Common use of INTRODUCTORY STATEMENT Clause in Contracts

INTRODUCTORY STATEMENT. On February 2, 2005, the Borrower and the Guarantors filed voluntary petitions with the Bankruptcy Court initiating the Cases and have continued in the possession of their assets and in the management of their businesses pursuant to Sections 1107 and 1108 of the Bankruptcy Code. The Borrower has applied to the Lenders for a loan facility of up to $725,000,000, comprised of (i) a revolving credit and letter of credit facility in an aggregate principal amount not to exceed $300,000,000 as set forth herein and (ii) a term loan in an aggregate principal amount of $425,000,000 as set forth herein, all of the Borrower's obligations under each of which are to be guaranteed by the Guarantors. The proceeds of the Loans will be used (i) in the case of revolving credit loans and letters of credit, for general working capital and corporate purposes of the Borrower and the Guarantors (including, but only to the extent permitted under Section 6.10, for loans and advances to Subsidiaries not party hereto) and (ii) the case of the term loan, to refinance and repay in full the Existing First Lien Indebtedness. To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter of Credit and the payment of the other obligations of the Borrower and the Guarantors hereunder and under the other Loan Documents (including, without limitation, the Obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective banking Affiliates permitted by Section 6.03(vi)), the Borrower and the Guarantors will provide to the Agent and the Lenders the following (each as more fully described herein):

INTRODUCTORY STATEMENT. On February 25, 20052002, the Borrower and the Guarantors filed voluntary petitions with the Bankruptcy Court initiating the Cases and have continued in the possession of their assets and in the management of their businesses business pursuant to Sections 1107 and 1108 of the Bankruptcy Code. The Borrower, the Guarantors, the Existing Lenders and JPMorgan Chase, as administrative agent, are parties to the Existing Agreement pursuant to which the Borrower and the Guarantors were truly and justly indebted to the Existing Lenders on the Filing Date in the principal amount of $91,619,689.93 (including the aggregate outstanding face amount of issued but undrawn letters of credit outstanding thereunder) in respect of the revolving loans provided for thereunder. The Borrower has applied to the Lenders Banks for a loan facility of up to $725,000,000, comprised of (i) a revolving credit and letter of credit facility in an aggregate principal amount not to exceed $300,000,000 as set forth herein 35,000,000 for working capital and other general corporate purposes of the Borrower and the Guarantors, and (ii) a term loan in an aggregate principal amount facility for the purpose of $425,000,000 as set forth hereinrefinancing the Pre-Petition Obligations, all of the Borrower's obligations under each of which are to be guaranteed by the Guarantors. The proceeds of the Loans will be used (i) in the case of revolving credit loans and letters of credit, for general working capital and corporate purposes of the Borrower and the Guarantors (including, but only to the extent permitted under Section 6.10, for loans and advances to Subsidiaries not party hereto) and (ii) the case of the term loan, to refinance and repay in full the Existing First Lien Indebtedness. To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter of Credit and the payment of the other obligations of the Borrower and the Guarantors hereunder and under the other Loan Documents (including, without limitation, the Obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective banking Affiliates permitted by Section under Sections 6.03(vi), (vii) and (viii), the Borrower and the Guarantors will provide to the Agent and the Lenders Banks the following (each as more fully described herein):

INTRODUCTORY STATEMENT. On February 2May 4, 20052000, the Borrower and the Guarantors filed voluntary petitions with the Bankruptcy Court initiating the Cases and have continued in the possession of their assets and in the management of their businesses business pursuant to Sections 1107 and 1108 of the Bankruptcy Code. The Borrower has applied to the Lenders Banks for a loan facility of up to $725,000,000, comprised of (i) a revolving credit and letter of credit facility in an aggregate principal amount not to exceed $300,000,000 as set forth herein and (ii) a term loan in an aggregate principal amount of $425,000,000 as set forth herein15,000,000, all of the Borrower's obligations under each of which are to be guaranteed by the Guarantors. On May 9, 2000 the Bankruptcy Court entered the Interim Order, a copy of which is attached hereto as Exhibit A-1 (the "Interim Order") pursuant to which, among other things, the Bankruptcy Court approved and Chase agreed to provide such a facility on the terms and conditions set forth in the Term Sheet attached to the Interim Order (the "Term Sheet"). The Borrower and Chase agreed to enter into long form agreements incorporating the terms and provisions of the Term Sheet. The proceeds of the Loans will be used (i) in the case of revolving credit loans and letters of credit, as provided for general working capital and corporate purposes of the Borrower and the Guarantors (including, but only to the extent permitted under Section 6.10, for loans and advances to Subsidiaries not party hereto) and (ii) the case of the term loan, to refinance and repay in full the Existing First Lien Indebtednessherein. To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter of Credit and the payment of the other obligations of the Borrower and the Guarantors hereunder and under the other Loan Documents (including, without limitation, the Obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective banking Affiliates permitted by under Section 6.03(vi6.03(iii)), the Borrower and the Guarantors will provide to the Agent and the Lenders Banks the following (each as more fully described herein):

INTRODUCTORY STATEMENT. On February 2May 17, 2005, the Borrower and the Guarantors filed voluntary petitions with the Bankruptcy Court initiating the Cases and have continued in the possession of their assets and in the management of their businesses pursuant to Sections 1107 and 1108 of the Bankruptcy Code. The Borrower has applied to the Lenders for a loan facility facilities of up to $725,000,000300,000,000, comprised of (i) a revolving credit and letter of credit facility in an aggregate principal amount not of up to exceed $300,000,000 200,000,000 as set forth herein and (ii) a term loan in an aggregate principal amount of up to $425,000,000 100,000,000 as set forth herein, all of the Borrower's obligations under each of which are to be guaranteed by the Guarantors. The proceeds of the Loans loan facilities will be used (i) in the case of revolving credit loans and letters of credit, for general working capital and corporate purposes of the Borrower and the Guarantors (includingGuarantors, but only to the extent permitted under Section 6.10, for loans and advances to Subsidiaries not party hereto) and (ii) in the case of the term loan, for general working capital and corporate purposes of the Borrower and the Guarantors and to refinance repay amounts owed under the revolving credit and repay in full the Existing First Lien Indebtednessletter of credit facility (with no commitment reduction). To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter of Credit and the payment of the all other obligations of the Borrower and the Guarantors hereunder and under the other Loan Documents Secured Obligations (including, without limitation, the Obligations obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective banking Affiliates permitted by Section 6.03(vi)6.03), the Borrower and the Guarantors will provide to the Agent and the Lenders the following (each claims and liens described in Section 2.25 of this Agreement. Accordingly, the parties hereto hereby agree as more fully described herein):follows:

INTRODUCTORY STATEMENT. On February 2December 9, 20052002, the Borrower and the Guarantors filed voluntary petitions with the Bankruptcy Court initiating the Cases and have continued in the possession of their assets and in the management of their businesses business pursuant to Sections 1107 and 1108 of the Bankruptcy Code. The Borrower has applied to the Lenders for a loan facility of up to $725,000,000, 1,200,000,000 comprised of a (i) a revolving credit and letter of credit facility in an aggregate principal amount not to exceed $300,000,000 800,000,000 as set forth herein and (ii) a term loan in an aggregate principal amount of $425,000,000 400,000,000 as set forth herein, all of the Borrower's obligations under each of which are to be guaranteed by the Guarantors. The proceeds of the Loans will be used (i) in the case of revolving credit loans and letters of credit, for general working capital and other general corporate purposes of the Borrower and the Guarantors (including, but only to and for the extent permitted under other purposes described in Section 6.10, for loans and advances to Subsidiaries not party hereto) and (ii) the case of the term loan, to refinance and repay in full the Existing First Lien Indebtedness3.10. To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter of Credit and the payment of the other obligations of the Borrower and the Guarantors hereunder and under the other Loan Documents (including, without limitation, the Obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective banking Affiliates permitted by under Section 6.03(vi6.03(viii)), the Borrower and the Guarantors will provide to the Agents, the Collateral Agent and the Lenders the following (each as more fully described herein):

INTRODUCTORY STATEMENT. On February 2March 5, 20052001 (the "PETITION DATE"), the Borrower and the Guarantors filed voluntary petitions with the Bankruptcy Court initiating the Cases and have continued in the possession of their assets and in the management of their businesses business pursuant to Sections 1107 and 1108 of the Bankruptcy Code. The Borrower has applied to the DIP Lenders for a loan facility of up to $725,000,000, comprised of (i) a revolving credit and letter of credit facility in an aggregate principal amount not to exceed $300,000,000 as set forth herein and (ii) a term loan in an aggregate principal amount of $425,000,000 as set forth herein35,000,000, all of the Borrower's obligations under each of which are to be guaranteed by the GuarantorsGuarantors and the MBE Companies. The proceeds of the Loans will be used (i) in the case of revolving credit loans and letters of credit, for general working capital and other general corporate purposes of the Borrower and the Guarantors (includingand, but only to the extent permitted under Section 6.10, for loans and advances to Subsidiaries not party hereto) and (ii) the case of the term loanhereunder, to refinance and repay in full the Existing First Lien IndebtednessMBE Companies. To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter of Credit and the payment of the other obligations of the Borrower and the Guarantors hereunder and under the other Loan Documents (including, without limitation, the Obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective banking Affiliates permitted by under Section 6.03(vi6.03(iv)), the Borrower and the Guarantors will provide to the Agent and the DIP Lenders the following (each as more fully described herein):

INTRODUCTORY STATEMENT. On February 2October 1, 20052002, the Borrower and the Guarantors Holdings filed voluntary petitions with the Bankruptcy Court initiating the Cases and have continued in the possession of their assets and in the management of their businesses business pursuant to Sections 1107 and 1108 of the Bankruptcy Code. The Borrower has applied to the Lenders for a loan facility of up to $725,000,000, comprised of (i) a revolving credit and letter of credit facility in an aggregate principal amount not to exceed $300,000,000 as set forth herein and (ii) a term loan in an aggregate principal amount of $425,000,000 as set forth herein37,500,000, all of the Borrower's obligations under each of which are to be guaranteed by Holdings and all of the direct and indirect Domestic Subsidiaries of Holdings (other than the Borrower) (each, together with Holdings, a "Guarantor" and collectively, the "Guarantors"). The proceeds of the Loans will be used (i) in the case of revolving credit loans and letters of credit, for general working capital and general corporate purposes of the Borrower and the Guarantors (including, without limitation, but only to the extent permitted under Section 6.10hereunder, for post-petition loans and advances to Foreign Subsidiaries not party hereto) and (ii) the case of the term loan, to refinance and repay in full the Existing First Lien IndebtednessBorrower). To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter of Credit and the payment of the other obligations Obligations of the Borrower and the Guarantors hereunder and under the other Loan Documents (including, without limitation, the Obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective banking Affiliates permitted by Section 6.03(vi))Documents, the Borrower and Holdings (and, with respect to paragraphs (a) and (f) below, the Guarantors other Guarantors) will provide to the Agent and the Lenders the following (each as more fully described hereinherein and in the other Loan Documents):

INTRODUCTORY STATEMENT. On February 2, 2005, the Borrower and the Guarantors filed voluntary petitions with the Bankruptcy Court initiating the Cases and have continued in the possession of their assets and in the management of their businesses pursuant to Sections 1107 and 1108 of the Bankruptcy Code. The Borrower has applied to the Lenders for a loan facility of up to $725,000,000, 2,000,000,000 comprised of (ia) a revolving credit and revolving letter of credit facility in an aggregate principal amount not to exceed (or Dollar Amount, in the case of LC Exposure) of $300,000,000 1,500,000,000 as set forth herein and (iib) a term loan facility in an aggregate principal amount of $425,000,000 500,000,000, as set forth herein, all of the Borrower's ’s obligations under each of which are to be guaranteed by the Guarantors. The proceeds of the Loans will be used (i) used, together with proceeds of other debt financings and/or cash on hand, to repay in full all of the case obligations of revolving credit loans the Borrower and letters of creditthe Guarantors under and in connection with the April 2011 JPM Facility, to pay related transaction costs, fees and expenses, and for general working capital and other general corporate purposes of the Borrower and the Guarantors (including, but only to the extent permitted under Section 6.10, for loans and advances to Subsidiaries not party hereto) and (ii) the case of the term loan, to refinance and repay in full the Existing First Lien Indebtednessits Subsidiaries. To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter of Credit and the payment of the other obligations of the Borrower and the Guarantors hereunder and under the other Loan Documents (including, without limitation, the Obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective banking Affiliates permitted by Section 6.03(vi))Documents, the Borrower and the Guarantors will will, among other things, provide to the Administrative Agent and the Lenders the following (each as more fully described herein):

INTRODUCTORY STATEMENT. On February 2May 11, 20052002, the Borrower and the Guarantors filed voluntary petitions with the Bankruptcy Court initiating the Cases and have continued in the possession of their assets and in the management of their businesses business pursuant to Sections 1107 and 1108 of the Bankruptcy Code. The Borrower has applied to the Lenders for a loan facility of up to $725,000,000, comprised of (i) a revolving credit and letter of credit facility in an aggregate principal amount not to exceed $300,000,000 as set forth herein and (ii) a term loan in an aggregate principal amount of $425,000,000 as set forth herein125,000,000, all of the Borrower's obligations under each of which are to be guaranteed by the Guarantors. The proceeds of the Loans will be used (i) in the case of revolving credit loans and letters of credit, for general working capital and corporate purposes of the Borrower and the Guarantors (including, but only to the extent permitted under Section 6.10, for loans and advances to Subsidiaries not party hereto) and (ii) the case of the term loan, to refinance and repay in full the Existing First Lien Indebtedness). To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter of Credit and the payment of the other obligations of the Borrower and the Guarantors hereunder and under the other Loan Documents (including, without limitation, the Obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective JPMorgan Chase and its banking Affiliates permitted by Section 6.03(vi)), the Borrower and the Guarantors will provide to the Agent and the Lenders the following (each as more fully described herein):

INTRODUCTORY STATEMENT. On February 2, 2005, the The Borrower and certain of the Guarantors filed voluntary petitions with are party to the Bankruptcy Court initiating the Cases Existing Facility (as defined herein) and have continued requested that the Existing Facility be amended and restated in the possession of their assets its entirety and in the management of their businesses pursuant to Sections 1107 and 1108 of the Bankruptcy Code. The Borrower has applied to that the Lenders for make available hereunder a loan facility of up to $725,000,000, 2,055,000,000 comprised of (ia) a revolving credit and letter of credit facility in an aggregate principal amount not to exceed $300,000,000 255,000,000 as set forth herein and (iib) a term loan in an aggregate principal amount of equal to $425,000,000 1,800,000,000 as set forth herein, in each case, as such facilities (collectively, the “Facility”) may be increased in accordance with Section 10.08(c), all of the Borrower's obligations under each Obligations (as defined herein) in respect of which are to be guaranteed by the Guarantors. The proceeds of the Loans will be used (i) in the case of revolving credit loans and letters of credit, for general working capital and other general corporate purposes (including the financing of Permitted Acquisitions) of the Borrower and the Guarantors (including, but only to and for the extent permitted under other purposes described in Section 6.10, for loans and advances to Subsidiaries not party hereto) and (ii) the case of the term loan, to refinance and repay in full the Existing First Lien Indebtedness3.10. To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter of Credit and the payment of the other obligations Obligations of the Borrower and the Guarantors hereunder and under the other Loan Documents (including, without limitation, the Obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective banking Affiliates permitted by Section 6.03(vi))Documents, the Borrower and the Guarantors will will, among other things, provide to the Agent Agents, the Collateral Agents and the Lenders the following (each as more fully described herein):

INTRODUCTORY STATEMENT. On February 2July 20, 20051998 (the "Filing Date"), the Borrower and the Guarantors filed voluntary petitions with the Bankruptcy Court initiating the Cases and have continued in the possession of their assets and in the management of their businesses pursuant to Sections 1107 and 1108 of the Bankruptcy Code. The Borrower has applied to and obtained from the Lenders for a loan facility of up to $725,000,000, comprised of (i) a revolving credit and letter of credit facility in an aggregate principal amount not to exceed $300,000,000 as set forth herein 50,000,000 (subject in each case, to reductions in accordance with Sections 2.7 and (ii) a term loan in an aggregate principal amount of $425,000,000 as set forth herein2.8), all of the Borrower's obligations under each of which are to be guaranteed by the Guarantors. The proceeds of the Loans will be used (i) in to repay certain Indebtedness of Sterling, to pay certain other pre-Filing Date claims that are authorized by the case of revolving credit loans Bankruptcy Court to the extent consistent with the Budget and letters of credit, for general to provide working capital for, and for other general corporate purposes of of, the Borrower and the Guarantors (includingGuarantors, but only in all cases subject to the extent permitted under Section 6.10terms of this Agreement, for loans the Orders and advances to Subsidiaries not party hereto) and (ii) the case of the term loan, to refinance and repay in full the Existing First Lien IndebtednessBudget. To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter of Credit Loans and the payment of the other obligations Obligations of the Borrower and the Guarantors hereunder and under the other Loan Documents (including, without limitation, the Obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective banking Affiliates permitted by Section 6.03(vi))Documents, the Borrower and the Guarantors will shall provide to the Administrative Agent and the Lenders Lenders, pursuant to this Agreement and the Orders, the following (each as more fully described herein):

INTRODUCTORY STATEMENT. On February 2December 21, 20052001, the Borrower and the Guarantors filed voluntary petitions with the Bankruptcy Court initiating the Cases and have continued in the possession of their assets and in the management of their businesses business pursuant to Sections 1107 and 1108 of the Bankruptcy Code. The Borrower has applied to the Lenders for a loan facility of up to $725,000,000, comprised of (i) a revolving credit and letter of credit facility in an aggregate principal amount not to exceed $300,000,000 20,000,000, subject to the "step down" to $10,000,000 as set forth herein and (ii) a term loan in an aggregate principal amount of $425,000,000 as set forth described herein, all of the Borrower's obligations under each of which are to be guaranteed by the Guarantors. The proceeds of the Loans will be used (i) to re-pay all amounts outstanding under the Interim DIP Facility as set forth in the case Stipulation and Order approved by the United States Bankruptcy Court for the District of revolving credit loans Massachusetts, Western Division on January 2, 2002 (the "Interim DIP Facility") and letters of credit, for general then working capital and other general corporate purposes of the Borrower and the Guarantors (includingand, but only to the extent permitted under Section 6.10certain circumstances, for loans and advances to Subsidiaries not party hereto) and (ii) the case repayment of the term loan, to refinance and repay in full the Existing First Lien Indebtednessprepetition indebtedness. To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter of Credit and the payment of the other obligations of the Borrower and the Guarantors hereunder and under the other Loan Documents (including, without limitation, the Obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective banking Affiliates permitted by under Section 6.03(vi6.03(v)), the Borrower and the Guarantors will provide to the Agent and the Lenders the following (each as more fully described herein):

INTRODUCTORY STATEMENT. On February 2December 20, 20052001 (the "PETITION DATE"), the Borrower and certain of the Guarantors filed voluntary petitions with the Bankruptcy Court initiating the Cases and have continued in the possession of their assets and in the management of their businesses pursuant to Sections 1107 and 1108 of the Bankruptcy Code. The Borrower has applied to the DIP Lenders for a loan facility of up to $725,000,000, comprised of (i) a revolving credit and letter of credit facility in an aggregate principal amount not to exceed $300,000,000 as set forth herein and (ii) a term loan in an aggregate principal amount of $425,000,000 as set forth herein25,000,000, all of the Borrower's obligations under each of which are to be guaranteed by the Guarantors. The proceeds of the Loans will be used (i) in the case of revolving credit loans only to finance capital expenditures on Primed Hotel Properties, as defined below, and letters of credit, for general working capital and corporate purposes to finance operations of the Borrower and certain of the Guarantors (includingincluding interest payable to Pre-Petition Lenders and the DIP Lenders), but only to all in accordance with a budget approved by the extent permitted under Section 6.10, for loans and advances to Subsidiaries not party hereto) and (ii) the case of the term loan, to refinance and repay in full the Existing First Lien IndebtednessAgent as hereinafter provided. To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter of Credit and the payment of the other obligations of the Borrower and the Guarantors hereunder and under the other Loan Documents (including, without limitation, the Obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective banking Affiliates permitted by under Section 6.03(vi6.03(a)(iv)), the Borrower and the Guarantors will provide to the Agent and the DIP Lenders the following (each as more fully described hereinherein and as to the Guarantors only as applicable thereto):

INTRODUCTORY STATEMENT. On February 25, 20052008 (the “Petition Date”), the Borrower and the Guarantors Debtors filed voluntary petitions with the Bankruptcy Court (such term and other capitalized terms used in this Introductory Statement being used with the meanings given to such terms in subsection 1.1) initiating the Cases and have continued in the possession of their assets and in the management of their businesses pursuant to Bankruptcy Code Sections 1107 and 1108 of 1108. Pursuant to this Agreement and the Bankruptcy Code. The Borrower has applied Orders, the Lenders are making available to the Lenders for Borrower a loan $150,000,000 debtor-in-possession facility of up to $725,000,000, comprised consisting of (i) a term loan in an aggregate principal amount not to exceed $65,000,000, and (ii) a revolving credit and loan in an aggregate principal amount not to exceed $85,000,000, including a letter of credit facility in an aggregate principal amount not to exceed $300,000,000 as set forth herein 60,000,000 (in each case, subject to mandatory and (ii) a term loan optional reductions in an aggregate principal amount of $425,000,000 as set forth hereinaccordance with subsection 4.4), all of the Borrower's ’s obligations under which are guaranteed by the Guarantors, and that is automatically convertible to an exit facility upon the satisfaction (or waiver) of certain conditions, all of the Borrower’s obligations under each of which are to be guaranteed by the Guarantors. The proceeds of the Loans and the Letters of Credit will be used (i) in to repay certain indebtedness outstanding on the case of revolving credit loans Petition Date and letters of credit, for general to provide working capital for, and for other general corporate purposes of, the Loan Parties, in all cases subject to the terms of the Borrower this Agreement and the Guarantors (including, but only to the extent permitted under Section 6.10, for loans and advances to Subsidiaries not party hereto) and (ii) the case of the term loan, to refinance and repay in full the Existing First Lien IndebtednessOrders. To provide guarantees and security for the repayment of the Loans, the reimbursement of any draft drawn under a Letter the Letters of Credit and the payment of the other obligations Obligations of the Borrower and the Guarantors Debtors hereunder and under the other Loan Documents (including, without limitationDocuments, the Obligations of the Borrower and the Guarantors to JPMCB, any other Lender or any of their respective banking Affiliates permitted by Section 6.03(vi)), the Borrower and the Guarantors will provide Debtors are providing to the Administrative Agent and the Lenders Lenders, pursuant to this Agreement and the Orders, the following (each as more fully described herein):