Common use of Release of PIP Reserve Funds Clause in Contracts

Release of PIP Reserve Funds. Lender shall disburse to Borrower the PIP Reserve Funds from the PIP Reserve Account from time to time upon satisfaction by Borrower of each of the following conditions: (a) Borrower shall submit a written request for payment to Lender at least thirty (30) days prior to the date on which Borrower requests such payment be made and specifies the PIP Repairs to be paid, (b) on the date such request is received by Lender and on the date such payment is to be made, no Default or Event of Default shall exist and remain uncured, (c) Lender shall have received an Officers' Certificate (i) stating that all PIP Repairs at the applicable Individual Property to be funded by the requested disbursement have been completed in good and workmanlike manner and, to the best of Borrower's knowledge, in accordance with all Legal Requirements and Environmental Laws, such certificate to be accompanied by a copy of any license, permit or other approval by any Governmental Authority required to commence and/or complete the PIP Repairs, (ii) identifying each Person that supplied materials or labor in connection with the PIP Repairs performed at such Individual Property with respect to the reimbursement to be funded by the requested disbursement, and (iii) stating that each such Person has been paid in full upon such disbursement, such Officers' Certificate to be accompanied by lien waivers, for disbursements for materials or labor in excess of $25,000.00, or other evidence of payment reasonably satisfactory to Lender and (iv) stating that all PIP Repairs at the applicable Individual Property to be funded by the requested disbursement have been completed in accordance with any Franchise Agreement or any property improvement plan or management action plan relating thereto, (d) at Lender's option, a title search for such Individual Property indicating that such Individual Property is free from all Liens, claims and other encumbrances not previously approved by Lender, and (e) Lender shall have received such other evidence as Lender shall reasonably request that the PIP Repairs at such Individual Property to be funded by the requested disbursement have been completed and are paid for upon such disbursement to Borrower. Lender shall not be required to make disbursements from the PIP Reserve Account with respect to any Individual Property unless such requested disbursement is in an amount greater than $25,000 (or a lesser amount if the total amount in the PIP Reserve Account is less than $25,000, in which case only one disbursement of the amount remaining in the account shall be made). Lender shall not be obligated to make disbursements from the PIP Reserve Account with respect to an Individual Property in excess of the amount allocated for such Individual Property in any Franchise Agreement or any property improvement plan or management action plan relating thereto. Upon the earlier of (1) Borrower's completion of all PIP Repairs to the satisfaction of Lender (provided Borrower has supplied Lender with evidence satisfactory to Lender of payment of all PIP Repairs applicable to such Individual Property and, if requested by Lender, waivers of liens and/or, in the case of PIP Repairs greater than $100,000.00, a title search of the Property or an endorsement to the mortgagee's title insurance policy), (2) payment in full by Borrower of all sums evidenced by the Note and secured by the Security Instruments and release by Lender of the lien of the Security Instruments, or (3) release of such Individual Property in accordance with the provisions of Section 2.5 hereof, Lender shall disburse to Borrower all remaining PIP Reserve Funds allocated to such Individual Property as set forth in the applicable Franchise Agreement, property improvement plan or management plan, provided that the funds remaining in the PIP Reserve Account after such disbursement shall be, in Lender's judgment, sufficient to complete any outstanding PIP Repairs for the remaining Properties when required. SECTION 7.5 [Reserved]

Release of PIP Reserve Funds. (a) Lender shall, or shall direct Servicer to, disburse to Borrower the PIP Reserve Funds from to Borrowers out of the PIP Reserve Account from time to time upon satisfaction provided that (i) such disbursement is for PIP Alterations contemplated by the applicable PIP Plans; (ii) the applicable Borrower of for whom such disbursement is made shall have satisfied each of the following conditions: (a) Borrower shall submit a written request for payment to Lender at least thirty (30) days prior to the date on which Borrower requests such payment be made and specifies the PIP Repairs to be paid, (b) on the date such request is received by Lender and on the date such payment is to be made, no Default or Event of Default shall exist and remain uncured, (c) Lender shall have received an Officers' Certificate (i) stating that all PIP Repairs at the applicable Individual Property to be funded by the requested disbursement have been completed in good and workmanlike manner and, to the best of Borrower's knowledge, in accordance with all Legal Requirements and Environmental Laws, such certificate to be accompanied by a copy of any license, permit or other approval by any Governmental Authority required to commence and/or complete the PIP Repairs, (ii) identifying each Person that supplied materials or labor in connection with the PIP Repairs performed at such Individual Property Reserve Disbursement Conditions with respect to the reimbursement to be funded by the requested such disbursement, and ; (iii) stating that each such Person has been paid in full upon such disbursement, such Officers' Certificate to be accompanied by lien waivers, for disbursements for materials or labor in excess of $25,000.00, or other evidence of payment reasonably satisfactory to Lender and (iv) stating that all PIP Repairs at the applicable Individual Property to be funded by the requested disbursement have been completed in accordance with any Franchise Agreement or any property improvement plan or management action plan relating thereto, (d) at Lender's option, a title search for such Individual Property indicating that such Individual Property is free from all Liens, claims and other encumbrances not previously approved by Lender, and (e) Lender shall have received such other evidence as Lender shall reasonably request that the PIP Repairs at such Individual Property to be funded by the requested disbursement have been completed and are paid for upon such disbursement to Borrower. Lender shall not be required to make disbursements from the disburse PIP Reserve Account with respect to any Individual Property unless such requested Funds more frequently than once each calendar month; (iv) each disbursement is of PIP Reserve Funds must be in an amount greater not less than $25,000 the Minimum Disbursement Amount (or a lesser amount if the total amount in the of PIP Reserve Account Funds is less than $25,000the Minimum Disbursement Amount, in which case only one disbursement of the amount remaining in the account PIP Reserve Account shall be made). ; (v) each request for PIP Reserve Funds to be disbursed to Borrowers shall include a statement as to which PIP Budget line items are to be funded and what portion of the applicable PIP Budget remains unfunded, and (vi) in no event shall such PIP Reserve Funds be requisitioned or disbursed in connection with the PIP Plan and/or PIP Alterations related to the Property located in Stratford, Connecticut. (b) Nothing in this Section 6.6.2 shall (i) make Lender shall not be obligated responsible for performing or completing any PIP Alterations; (ii) require Lender to make disbursements from expend funds in addition to the PIP Reserve Account with respect to an Individual Property in excess of the amount allocated for such Individual Property in any Franchise Agreement or any property improvement plan or management action plan relating thereto. Upon the earlier of (1) Borrower's completion of all PIP Repairs to the satisfaction of Lender (provided Borrower has supplied Lender with evidence satisfactory to Lender of payment of all PIP Repairs applicable to such Individual Property and, if requested by Lender, waivers of liens and/or, in the case of PIP Repairs greater than $100,000.00, a title search of the Property or an endorsement to the mortgagee's title insurance policy), (2) payment in full by Borrower of all sums evidenced by the Note and secured by the Security Instruments and release by Lender of the lien of the Security Instruments, or (3) release of such Individual Property in accordance with the provisions of Section 2.5 hereof, Lender shall disburse to Borrower all remaining PIP Reserve Funds allocated to such Individual Property as set forth in the applicable Franchise Agreement, property improvement plan or management plan, provided that the funds remaining in the PIP Reserve Account after such disbursement shall be, in Lender's judgment, sufficient to complete any outstanding PIP Repairs for the remaining Properties when requiredAlterations; (iii) obligate Lender to proceed with any PIP Alterations; or (iv) obligate Lender to demand from Borrowers additional sums to complete any PIP Alterations. SECTION 7.5 [Reserved](c) Each Borrower shall permit Lender and Lender’s agents and representatives (including Lender’s engineer, architect or inspector) to enter onto Borrower’s Property during normal business hours upon reasonable notice (subject to the rights of guests or invitees of such Property) to inspect the progress of any PIP Alterations and all materials being used in connection therewith and to examine all plans and shop drawings relating to such PIP Alterations. Each Borrower shall cause all applicable contractors and subcontractors to cooperate with Lender or Lender’s agents or representatives described above in connection with inspections described in this Section 6.6.2(c)). (d) In addition to any insurance required under the Loan Documents, each Borrower shall provide or cause to be provided workmen’s compensation insurance, builder’s risk insurance, public liability insurance and other insurance to the extent required under applicable law in connection with the PIP Alterations to such Borrower’s Property. All such policies shall be in form and amount satisfactory to Lender.

Release of PIP Reserve Funds. (a) Lender shall, or shall direct Servicer to, disburse to Borrower the PIP Reserve Funds from to Borrowers out of the PIP Reserve Account from time to time upon satisfaction provided that (i) such disbursement is for PIP Alterations contemplated by the applicable PIP Plans; (ii) the applicable Borrower of for whom such disbursement is made shall have satisfied each of the following conditions: (a) Borrower shall submit a written request for payment to Lender at least thirty (30) days prior to the date on which Borrower requests such payment be made and specifies the PIP Repairs to be paid, (b) on the date such request is received by Lender and on the date such payment is to be made, no Default or Event of Default shall exist and remain uncured, (c) Lender shall have received an Officers' Certificate (i) stating that all PIP Repairs at the applicable Individual Property to be funded by the requested disbursement have been completed in good and workmanlike manner and, to the best of Borrower's knowledge, in accordance with all Legal Requirements and Environmental Laws, such certificate to be accompanied by a copy of any license, permit or other approval by any Governmental Authority required to commence and/or complete the PIP Repairs, (ii) identifying each Person that supplied materials or labor in connection with the PIP Repairs performed at such Individual Property Reserve Disbursement Conditions with respect to the reimbursement to be funded by the requested such disbursement, and ; (iii) stating that each such Person has been paid in full upon such disbursement, such Officers' Certificate to be accompanied by lien waivers, for disbursements for materials or labor in excess of $25,000.00, or other evidence of payment reasonably satisfactory to Lender and (iv) stating that all PIP Repairs at the applicable Individual Property to be funded by the requested disbursement have been completed in accordance with any Franchise Agreement or any property improvement plan or management action plan relating thereto, (d) at Lender's option, a title search for such Individual Property indicating that such Individual Property is free from all Liens, claims and other encumbrances not previously approved by Lender, and (e) Lender shall have received such other evidence as Lender shall reasonably request that the PIP Repairs at such Individual Property to be funded by the requested disbursement have been completed and are paid for upon such disbursement to Borrower. Lender shall not be required to make disbursements from the disburse PIP Reserve Account with respect to any Individual Property unless such requested Funds more frequently than once each calendar month; (iv) each disbursement is of PIP Reserve Funds must be in an amount greater not less than $25,000 the Minimum Disbursement Amount (or a lesser amount if the total amount in the of PIP Reserve Account Funds is less than $25,000the Minimum Disbursement Amount, in which case only one disbursement of the amount remaining in the account PIP Reserve Account shall be made). ; (v) each request for PIP Reserve Funds to be disbursed to Borrowers shall include a statement as to which PIP Budget line items are to be funded and what portion of the applicable PIP Budget remains unfunded, and (vi) in no event shall such PIP Reserve Funds be requisitioned or disbursed in connection with the PIP Plan and/or PIP Alterations related to the Property located in Stratford, Connecticut. (b) Nothing in this Section 6.6.2 shall (i) make Lender shall not be obligated responsible for performing or completing any PIP Alterations; (ii) require Lender to make disbursements from expend funds in addition to the PIP Reserve Account Funds to complete any PIP Alterations; (iii) obligate Lender to proceed with respect any PIP Alterations; or (iv) obligate Lender to an Individual demand from Borrowers additional sums to complete any PIP Alterations. (c) Each Borrower shall permit Lender and Lender’s agents and representatives (including Lender’s engineer, architect or inspector) to enter onto Borrower’s Property during normal business hours upon reasonable notice (subject to the rights of guests or invitees of such Property) to inspect the progress of any PIP Alterations and all materials being used in excess connection therewith and to examine all plans and shop drawings relating to such PIP Alterations. Each Borrower shall cause all applicable contractors and subcontractors to cooperate with Lender or Lender’s agents or representatives described above in connection with inspections described in this Section 6.6.2(c)). After all of the amount allocated for such Individual Property in any Franchise Agreement or any property improvement plan or management action plan relating thereto. Upon the earlier of (1) Borrower's completion of all PIP Repairs to the satisfaction of Lender (provided Borrower has supplied Lender with evidence satisfactory to Lender of payment of all PIP Repairs applicable to such Individual Property and, if requested by Lender, waivers of liens and/or, in the case of PIP Repairs greater than $100,000.00, a title search of the Property or an endorsement to the mortgagee's title insurance policy), (2) payment in full by Borrower of all sums evidenced by the Note and secured by the Security Instruments and release by Lender of the lien of the Security Instruments, or (3) release of such Individual Property Alterations have been completed in accordance with the provisions of Section 2.5 hereofPIP Plans and Borrowers shall have provided evidence reasonably satisfactory to Lender that the applicable Franchisors have accepted the PIP Alterations as complete, Lender shall disburse to Borrower all remaining any PIP Reserve Funds allocated to such Individual Property as set forth in the applicable Franchise Agreement, property improvement plan or management plan, provided that the funds remaining on deposit in the PIP Reserve Account after such disbursement shall be, be deposited into the FF&E Account for application in Lender's judgment, sufficient to complete any outstanding PIP Repairs for accordance the remaining Properties when requiredterms of Section 6.5 hereof. SECTION 7.5 [Reserved](d) In addition to any insurance required under the Loan Documents, each Borrower shall provide or cause to be provided workmen’s compensation insurance, builder’s risk insurance, public liability insurance and other insurance to the extent required under applicable law in connection with the PIP Alterations to such Borrower’s Property. All such policies shall be in form and amount satisfactory to Lender.

Release of PIP Reserve Funds. (a) Lender shall disburse PIP Reserve Funds only for PIP Work. (b) Lender shall disburse to Borrower the PIP Reserve Funds from the PIP Reserve Account from time to time (or any portion thereof) upon satisfaction by Borrower of each of the following conditions: : (ai) Borrower shall submit a written request for payment to Lender at least thirty ten (3010) days prior to the date on which Borrower requests such payment be made and specifies the PIP Repairs Work to be paid, (bii) on the date such request is received by Lender and on the date such payment is to be made, no Default or Event of Default shall exist and remain uncured, (ciii) Lender shall have received an Officers' Certificate a certificate from Borrower (iA) stating that the items to be funded by the requested disbursement are PIP Work, (B) stating that all PIP Repairs Work at the applicable Individual Property to be funded by the requested disbursement have been completed in a good and workmanlike manner and, to the best of Borrower's knowledge, and in accordance with all applicable Legal Requirements and Environmental Lawsany Major Lease, Brand Management Agreement, Franchise Agreement, Material Agreement and any REA, such certificate to be accompanied by a copy of any license, permit or other approval required by any Governmental Authority required to commence and/or complete in connection with the PIP RepairsWork, (iiC) identifying each Person that supplied materials or labor in connection with the PIP Repairs performed at such Individual Property with respect to the reimbursement Work to be funded by the requested disbursement, and (iiiD) stating that each such Person has been paid in full or will be paid in full upon such disbursement, such Officers' Certificate certificate to be accompanied by lien waivers, for disbursements for materials or labor in excess of $25,000.00, waivers or other evidence of payment reasonably satisfactory to Lender and Lender, (iv) stating that all PIP Repairs at the applicable Individual Property to be funded by the requested disbursement have been completed in accordance with any Franchise Agreement or any property improvement plan or management action plan relating thereto, (d) at Lender's ’s option, if the cost of the PIP Work exceeds $500,000, a title search for such the applicable Individual Property indicating that such Individual Property is free from all Liens, claims and other encumbrances not previously approved by Lender, and (ev) at Lender’s option, if the cost of any individual PIP Work exceeds $500,000, Lender shall have received a report satisfactory to Lender in its reasonable discretion from an architect or engineer approved by Lender in respect of such architect or engineer’s inspection of the required repairs, and (vi) Lender shall have received such other evidence as Lender shall reasonably request that the PIP Repairs Work at such the applicable Individual Property to be funded by the requested disbursement have has been completed and are is paid for or will be paid upon such disbursement to Borrower. Lender shall not be required to make disbursements from the disburse PIP Reserve Account with respect to any Individual Property unless such requested disbursement is Funds more frequently than once each calendar month, nor in an amount greater less than $25,000 the Minimum Disbursement Amount (or a lesser amount if the total amount in the of PIP Reserve Account Funds is less than $25,000the Minimum Disbursement Amount, in which case only one disbursement of the amount remaining in the account shall be made). . (c) Nothing in this Section 6.7.2 shall (i) make Lender shall not be obligated responsible for making or completing the PIP Work; (ii) require Lender to make disbursements from expend funds in addition to the PIP Reserve Account Funds to complete any PIP Work; (iii) obligate Lender to proceed with respect the PIP Work; or (iv) obligate Lender to an demand from Borrower additional sums to complete any PIP Work. (d) Borrower shall permit Lender and Lender’s agents and representatives (including, without limitation, Lender’s engineer, architect, or inspector) or third parties to enter onto the applicable Individual Property during normal business hours (subject to the rights of Tenants under their Leases) to inspect the progress of any PIP Work and all materials being used in excess connection therewith and to examine all plans and shop drawings relating to such PIP Work. Borrower shall cause all contractors and subcontractors to cooperate with Lender or Lender’s representatives or such other Persons described above in connection with inspections described in this Section 6.7.2(d). (e) If a disbursement will exceed $500,000, Lender may require an inspection of the amount allocated for such applicable Individual Property in any Franchise Agreement or any property improvement plan or management action plan relating thereto. Upon the earlier at Borrower’s expense prior to making a disbursement of (1) Borrower's completion of all PIP Repairs to the satisfaction of Lender (provided Borrower has supplied Lender with evidence satisfactory to Lender of payment of all PIP Repairs applicable to such Individual Property and, if requested by Lender, waivers of liens and/or, in the case of PIP Repairs greater than $100,000.00, a title search of the Property or an endorsement to the mortgagee's title insurance policy), (2) payment in full by Borrower of all sums evidenced by the Note and secured by the Security Instruments and release by Lender of the lien of the Security Instruments, or (3) release of such Individual Property in accordance with the provisions of Section 2.5 hereof, Lender shall disburse to Borrower all remaining PIP Reserve Funds allocated in order to such Individual Property as set forth in the applicable Franchise Agreement, property improvement plan or management plan, provided that the funds remaining in verify completion of the PIP Work for which reimbursement is sought. Lender may require that such inspection be conducted by an appropriate independent qualified professional selected by Lender and may require a certificate of completion by an independent qualified professional architect acceptable to Lender prior to the disbursement of PIP Reserve Account after Funds. Borrower shall pay the expense of the inspection as required hereunder, whether such disbursement shall be, in Lender's judgment, sufficient to complete any outstanding PIP Repairs for the remaining Properties when requiredinspection is conducted by Lender or by an independent qualified professional architect. SECTION 7.5 [Reserved](f) In addition to any insurance required under the Loan Documents, Borrower shall provide or cause to be provided workmen’s compensation insurance, builder’s risk, and public liability insurance and other insurance to the extent required under applicable law in connection with PIP Work. All such policies shall be in form and amount reasonably satisfactory to Lender.