, to cover the cost of:
1. replacements, renewals and additions to the FF&E at the Resort; and
FF&E Reserve. On each Monthly Payment Date, Borrowers shall pay to Agent an amount equal to the FF&E Deposit Amount to be deposited into an FF&E reserve (the “FF&E Reserve”). Provided that no Default or Event of Default has occurred and is continuing, Agent shall disburse funds held in the FF&E Reserve to Borrowers within ten (10) Business Days after the delivery by Borrower to Agent of a request therefor (but not more often than once per month), in increments of at least $10,000, provided, that (i) such disbursement is for FF&E expenditures not covered by the Property Improvement Plan and Budget, (ii) such FF&E expenditure was made in accordance with the Approved Operating Budget or otherwise approved by Agent, which approval shall not be unreasonably withheld; and (iii) for all Major FF&E, Agent shall have (if it desires) verified (by an inspection conducted at Borrower’s expense) the installation or performance of the FF&E or work in question; (iv) such disbursement must be for work that has already been completed and for which Agent has received all Lien waivers as it may require in its sole discretion; and (v) the request for disbursement is in accordance with and subject to the draw procedures set forth in Exhibit B hereto. Upon repayment in full of the Indebtedness and the satisfaction of all Obligations, any remaining funds held in the FF&E Reserve shall be released to Borrowers or the Person(s) legally entitled thereto. Agent reserves the right to use the services of Agent’s Construction Consultant in connection with the approval and ongoing monitoring of any such disbursement and work related thereto.
FF&E Reserve. For each Accounting Period, unless such reserve is funded by deposits made by a servicer or other agent under a cash management agreement required by a Mortgagee, Manager shall deposit out of Gross Revenues into a separate Resort bank account as a reserve for replacement of FF&E and the cost of Routine Capital Expenditures (the “FF&E Reserve”) in the amount of three and one-half percent (3.5%) of Gross Revenues. At the end of each Fiscal Year, any amounts remaining in the FF&E Reserve shall be carried forward to the next Fiscal Year, and shall be in addition to the amount to be reserved in the next Fiscal Year. Any interest earned on the FF&E Reserve shall be added to the FF&E Reserve. All expenditures from the FF&E Reserve shall be made in accordance with the Loan Agreement.
FF&E Reserve. 11.1. In addition to the Agency Account established pursuant to Section 7.2, an account shall be established at the same institution for a reserve for replacements, substitutions and additions to the FF&E (the “FF&E Reserve Account”). During each Fiscal Year there shall be allocated and paid on a monthly basis to the FF&E Reserve Account from Total Revenues or other funds provided by Owner an amount equal to four percent (4%) of Total Revenues for such Fiscal Year or such amount as may be required under the Major Agreements, whichever is greater.
11.2. All funds in the FF&E Reserve Account, together with any interest earned thereon and the proceeds of any sale of FF&E (which proceeds shall be deposited in the FF&E Reserve Account) shall be used solely for purposes of replacing or refurbishing the FF&E in accordance with the applicable Capital Budget. Any funds remaining in the FF&E Reserve Account at the end of a Fiscal Year shall be carried forward to the next Fiscal Year. The FF&E Reserve Account may be pledged to any lender to the Hotels. Notwithstanding anything contained herein to the contrary, no additional FF&E Reserve Account shall be required to the extent any lender(s) require an FF&E reserve.
