Monthly Reporting. Within thirty (30) days after the end of each calendar month, each Borrower shall provide, or cause Manager to provide, to Lender the following items determined on an accrual basis: (a) a calculation of the average daily rate, RevPAR and occupancy calculations and statistics for each of the Properties for the subject month; (b) Xxxxx Travel Research "STAR" reports then available; (c) monthly, and year to date operating statements prepared for such calendar month and for the trailing twelve (12) month period then ended, noting Net Operating Income, Net Cash Flow and including budgeted and last year results for the same year-to-date period and other information necessary and sufficient under GAAP to fairly represent the results of operation of each of the Properties during such calendar month, all in form reasonably satisfactory to Lender; (d) reports for FF&E and Capital Expenditure projects completed during such calendar month (including a detailed explanation for any material deviations from budget) and setting forth that all disbursements and/or withdrawals, as applicable, from the Capital Improvement Reserve and the FF&E Reserve have been made with respect to items of Capital Improvement only (as opposed to items that, in accordance with GAAP, would be included as an Operating Expense); (e) monthly and year to date detailed reports of Operating Expenses for each of the Properties, including supporting documentation satisfactory to Lender in its sole discretion for each item of Extraordinary Expense (as such term is defined in the Cash Management Agreement) for which Lender has approved a disbursement from the Cash Trap Reserve pursuant to the terms of Section 3.3(a)(v) of the Cash Management Agreement; (f) most recently available "OSI", or similar quality index, scores (including detailed information regarding criteria and thresholds); (g) prior to Securitization of the Loan, market segmentation reports for the trailing twelve (12) month period for each of the Properties; and (h) a report setting forth (i) the date of termination by Property for each Franchise Agreement that has been terminated after the Closing Date and not replaced with an Approved Franchisor, (ii) the number of Properties for which a default has occurred and has continued beyond applicable notice and grace periods under the applicable Franchise Agreement (including the percentage of the original Aggregate Allocated Loan Amount represented by such Properties), (iii) a summary report establishing that the Borrowers are diligently continuing to pursue reflagging efforts with respect to each such Property, and (iv) a summary report including (a) the aggregate number of Properties for which the Borrowers have entered into new Franchise Agreements as permitted by Sections 5.13(D)(i) and 5.13(D)(iv) together with the resulting Category of each such Property, and (b) the aggregate number of Properties for which any replacement (and, if more than one replacement has occurred to a single Property, the number of replacements with respect to such Property) of the applicable Franchise Agreements has occurred pursuant to the terms of Sections 5.13(D)(ii) and 5.13(D)(iii) together with the percentage of the Aggregate Outstanding Principal Balance represented by such Properties and including the resulting Category of each such Property. All of the above statements, reports and information shall be provided to Lender by email in Microsoft Excel format or other spreadsheet format reasonably acceptable to Lender (in the case of any statements, reports or information provided by third parties that are not Affiliates of the Borrowers, to the extent same are available in such format). Along with such operating statements, each Borrower shall deliver to Lender a Compliance Certificate of such Borrower's chief executive officer or chief financial officer (or other officer with similar duties) satisfying the criteria set forth in Section 5.1(A)(viii) below.
Appears in 8 contracts
Samples: Loan and Security Agreement (Lodgian Inc), Loan and Security Agreement (Lodgian Inc), Loan and Security Agreement (Lodgian Inc)
Monthly Reporting. Within thirty (30) days after On the end 15th of each calendar month, each Borrower shall provide, or cause Manager the Administration will provide the Faculty Census Report to provide, to Lender the following items determined on an accrual basis: (a) a calculation AAUP Contract Maintenance Officer. The specifics of the average daily rateFaculty Census Report are documented in a Letter of Understanding. • Annual workload percentages for each faculty member. • Credit contact hours per academic year for each faculty member and totals for each department, RevPAR school, and occupancy calculations college. • Benefit plan participation for each bargaining unit member (data as of 9/1) • Names and statistics departments of all faculty who have had peer reviews for contract renewal in the preceding academic year. • Names and departments of faculty promoted, and/or granted tenure each year. • Names of faculty who were terminated or retired. • Names of faculty who were on sabbatical leave in the previous academic year. • A list of all faculty whose contracts will be subject to renewal in that academic year including visiting professors and temporary professors; untenured assistant professors; untenured associate professors; and continuing track faculty. • All special salary adjustments awarded under Articles 12.11 and 12.13 during the preceding year including the reason for each of the Properties for the subject month; (b) Xxxxx Travel Research "STAR" reports then available; (c) monthly, and year to date operating statements prepared for such calendar month and for the trailing twelve (12) month period then ended, noting Net Operating Income, Net Cash Flow and including budgeted and last year results for the same year-to-date period and other information necessary and sufficient under GAAP to fairly represent the results of operation of each salary adjustments granted. Upon receipt of the Properties during such calendar monthinformation, all in form reasonably satisfactory the AAUP will have the right to Lender; (d) reports for FF&E monitor whether or not the University complies with the stated conditions of Articles IX, XI and Capital Expenditure projects completed during such calendar month (including a detailed explanation for any material deviations from budget) and setting forth that all disbursements and/or withdrawals, XII as applicable, from the Capital Improvement Reserve and the FF&E Reserve have been made with respect those conditions relate to items of Capital Improvement only (as opposed to items that, in accordance with GAAP, would be included as an Operating Expense); (e) monthly and year to date detailed reports of Operating Expenses for each individual members of the Propertiesbargaining unit. Should the AAUP believe that the University is not in compliance with the provisions of Articles IX, including supporting documentation satisfactory to Lender in its sole discretion for each item XI or XII on the basis of Extraordinary Expense (as such term is defined in the Cash Management Agreement) for which Lender has approved a disbursement from the Cash Trap Reserve pursuant to information provided under the terms of Section 3.3(a)(vthis Article, or has failed to supply sufficient or correct information, then the AAUP may request a meeting with the University within twenty (20) workdays after receipt of the Cash Management information, to discuss and agree upon changes necessary to comply with the Agreement; . If the matter is not resolved, the AAUP may file a grievance concerning the interpretation, application or claimed violation of this Article or Articles IX, XI or XII directly with the Xxxxxxx or Designee within forty (f40) most recently available "OSI", or similar quality index, scores (including detailed information regarding criteria and thresholds); (g) prior to Securitization workdays after receipt of the Loaninformation. If proceeding with the grievance, market segmentation reports for and if additional information is requested by the trailing twelve (12) month period for each AAUP of which delivery to the AAUP would necessitate the identification of an individual or individuals, written authorization to release such identifying information must be obtained by the AAUP from the affected bargaining unit member(s). The Xxxxxxx or Designee shall inform the President of the Properties; and (h) a report setting forth (i) the date of termination by Property for each Franchise Agreement that has been terminated after the Closing Date and not replaced with an Approved Franchisor, (ii) the number of Properties for which a default has occurred and has continued beyond applicable notice and grace periods under the applicable Franchise Agreement (including the percentage AAUP of the original Aggregate Allocated Loan Amount represented by such Properties), (iiiname(s) a summary report establishing that the Borrowers are diligently continuing to pursue reflagging efforts with respect to each such Propertyinvolved, and until the written authorization is obtained, both parties shall preserve the anonymity of the individual(s). The Xxxxxxx or Designee shall consider the grievance and shall reply in writing to the AAUP within ten (iv10) a summary report including (a) workdays after receipt of the aggregate number of Properties for which appeal. If the Borrowers have entered into new Franchise Agreements as permitted by Sections 5.13(D)(i) and 5.13(D)(iv) together AAUP is not satisfied with the resulting Category of each such Property, and (b) the aggregate number of Properties for which any replacement (and, if more than one replacement has occurred to a single Property, the number of replacements with respect to such Property) written decision of the applicable Franchise Agreements has occurred pursuant to the terms of Sections 5.13(D)(iiXxxxxxx or Designee, it may file a written appeal within fifteen (15) and 5.13(D)(iii) together with the percentage workdays as provided in Step 4 of the Aggregate Outstanding Principal Balance represented by such Properties and including the resulting Category of each such Property. All of the above statements, reports and information shall be provided to Lender by email in Microsoft Excel format or other spreadsheet format reasonably acceptable to Lender (in the case of any statements, reports or information provided by third parties that are not Affiliates of the Borrowers, to the extent same are available in such format). Along with such operating statements, each Borrower shall deliver to Lender a Compliance Certificate of such Borrower's chief executive officer or chief financial officer (or other officer with similar duties) satisfying the criteria set forth in Section 5.1(A)(viii) belowgrievance procedure.
Appears in 2 contracts
Samples: Collective Bargaining Agreement, Collective Bargaining Agreement
Monthly Reporting. Within thirty (30) days after the end of each calendar month, each Borrower shall provide, or cause Manager to provide, to Lender the following items determined on an accrual basis: (a) a calculation of the average daily rate, RevPAR and occupancy calculations and statistics for each of the Properties for the subject month; (b) Xxxxx Travel Research "STAR" reports then available; (c) monthly, monthly and year to date operating statements prepared for such calendar month and for the trailing twelve (12) month period then ended, noting Net Operating Income, Net Cash Flow and including budgeted and last year results for the same year-to-date period and other information necessary and sufficient under GAAP to fairly represent the results of operation of each of the Properties during such calendar month, all in form reasonably satisfactory to Lender; (d) reports for FF&E and Capital Expenditure projects completed during such calendar month (including a detailed explanation for any material deviations from budget) and setting forth that all disbursements and/or withdrawals, as applicable, from the Capital Improvement Reserve and the FF&E Reserve have been made with respect to items of Capital Improvement only (as opposed to items that, in accordance with GAAP, would be included as an Operating Expense); (e) monthly and year to date detailed reports of Operating Expenses for each of the Properties, including supporting documentation satisfactory to Lender in its sole discretion for each item of Extraordinary Expense (as such term is defined in the Cash Management Agreement) for which Lender has approved a disbursement from the Cash Trap Reserve pursuant to the terms of Section 3.3(a)(v) of the Cash Management Agreement; (f) most recently available "OSI", or similar quality index, scores (including detailed information regarding criteria and thresholds); (g) prior to Securitization of the Loan, market segmentation reports for the trailing twelve (12) month period for each of the Properties; and (h) a report setting forth (i) the date of termination by Property for each Franchise Agreement that has been terminated after the Closing Date and not replaced with an Approved Franchisor, (ii) the number of Properties for which a default has occurred and has continued beyond applicable notice and grace periods under the applicable Franchise Agreement (including the percentage of the original Aggregate Allocated Loan Amount represented by such Properties), (iii) a summary report establishing that the Borrowers are diligently continuing to pursue reflagging efforts with respect to each such Property, and (iv) a summary report including (a) the aggregate number of Properties for which the Borrowers have entered into new Franchise Agreements as permitted by Sections 5.13(D)(i) and 5.13(D)(iv) together with the resulting Category of each such Property, and (b) the aggregate number of Properties for which any replacement (and, if more than one replacement has occurred to a single Property, the number of replacements with respect to such Property) of the applicable Franchise Agreements has occurred pursuant to the terms of Sections 5.13(D)(ii) and 5.13(D)(iii) together with the percentage of the Aggregate Outstanding Principal Balance represented by such Properties and including the resulting Category of each such Property. All of the above statements, reports and information shall be provided to Lender by email in Microsoft Excel format or other spreadsheet format reasonably acceptable to Lender (in the case of any statements, reports or information provided by third parties that are not Affiliates of the Borrowers, to the extent same are available in such format). Along with such operating statements, each Borrower shall deliver to Lender a Compliance Certificate of such Borrower's chief executive officer or chief financial officer (or other officer with similar duties) satisfying the criteria set forth in Section 5.1(A)(viii) below.
Appears in 2 contracts
Samples: Loan and Security Agreement (Lodgian Inc), Loan and Security Agreement (Lodgian Inc)
Monthly Reporting. Within thirty (30) days after the end of each calendar month, each Borrower shall provide, or cause Manager to provide, to Lender the following items determined on an accrual basis: (a) a calculation of the average daily rate, RevPAR and occupancy calculations and statistics for each of the Properties for the subject month; (b) Xxxxx Travel Research "STAR" reports then available; (c) monthly, monthly and year to date operating statements prepared for such calendar month and for the trailing twelve (12) month period then endedmonth, noting Net Operating Income, Net Cash Flow and including budgeted and last year results for the same year-to-date period and other information necessary and sufficient under GAAP to fairly represent the results of operation of each of the Properties during such calendar month, all in form reasonably satisfactory to Lender; (d) reports for FF&E and Capital Expenditure projects completed during such calendar month (including a detailed explanation for any material deviations from budget) and setting forth that all disbursements and/or withdrawals, as applicable, from the Capital Improvement Reserve and the FF&E Reserve have been made with respect to items of Capital Improvement only (as opposed to items that, in accordance with GAAP, would be included as an Operating Expense); (e) monthly and year to date detailed reports of Operating Expenses for each of the PropertiesExpenses, including supporting documentation satisfactory to Lender in its sole discretion for each item of Extraordinary Expense (as such term is defined in the Cash Management Agreement) for which Lender has approved a disbursement from the Cash Trap Reserve pursuant to the terms of Section 3.3(a)(v3.3(a)(viii) of the Cash Management Agreement; (f) most recently available "OSIQFI", or similar quality index, scores (including detailed information regarding criteria and thresholds); (g) prior to Securitization of the Loan, market segmentation reports for the trailing twelve (12) month period for each of the Propertiesscores; and (hg) a report setting forth (i) the date of termination by Property for each Franchise Agreement that has been terminated after the Closing Date and not replaced with an Approved Franchisor, (ii) the number of Properties for which a default has occurred and has continued beyond applicable notice and grace periods under the applicable Franchise Agreement (including the percentage of the original Aggregate Allocated Loan Amount represented by such Properties), (iii) a summary report establishing that whether the Borrowers are diligently continuing to pursue reflagging efforts with respect to each such Property, and (iv) a summary report including (a) the aggregate number of Properties for which the Borrowers have entered into new Franchise Agreements as permitted by Sections 5.13(D)(i) and 5.13(D)(iv) together with the resulting Category of each such Property, and (b) the aggregate number of Properties for which any replacement (and, if more than one replacement has occurred to a single Property, the number of replacements with respect to such Property) of the applicable Franchise Agreements has occurred pursuant to the terms of Sections 5.13(D)(ii) and 5.13(D)(iii) together with the percentage of the Aggregate Outstanding Principal Balance represented by such Properties and including the resulting Category of each such Property. All of the above statements, reports and information shall be provided to Lender by email in Microsoft Excel format or other spreadsheet format reasonably acceptable to Lender (in the case of any statements, reports or information provided by third parties that are not Affiliates of the Borrowers, to the extent same are available in such format). Along with such operating statements, each Borrower shall deliver to Lender a Compliance Certificate of such Borrower's chief executive officer or chief financial officer (or other officer with similar duties) satisfying the criteria set forth in Section 5.1(A)(viii) below.
Appears in 2 contracts
Samples: Loan and Security Agreement (Lodgian Inc), Loan and Security Agreement (Lodgian Inc)
Monthly Reporting. Within thirty (30) days after the end of each calendar month, each Borrower of the Borrowers shall provide, or cause Manager Manger or the Mortgage Borrowers to provide, to Lender the following items determined on an accrual basis: (a) a calculation of the average daily rate, RevPAR and occupancy calculations and statistics for each of the Properties for the subject month; (b) Xxxxx Smith Travel Research "STAR" reports then available; (c) monthly, and monthly xxx year to date operating statements prepared for such calendar month and for the trailing twelve (12) month period then endedmonth, noting Net Operating Income, Net Cash Flow and including budgeted and last year results for the same year-to-date period and other information necessary and sufficient under GAAP to fairly represent the results of operation of each of the Properties during such calendar month, all in form reasonably satisfactory to Lender; (d) reports for FF&E and Capital Expenditure projects completed during such calendar month (including a detailed explanation for any material deviations from budget) and setting forth that all disbursements and/or withdrawals, as applicable, from the Capital Improvement Reserve and the FF&E Reserve have been made with respect to items of Capital Improvement only (as opposed to items that, in accordance with GAAP, would be included as an Operating Expense); (e) monthly and year to date detailed reports of Operating Expenses for each of the PropertiesExpenses, including supporting documentation satisfactory to Lender in its sole discretion for each item of Extraordinary Expense (as such term is defined in the Cash Management Agreement or in the Jekyll Island Cash Management Agreement, as applicable) for which Lender has approved a disbursement from the Cash Trap Reserve pursuant to the terms of Section 3.3(a)(v3.3(a)(viii) of the Cash Management Agreement; (f) most recently available "OSIQFI", or similar quality index, scores (including detailed information regarding criteria and thresholds); (g) prior to Securitization of the Loan, market segmentation reports for the trailing twelve (12) month period for each of the Propertiesscores; and (hg) a report setting forth (i) the date of termination by Property for each Franchise Agreement that has been terminated after the Closing Date and not replaced with an Approved Franchisor, (ii) the number of Properties for which a default has occurred and has continued beyond applicable notice and grace periods under the applicable Franchise Agreement (including the percentage of the original Aggregate Allocated Loan Amount Outstanding Principal Balance represented by such Properties), (iii) a summary report establishing that whether the Borrowers are diligently continuing to pursue reflagging efforts with respect to each such Property, and (iv) a summary report including (a) the aggregate number of Properties for which the Mortgage Borrowers or the Jekyll Island Borrowers have entered into new Franchise Agreements as permitted by Sections 5.13(D)(i) and 5.13(D)(iv) together with the resulting Category of each such Property, and (b) the aggregate number of Properties for which any replacement (and, if more than one replacement has occurred to a single Property, the number of replacements with respect to such Property) of the applicable Franchise Agreements has occurred pursuant to the terms of Sections 5.13(D)(ii) and 5.13(D)(iii) together with the percentage of the Aggregate Outstanding Principal Balance represented by such Properties and including the resulting Category of each such Property. All of the above statements, reports and information shall be provided to Lender by email in Microsoft Excel format or other spreadsheet format reasonably acceptable to Lender (in the case of any statements, reports or information provided by third parties that are not Affiliates of the Borrowers, to the extent same are available in such format). Along with such operating statements, each Borrower shall deliver to Lender a Compliance Certificate of such Borrower's chief executive officer or chief financial officer (or other officer with similar duties) satisfying the criteria set forth in Section 5.1(A)(viii) below.
Appears in 1 contract
Monthly Reporting. Within thirty (30) days after No later than the end 15th day of each calendar month prior to Final Completion, Developer shall, at Developer’s cost, prepare and submit a monthly development report (“Monthly Report”) with respect to the Approved Project Budget as of the last day of the preceding calendar month, including the costs and expenses incurred prior to the last day of the preceding month and the amounts that are outstanding to be paid. All documents in each Borrower Monthly Report prepared by Developer shall provide, or cause Manager be typewritten and shall not have any handwritten changes to provide, to Lender dollar values. Any handwritten changes of a non-dollar nature shall be initialed and dated by the following items determined on an accrual basis: person who made the change. The Monthly Report shall be submitted in a form (a) a calculation of the average daily ratereasonably satisfactory to Tenant, RevPAR and occupancy calculations and statistics for each of the Properties for the subject month; (b) Xxxxx Travel Research "STAR" reports then available; (c) monthly, satisfactory to Landlord and year to date operating statements prepared for such calendar month and any lender for the trailing twelve Project (12) month period then ended, noting Net Operating Income, Net Cash Flow and including budgeted and last year results for the same year-to-date period and other with such additional information necessary and sufficient under GAAP to fairly represent the results of operation of each as such Landlord or lender may require). The Monthly Report shall be comprised of the Properties during such calendar month, all in form reasonably satisfactory to Lender; (d) reports for FF&E and Capital Expenditure projects completed during such calendar month (including a detailed explanation for any material deviations from budget) and setting forth that all disbursements and/or withdrawals, as applicable, from following sections:
2.8.1. A report regarding the Capital Improvement Reserve and the FF&E Reserve have been made with respect to items of Capital Improvement only (as opposed to items that, in accordance with GAAP, would be included as an Operating Expense); (e) monthly and year to date detailed reports of Operating Expenses for each progress of the Propertiesdevelopment, including supporting documentation satisfactory to Lender in its sole discretion for each item of Extraordinary Expense (as such term is defined in the Cash Management Agreement) for which Lender has approved a disbursement from the Cash Trap Reserve pursuant to the terms of Section 3.3(a)(v) of the Cash Management Agreement; (f) most recently available "OSI"shall include, or similar quality indexwithout limitation, scores (including detailed information regarding criteria and thresholds); (g) prior to Securitization of the Loan, market segmentation reports for the trailing twelve (12) month period for each of the Properties; and (h) a report setting forth (i) a brief narrative summary of the date progress of termination by Property for each Franchise Agreement that has been terminated after the Closing Date development, design and not replaced construction of any work to be accomplished in connection with this Agreement, including update of pre-development, entitlement, design, bidding, construction and schedule activities and issues and an Approved Franchisorupdate on meetings to be held with governmental officials and meetings of the Project construction team (which shall include the Tenant, Design Consultants and Contractors), (ii) the number of Properties for which a default has occurred and has continued beyond applicable notice and grace periods under the applicable Franchise Agreement (including the percentage that progress of the original Aggregate Allocated Loan Amount represented by such Properties)development as compared to the Approved Project Schedule and any recommendations for amendments to the Approved Project Schedule to reflect the most recent information related to the status of the Project and (iii) information with respect to the status of any Contractor defaults, work delays, major issues or other problems encountered in connection with the design and construction of the Project.
2.8.2. A report regarding the status of Project Costs, Development Costs and Draw Requests, which shall include, without limitation, (i) a cost summary report prepared on a line item basis using the same budget categories set forth in the Approved Project Budget, indicating all actual Project Costs and Development Costs incurred to date compared to the budgeted costs set forth in the Approved Project Budget, together with an explanation for any variances, (ii) a summary-level narrative description of any major changes in the forecast of the cost of the Project from the prior month, (iii) a summary report establishing that schedule summarizing the Borrowers are diligently continuing usage to pursue reflagging efforts with respect to each such Propertydate of the various contingency budgets set forth in the Approved Project Budget and indicating the value of contingency budgets remaining, and (iv) a summary report including list of all invoices and amounts to be paid under the current draw request, (av) the aggregate number of Properties for which the Borrowers have entered into new Franchise Agreements as permitted by Sections 5.13(D)(i) and 5.13(D)(iv) together with the resulting Category of each such Property, and (b) the aggregate number of Properties for which any replacement (and, if more than one replacement has occurred to a single Property, the number of replacements with respect to such Property) of the applicable Franchise Agreements has occurred pursuant to the terms of Sections 5.13(D)(ii) and 5.13(D)(iii) together with the percentage of the Aggregate Outstanding Principal Balance represented by such Properties and including the resulting Category of each such Property. All of the above statements, reports and information shall be provided to Lender by email in Microsoft Excel format or other spreadsheet format reasonably acceptable to Lender (in the case of any statementsprogress payments under the Contract Documents (or other applicable contracts), reports an application for payment on AIA Form G702/G703 prepared by General Contractor and Architect (who shall notarize) and Developer, which shall be accompanied by the materials General Contractor is required to submit pursuant to the Contract Documents (or information provided other applicable contracts), (vi) copies of all other invoices Developer recommends should be paid from a current draw request as prepared and submitted by third parties that are not Affiliates the Design Consultants, and other vendors, (vii) lien waivers (which may be (A) conditioned upon the payment of a specified sum of money to be paid from the proceeds of the Borrowerscurrent draw request, or (B) partial to the extent same are available such waiver is intended to cover only a part of the work to be performed by General Contractor or the applicable subcontractor or to account for retainage) and a summary spreadsheet of all such lien waivers received to date from all Contractors and (viii) Developer’s certification that the information contained in such format)the current Draw Request is true, complete and correct to Developer’s knowledge. Along During the construction of the Project, Developer shall arrange for monthly meetings from time to time at the Project site or via teleconferences to be attended by Developer and Tenant and their respective representatives (together with such operating statementsany construction lender and its representatives, if applicable) to discuss the status of the Project and review and consider the Draw Request to be submitted each Borrower month. Developer shall deliver attempt to Lender a Compliance Certificate schedule the monthly meetings to follow the submission and receipt of such Borrower's chief executive officer or chief financial officer (or the Monthly Reports, and shall also arrange for the attendance of the Design Consultants, General Contractor and, if requested by Tenant, other officer with similar duties) satisfying the criteria set forth in Section 5.1(A)(viii) belowContractors.
Appears in 1 contract
Samples: Development Management Agreement (Farmer Brothers Co)
Monthly Reporting. Within thirty (30) days after the end of each calendar month, each Borrower shall provide, or cause Manager to provide, to Lender the following items determined on an accrual accural basis: (a) a calculation of the average daily rate, RevPAR and occupancy calculations and statistics for each of the Properties for the subject month; (b) Xxxxx Travel Research "STAR" reports then available; (c) monthly, monthly and year to date operating statements prepared for such calendar month and for the trailing twelve (12) month period then endedmonth, noting Net Operating Income, Net Cash Flow and including budgeted and last year results for the same year-to-date period and other information necessary and sufficient under GAAP to fairly represent the results of operation of each of the Properties during such calendar month, all in form reasonably satisfactory to Lender; (d) reports for FF&E and Capital Expenditure projects completed during such calendar month (including a detailed explanation for any material deviations from budget) and setting forth that all disbursements and/or withdrawals, as applicable, from the Capital Improvement Reserve and the FF&E Reserve have been made with respect to items of Capital Improvement only (as opposed to items that, in accordance with GAAP, would be included as an Operating Expense); (e) monthly and year to date detailed reports of Operating Expenses for each of the PropertiesExpenses, including supporting documentation satisfactory to Lender in its sole discretion for each item of Extraordinary Expense (as such term is defined in the Cash Management Agreement) for which Lender has approved a disbursement from the Cash Trap Reserve pursuant to the terms of Section 3.3(a)(v3.3(a)(viii) of the Cash Management Agreement; (f) most recently available "OSIQFI", or similar quality index, scores (including detailed information regarding criteria and thresholds); (g) prior to Securitization of the Loan, market segmentation reports for the trailing twelve (12) month period for each of the Propertiesscores; and (hg) a report setting forth (i) the date of termination by Property for each Franchise Agreement that has been terminated after the Closing Date and not replaced with an Approved Franchisor, (ii) the number of Properties for which a default has occurred and has continued beyond applicable notice and grace periods under the applicable Franchise Agreement (including the percentage of the original Aggregate Allocated Loan Amount represented by such Properties), (iii) a summary report establishing that whether the Borrowers are diligently continuing to pursue reflagging efforts with respect to each such Property, and (iv) a summary report including (a) the aggregate number of Properties for which the Borrowers have entered into new Franchise Agreements as permitted by Sections 5.13(D)(i) and 5.13(D)(iv) together with the resulting Category of each such Property, and (b) the aggregate number of Properties for which any replacement (and, if more than one replacement has occurred to a single Property, the number of replacements with respect to such Property) of the applicable Franchise Agreements has occurred pursuant to the terms of Sections 5.13(D)(ii) and 5.13(D)(iii) together with the percentage of the Aggregate Outstanding Principal Balance represented by such Properties and including the resulting Category of each such Property. All of the above statements, reports and information shall be provided to Lender by email in Microsoft Excel format or other spreadsheet format reasonably acceptable to Lender (in the case of any statements, reports or information provided by third parties that are not Affiliates of the Borrowers, to the extent same are available in such format). Along with such operating statements, each Borrower shall deliver to Lender a Compliance Certificate of such Borrower's chief executive officer or chief financial officer (or other officer with similar duties) satisfying the criteria set forth in Section 5.1(A)(viii) below.
Appears in 1 contract
Monthly Reporting. Within thirty five (305) days after Business Days following the conclusion of each calendar month reporting and remittance cycle occurring during the Interim Servicing Period (each, a “Reporting Cycle”), if any, the Seller shall forward to the Purchaser with respect to the Mortgage Loans a full set of tapes and a trial balance as of the end of each calendar monthsuch Reporting Cycle, which tapes and trial balance shall include information relating to all payment and other activity on the Mortgage Loans. With respect to each Borrower Mortgage Loan, such trial balance and collection reports shall provideprovide complete details as to (i) any payments of principal or interest due after the related Cut-off Date (including all prepayments) and received or applied to any Mortgagor’s account, by the Seller during the Interim Servicing Period (or cause Manager prior to providethe related Closing Date, to Lender if any such payments were not reflected in the following items determined on an accrual basis: (a) a calculation of the average daily rate, RevPAR and occupancy calculations and statistics for each of the Properties for the subject month; (b) Xxxxx Travel Research "STAR" reports then available; (c) monthly, and year to date operating statements prepared for such calendar month and for the trailing twelve (12) month period then ended, noting Net Operating Income, Net Cash Flow and including budgeted and last year results for the same year-to-date period and other information necessary and sufficient under GAAP to fairly represent the results of operation of each of the Properties during such calendar month, all in form reasonably satisfactory to Lender; (d) reports for FF&E and Capital Expenditure projects completed during such calendar month (including a detailed explanation for any material deviations from budget) and setting forth that all disbursements and/or withdrawals, as applicable, from the Capital Improvement Reserve and the FF&E Reserve have been made with respect to items of Capital Improvement only (as opposed to items that, in accordance with GAAP, would be included as an Operating ExpensePurchaser Proceeds); (e) monthly and year to date detailed reports of Operating Expenses for each of the Properties, including supporting documentation satisfactory to Lender in its sole discretion for each item of Extraordinary Expense (as such term is defined in the Cash Management Agreement) for which Lender has approved a disbursement from the Cash Trap Reserve pursuant to the terms of Section 3.3(a)(v) of the Cash Management Agreement; (f) most recently available "OSI", or similar quality index, scores (including detailed information regarding criteria and thresholds); (g) prior to Securitization of the Loan, market segmentation reports for the trailing twelve (12) month period for each of the Properties; and (h) a report setting forth (i) the date of termination by Property for each Franchise Agreement that has been terminated after the Closing Date and not replaced with an Approved Franchisor, (ii) the number any prepayments of Properties for which a default has occurred and has continued beyond applicable notice and grace periods under the applicable Franchise Agreement (including the percentage of the original Aggregate Allocated Loan Amount represented by such Properties)principal and/or interest, (iii) a summary report establishing any Mortgage Loan that the Borrowers are diligently continuing to pursue reflagging efforts with respect to each such Propertyis paid in full, and (iv) a summary report including the outstanding principal balance, (aiv) the aggregate number of Properties for which escrow balance, (v) any escrow advance, (vi) any Servicing Advances, (vii) any irregular payments, (viii) the Borrowers have entered into new Franchise Agreements as permitted by Sections 5.13(D)(ipayment due date, (ix) and 5.13(D)(iv) together with the resulting Category of each such Property, any collections and (bv) any other information normally reported to owners of residential mortgage loans. The first set of reports and data file shall cover all activity on the aggregate number of Properties for which any replacement (and, if more than one replacement has occurred to a single Property, Mortgage Loans from the number of replacements with respect to such Property) Cut-off Date through the end of the applicable Franchise Agreements has occurred pursuant to calendar month first following the terms Closing Date. Each subsequent set of Sections 5.13(D)(ii) and 5.13(D)(iii) together with the percentage of the Aggregate Outstanding Principal Balance represented by such Properties and including the resulting Category of each such Property. All of the above statements, reports and information data file shall cover all activity on the Mortgage Loans for the calendar month immediately preceding the month in which such reports are due to be delivered. The final set of reports and data file shall cover all activity from the last previous report through the Servicing Transfer Date and shall be provided to Lender by email in Microsoft Excel format or other spreadsheet format reasonably acceptable to Lender delivered within three (in 3) Business Days following the case of any statements, reports or information provided by third parties that are not Affiliates of the Borrowers, to the extent same are available in such format). Along with such operating statements, each Borrower shall deliver to Lender a Compliance Certificate of such Borrower's chief executive officer or chief financial officer (or other officer with similar duties) satisfying the criteria set forth in Section 5.1(A)(viii) below.Servicing Transfer Date
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (ECC Capital CORP)
Monthly Reporting. Within thirty (30) days after the end of each calendar month, each Borrower of the Borrowers shall provide, or cause Manager Manger or the Mortgage Borrowers to provide, to Lender the following items determined on an accrual basis: (a) a calculation of the average daily rate, RevPAR and occupancy calculations and statistics for each of the Properties for the subject month; (b) Xxxxx Smith Travel Research "STAR" reports then available; (c) monthly, and year monthly xxx xear to date operating statements prepared for such calendar month and for the trailing twelve (12) month period then endedmonth, noting Net Operating Income, Net Cash Flow and including budgeted and last year results for the same year-to-date period and other information necessary and sufficient under GAAP to fairly represent the results of operation of each of the Properties during such calendar month, all in form reasonably satisfactory to Lender; (d) reports for FF&E and Capital Expenditure projects completed during such calendar month (including a detailed explanation for any material deviations from budget) and setting forth that all disbursements and/or withdrawals, as applicable, from the Capital Improvement Reserve and the FF&E Reserve have been made with respect to items of Capital Improvement only (as opposed to items that, in accordance with GAAP, would be included as an Operating Expense); (e) monthly and year to date detailed reports of Operating Expenses for each of the PropertiesExpenses, including supporting documentation satisfactory to Lender in its sole discretion for each item of Extraordinary Expense (as such term is defined in the Cash Management Agreement or in the Jekyll Island Cash Management Agreement, as applicable) for which Lender has approved a disbursement from the Cash Trap Reserve pursuant to the terms of Section 3.3(a)(v3.3(a)(viii) of the Cash Management Agreement; (f) most recently available "OSIQFI", or similar quality index, scores (including detailed information regarding criteria and thresholds); (g) prior to Securitization of the Loan, market segmentation reports for the trailing twelve (12) month period for each of the Propertiesscores; and (hg) a report setting forth (i) the date of termination by Property for each Franchise Agreement that has been terminated after the Closing Date and not replaced with an Approved Franchisor, (ii) the number of Properties for which a default has occurred and has continued beyond applicable notice and grace periods under the applicable Franchise Agreement (including the percentage of the original Aggregate Allocated Loan Amount Outstanding Principal Balance represented by such Properties), (iii) a summary report establishing that whether the Borrowers are diligently continuing to pursue reflagging efforts with respect to each such Property, and (iv) a summary report including (a) the aggregate number of Properties for which the Mortgage Borrowers or the Jekyll Island Borrowers have entered into new Franchise Agreements as permitted by Sections 5.13(D)(i) and 5.13(D)(iv) together with the resulting Category of each such Property, and (b) the aggregate number of Properties for which any replacement (and, if more than one replacement has occurred to a single Property, the number of replacements with respect to such Property) of the applicable Franchise Agreements has occurred pursuant to the terms of Sections 5.13(D)(ii) and 5.13(D)(iii) together with the percentage of the Aggregate Outstanding Principal Balance represented by such Properties and including the resulting Category of each such Property. All of the above statements, reports and information shall be provided to Lender by email in Microsoft Excel format or other spreadsheet format reasonably acceptable to Lender (in the case of any statements, reports or information provided by third parties that are not Affiliates of the Borrowers, to the extent same are available in such format). Along with such operating statements, each Borrower shall deliver to Lender a Compliance Certificate of such Borrower's chief executive officer or chief financial officer (or other officer with similar duties) satisfying the criteria set forth in Section 5.1(A)(viii) below.
Appears in 1 contract
Monthly Reporting. Within thirty (30) days after the end of each calendar month, each the Borrower shall provide, or cause Manager or the Mortgage Borrowers to provide, to Lender the following items determined on an accrual basis: (a) a calculation of the average daily rate, RevPAR and occupancy calculations and statistics for each of the Properties for the subject month; (b) Xxxxx Travel Research "STAR" reports then available; (c) monthly, monthly and year to date operating statements prepared for such calendar month and for the trailing twelve (12) month period then ended, noting Net Operating Income, Net Cash Flow and including budgeted and last year results for the same year-to-date period and other information necessary and sufficient under GAAP to fairly represent the results of operation of each of the Properties during such calendar month, all in form reasonably satisfactory to Lender; (d) reports for FF&E and Capital Expenditure projects completed during such calendar month (including a 39 detailed explanation for any material deviations from budget) and setting forth that all disbursements and/or withdrawals, as applicable, from the Capital Improvement Reserve and the FF&E Reserve have been made with respect to items of Capital Improvement only (as opposed to items that, in accordance with GAAP, would be included as an Operating Expense); (e) monthly and year to date detailed reports of Operating Expenses for each of the Properties, including supporting documentation satisfactory to Lender in its sole discretion for each item of Extraordinary Expense (as such term is defined in the Cash Management Agreement) Agreement for which Lender has approved a disbursement from the Cash Trap Reserve pursuant to the terms of Section 3.3(a)(v) of the Cash Management Agreement; (f) most recently available "OSI", or similar quality index, index scores (including detailed information regarding criteria and thresholds); (g) prior to Securitization (as such term is defined in each of the LoanMortgage Loan Agreements) of the last of the Mortgage Loans, market segmentation reports for the trailing twelve (12) month period for each of the Properties; and (h) a report setting forth (i) the date of termination by Property for each Franchise Agreement that has been terminated after the Closing Date and not replaced with an Approved Franchisor, (ii) the number of Properties for which a default has occurred and has continued beyond applicable notice and grace periods under the applicable Franchise Agreement (including the percentage of the original Aggregate Allocated Loan Amount represented by such Properties), (iii) a summary report establishing that the Borrowers are Borrower is diligently continuing to pursue reflagging efforts with respect to each such Property, and (iv) a summary report including (a) the aggregate number of Properties for which the Mortgage Borrowers have entered into new Franchise Agreements as permitted by Sections 5.13(D)(i) and 5.13(D)(iv) together with the resulting Category of each such Property, and (b) the aggregate number of Properties for which any replacement (and, if more than one replacement has occurred to a single Property, the number of replacements with respect to such Property) of the applicable Franchise Agreements has occurred pursuant to the terms of Sections 5.13(D)(ii) and 5.13(D)(iii) together with the percentage of the Aggregate Outstanding Principal Balance represented by such Properties and including the resulting Category of each such Property. All of the above statements, reports and information shall be provided to Lender by email in Microsoft Excel format or other spreadsheet format reasonably acceptable to Lender (in the case of any statements, reports or information provided by third parties that are not Affiliates of the BorrowersBorrower, to the extent same are available in such format). Along with such operating statements, each Borrower shall deliver to Lender a Compliance Certificate of such the Borrower's chief executive officer or chief financial officer (or other officer with similar duties) satisfying the criteria set forth in Section 5.1(A)(viii) below.
Appears in 1 contract
Monthly Reporting. Within thirty (30) days after the end of each calendar month, each the Borrower shall provide, or cause Manager or the Mortgage Borrowers to provide, to Lender the following items determined on an accrual basis: (a) a calculation of the average daily rate, RevPAR and occupancy calculations and statistics for each of the Properties for the subject month; (b) Xxxxx Smith Travel Research "STAR" reports then available; (c) monthly, and year monthly axx xxar to date operating statements prepared for such calendar month and for the trailing twelve (12) month period then ended, noting Net Operating Income, Net Cash Flow and including budgeted and last year results for the same year-to-date period and other information necessary and sufficient under GAAP to fairly represent the results of operation of each of the Properties during such calendar month, all in form reasonably satisfactory to Lender; (d) reports for FF&E and Capital Expenditure projects completed during such calendar month (including a detailed explanation for any material deviations from budget) and setting forth that all disbursements and/or withdrawals, as applicable, from the Capital Improvement Reserve and the FF&E Reserve have been made with respect to items of Capital Improvement only (as opposed to items that, in accordance with GAAP, would be included as an Operating Expense); (e) monthly and year to date detailed reports of Operating Expenses for each of the Properties, including supporting documentation satisfactory to Lender in its sole discretion for each item of Extraordinary Expense (as such term is defined in the Cash Management Agreement) Agreement for which Lender has approved a disbursement from the Cash Trap Reserve pursuant to the terms of Section 3.3(a)(v) of the Cash Management Agreement; (f) most recently available "OSI", or similar quality index, index scores (including detailed information regarding criteria and thresholds); and (g) prior to Securitization (as such term is defined in the Mortgage Loan Agreement) of the Mortgage Loan, market segmentation reports for the trailing twelve (12) month period for each of the Properties; and (h) a report setting forth (i) the date of termination by Property for each Franchise Agreement that has been terminated after the Closing Date and not replaced with an Approved Franchisor, (ii) the number of Properties for which a default has occurred and has continued beyond applicable notice and grace periods under the applicable Franchise Agreement (including the percentage of the original Aggregate Allocated Loan Amount represented by such Properties), (iii) a summary report establishing that the Borrowers are Borrower is diligently continuing to pursue reflagging efforts with respect to each such Property, and (iv) a summary report including (a) the aggregate number of Properties for which the Mortgage Borrowers have entered into new Franchise Agreements as permitted by Sections 5.13(D)(i) and 5.13(D)(iv) together with the resulting Category of each such Property, and (b) the aggregate number of Properties for which any replacement (and, if more than one replacement has occurred to a single Property, the number of replacements with respect to such Property) of the applicable Franchise Agreements has occurred pursuant to the terms of Sections 5.13(D)(ii) and 5.13(D)(iii) together with the percentage of the Aggregate Outstanding Principal Balance represented by such Properties and including the resulting Category of each such Property. All of the above statements, reports and information shall be provided to Lender by email in Microsoft Excel format or other spreadsheet format reasonably acceptable to Lender (in the case of any statements, reports or information provided by third parties that are not Affiliates of the BorrowersBorrower, to the extent same are available in such format). Along with such operating statements, each Borrower shall deliver to Lender a Compliance Certificate of such the Borrower's chief executive officer or chief financial officer (or other officer with similar duties) satisfying the criteria set forth in Section 5.1(A)(viii) below.
Appears in 1 contract
Monthly Reporting. Within as soon as available and in any event within thirty (30) days after the end of each calendar month, each Borrower shall provide, or cause Manager to provide, to Lender the following items determined on an accrual basis: (a) a calculation consolidated balance sheets of the average daily rate, RevPAR Parent as at the end of such month and occupancy calculations the related consolidated statements of income and statistics for each consolidated cash flows of the Properties for the subject month; (b) Xxxxx Travel Research "STAR" reports then available; (c) monthly, and year to date operating statements prepared Parent for such calendar month and for the trailing twelve (12) month period from the beginning of the then endedcurrent Fiscal Year to the end of such month, noting Net Operating Income, Net Cash Flow and including budgeted and last year results for setting forth in each case with respect to the same year-year- to-date period period, in comparative form, the corresponding figures from the corresponding periods of the previous Fiscal Year, together with a unit-basis income statement (with per-available seat mile revenues and other information necessary expenses (line by line)), variances from the monthly operating plan delivered pursuant to clause (viii)(B) of this Section 5.1(b) for such month for each income statement line item; all such financial statements to be in the form prepared for the management of the Parent and sufficient under GAAP to certified by the Chief Financial Officer or Chief Executive Officer of the Parent as fairly represent presenting, in all material respects, the consolidated financial condition of the Parent as at the dates indicated and the results of operation its operations and its cash flows for the periods indicated (subject to normal year-end audit adjustments);
(ii) Year-End Financials: as soon as available and in any event within two (2) days after the date on which the Parent files or is required to file its Form 10-K under the Exchange Act (or would be so required if it were subject to the periodic reporting obligations of Xxxxxxx 00 xx 00 xx xxx Xxxxxxxx Xxx), (X) the consolidated balance sheets of the Parent as at the end of each Fiscal Year and the related consolidated statements of income and stockholders’ equity of the Properties during Parent for such calendar monthFiscal Year and consolidated cash flows of the Parent for such Fiscal Year, setting forth in each case in comparative form the corresponding figures for the previous Fiscal Year and the corresponding figures from the annual financial plan delivered pursuant to Section 5.1(b)(viii) for the Fiscal Year covered by such financial statements of the Parent, all in form reasonably satisfactory to Lender; (d) reports for FF&E reasonable detail and Capital Expenditure projects completed during such calendar month (including a detailed explanation for any material deviations from budget) and setting forth certified by the Chief Financial Officer or the Chief Executive Officer of the Parent that all disbursements and/or withdrawals, they fairly present the consolidated financial condition of the Parent as applicable, from at the Capital Improvement Reserve date indicated and the FF&E Reserve have results of its operations and its cash flows for the periods indicated, (B) a narrative report describing the operations of the Parent in the form prepared for presentation to senior management for such Fiscal Year, and (C) an accountant’s report on the financial statements of the Parent of [ ] or other independent certified public accountants of recognized national standing selected by the Parent, which report (1) shall be unqualified as to scope[, excepting qualifications described on Schedule 5.1(b)(ii)], (2) shall not, for each Fiscal Year commencing with the Fiscal Year ending December 31, 2007, contain a going concern qualification, and (3) shall state that such consolidated financial statements fairly present in all material respects the consolidated financial position of the Parent as at the dates indicated and the results of their operations and their cash flows for the periods indicated in conformity with GAAP applied on a basis consistent with prior years and that the examination by such accountants in connection with such consolidated financial statements has been made with respect to items of Capital Improvement only (as opposed to items that, in accordance with generally accepted auditing standards; provided, that (x) references in such report to changes in GAAP, would be included as an Operating Expense); (e) monthly and year to date detailed reports changes in accounting standards, highlighting contents of Operating Expenses for each footnotes, limitations in the scope of the Properties, including supporting documentation satisfactory to Lender in its sole discretion for each item of Extraordinary Expense (as such term is defined in the Cash Management Agreement) for which Lender has approved a disbursement audit or exclusions from the Cash Trap Reserve pursuant audit information not required by GAAP that are, in each case, customary in industry practice and not prejudicial to the terms opinion stated therein shall not be deemed to be “qualifications” for the purpose of Section 3.3(a)(vclause (C) of the Cash Management Agreement; (f) most recently available "OSI", or similar quality index, scores (including detailed information regarding criteria and thresholdsthis Section 5.1(b)(ii); (g) prior to Securitization of the Loan, market segmentation reports for the trailing twelve (12) month period for each of the Properties; and (h) a report setting forth (i) the date of termination by Property for each Franchise Agreement that has been terminated after the Closing Date and not replaced with an Approved Franchisor, (ii) the number of Properties for which a default has occurred and has continued beyond applicable notice and grace periods under the applicable Franchise Agreement (including the percentage of the original Aggregate Allocated Loan Amount represented by such Properties), (iii) a summary report establishing that the Borrowers are diligently continuing to pursue reflagging efforts with respect to each such Property, and (ivy) a summary report including (a) delivery of the aggregate number of Properties for which Form 10-K filed by the Borrowers have entered into new Franchise Agreements as permitted by Sections 5.13(D)(i) and 5.13(D)(iv) together Parent with the resulting Category of each SEC for such PropertyFiscal Year, if any, and which satisfies the requirements of clause (bC) the aggregate number of Properties for which any replacement (and, if more than one replacement has occurred to a single Property, the number of replacements with respect to such Property) of the applicable Franchise Agreements has occurred pursuant to the terms of Sections 5.13(D)(ii) and 5.13(D)(iii) together with the percentage of the Aggregate Outstanding Principal Balance represented by such Properties and including the resulting Category of each such Property. All of the above statements, reports and information shall be provided deemed to Lender by email in Microsoft Excel format or other spreadsheet format reasonably acceptable to Lender (in satisfy the case requirements of any statements, reports or information provided by third parties that are not Affiliates of the Borrowers, to the extent same are available in such formatthis Section 5.1(b)(ii). Along with such operating statements, each Borrower shall deliver to Lender a Compliance Certificate of such Borrower's chief executive officer or chief financial officer (or other officer with similar duties) satisfying the criteria set forth in Section 5.1(A)(viii) below.;
Appears in 1 contract
Samples: Loan Agreement