Common use of Substitution of Properties Clause in Contracts

Substitution of Properties. Subject to the terms of this Section 2.6, Borrower may cause Mortgage Borrower to obtain from time to time a release of one or more Individual Properties from the Lien of the related Security Instrument (each, a “Release Property”) provided that the aggregate Allocated Loan Amounts of all the security interests released under this Section 2.6 (including the security interest that is the subject of the release), does not exceed 25% of the original principal amount of the Loan, by substituting therefor another hotel property of substantially similar kind and quality acquired by Mortgage Borrower or an Affiliate of Mortgage Borrower (individually, a “Substitute Property” and collectively, the “Substitute Properties”) (provided, however, if the Substitute Property shall be owned by an Affiliate of Mortgage Borrower said Affiliate, (i) shall be wholly owned and controlled directly by the Borrower, and if such Affiliate has a Principal, such Principal shall be wholly owned and controlled directly by Borrower, (ii) shall assume all the obligations of Mortgage Borrower under the Mortgage Loan Documents and (iii) shall become a party to the Mortgage Note and the other Loan Documents and shall be bound by the terms and provisions thereof as if it had executed the Mortgage Note and the Mortgage Loan Documents and shall have the rights and obligations of Mortgage Borrower thereunder), provided that the following conditions precedent are satisfied:

Substitution of Properties. Subject to the terms of this Section 2.6, Borrower may cause obtain the release of Borrower’s obligations under the Loan Documents with respect to an Individual Property (each, a “Release Property”) by causing Mortgage Borrower to obtain obtain, from time to time time, a release of one or more an Individual Properties Property from the Lien of the related Security Instrument (each, a “Release Property”and the related Loan Documents) provided that the aggregate Allocated Loan Amounts of all the security interests released under this Section 2.6 (including the security interest that is the subject of the release), does not exceed 25% of the original principal amount of the Loan, by and substituting therefor another hotel industrial property of substantially similar like kind and quality acquired by Mortgage Borrower or an Affiliate of Mortgage Borrower (individually, a “Substitute Property” and collectively, the “Substitute Properties”) (provided, however, if the Substitute Property shall be owned by an Affiliate of Mortgage Borrower said Affiliate, Affiliate (i) shall be wholly owned and controlled directly by the Borrowerowned, and if such Affiliate has a Principaldirectly, such Principal shall be wholly owned and controlled directly by Borrower, (ii) shall assume all the obligations of Mortgage Borrower under the Mortgage Loan Agreement, the Mortgage Note and the other Loan Documents and (iii) shall become a party to the Mortgage Note and the other Mortgage Loan Documents and shall be bound by the terms and provisions thereof as if it had executed the Mortgage Note and the other Mortgage Loan Documents and shall have the rights and obligations of Mortgage Borrower thereunder) (individually, a “Substitute Property” and collectively, the “Substitute Properties”), provided that the following conditions precedent are satisfied:

Substitution of Properties. Subject to the terms of this Section 2.6, Borrower may cause obtain the release of Borrower’s obligations under the Loan Documents with respect to an Individual Property (each, a “Release Property”) by causing Mortgage Borrower to obtain obtain, from time to time time, a release of one or more an Individual Properties Property from the Lien of the related Security Instrument (each, a “Release Property”and the related Loan Documents) provided that the aggregate Allocated Loan Amounts of all the security interests released under this Section 2.6 (including the security interest that is the subject of the release), does not exceed 25% of the original principal amount of the Loan, by and substituting therefor another hotel industrial property of substantially similar like kind and quality acquired by Mortgage Borrower or an Affiliate of Mortgage Borrower (individually, a “Substitute Property” and collectively, the “Substitute Properties”) (provided, however, if the Substitute Property shall be owned by an Affiliate of Mortgage Borrower said Affiliate, Affiliate (i) shall be wholly owned and controlled directly owned, (A) directly, by the Borrower, and if such Affiliate has a Principal(B) indirectly, such Principal shall be wholly owned by Mezzanine A Borrower, Mezzanine B Borrower, Mezzanine C Borrower and controlled directly by Mezzanine D Borrower, (ii) shall assume all the obligations of Mortgage Borrower under the Mortgage Loan Agreement, the Mortgage Note and the other Loan Documents and (iii) shall become a party to the Mortgage Note and the other Mortgage Loan Documents and shall be bound by the terms and provisions thereof as if it had executed the Mortgage Note and the other Mortgage Loan Documents and shall have the rights and obligations of Mortgage Borrower thereunder) (individually, a “Substitute Property” and collectively, the “Substitute Properties”), provided that the following conditions precedent are satisfied:

Substitution of Properties. Subject to the terms of this Section 2.6, Borrower may cause obtain the release of Borrower’s obligations under the Loan Documents with respect to an Individual Property (each, a “Release Property”) by causing Mortgage Borrower to obtain obtain, from time to time time, a release of one or more an Individual Properties Property from the Lien of the related Security Instrument (each, a “Release Property”and the related Loan Documents) provided that the aggregate Allocated Loan Amounts of all the security interests released under this Section 2.6 (including the security interest that is the subject of the release), does not exceed 25% of the original principal amount of the Loan, by and substituting therefor another hotel industrial property of substantially similar like kind and quality acquired by Mortgage Borrower or an Affiliate of Mortgage Borrower (individually, a “Substitute Property” and collectively, the “Substitute Properties”) (provided, however, if the Substitute Property shall be owned by an Affiliate of Mortgage Borrower said Affiliate, Affiliate (i) shall be wholly owned and controlled directly owned, (A) directly, by the Borrower, and if such Affiliate has a Principal(B) indirectly, such Principal shall be wholly owned by Mezzanine A Borrower, Mezzanine B Borrower, Mezzanine D Borrower and controlled directly by Mezzanine E Borrower, (ii) shall assume all the obligations of Mortgage Borrower under the Mortgage Loan Agreement, the Mortgage Note and the other Loan Documents and (iii) shall become a party to the Mortgage Note and the other Mortgage Loan Documents and shall be bound by the terms and provisions thereof as if it had executed the Mortgage Note and the other Mortgage Loan Documents and shall have the rights and obligations of Mortgage Borrower thereunder) (individually, a “Substitute Property” and collectively, the “Substitute Properties”), provided that the following conditions precedent are satisfied:

Substitution of Properties. Subject to the terms of this Section 2.6, Borrower may cause obtain the release of Borrower’s obligations under the Loan Documents with respect to an Individual Property (each, a “Release Property”) by causing Mortgage Borrower to obtain obtain, from time to time time, a release of one or more an Individual Properties Property from the Lien of the related Security Instrument (each, a “Release Property”and the related Loan Documents) provided that the aggregate Allocated Loan Amounts of all the security interests released under this Section 2.6 (including the security interest that is the subject of the release), does not exceed 25% of the original principal amount of the Loan, by and substituting therefor another hotel industrial property of substantially similar like kind and quality acquired by Mortgage Borrower or an Affiliate of Mortgage Borrower (individually, a “Substitute Property” and collectively, the “Substitute Properties”) (provided, however, if the Substitute Property shall be owned by an Affiliate of Mortgage Borrower said Affiliate, Affiliate (i) shall be wholly owned and controlled directly owned, (A) directly, by the Borrower, and if such Affiliate has a Principal(B) indirectly, such Principal shall be wholly owned by Mezzanine A Borrower, Mezzanine B Borrower, Mezzanine C Borrower and controlled directly by Mezzanine E Borrower, (ii) shall assume all the obligations of Mortgage Borrower under the Mortgage Loan Agreement, the Mortgage Note and the other Loan Documents and (iii) shall become a party to the Mortgage Note and the other Mortgage Loan Documents and shall be bound by the terms and provisions thereof as if it had executed the Mortgage Note and the other Mortgage Loan Documents and shall have the rights and obligations of Mortgage Borrower thereunder) (individually, a “Substitute Property” and collectively, the “Substitute Properties”), provided that the following conditions precedent are satisfied:

Substitution of Properties. Subject to the terms of this Section 2.62.9, Borrower may cause Mortgage Borrower to obtain obtain, from time to time time, a release of one or more Individual Properties from the Lien of the related Security Instrument (each, a “Release Property”) provided that the aggregate Allocated Loan Amounts of all the security interests released under this Section 2.6 (including the security interest that is the subject of the release), does not exceed 25% of the original principal amount of the Loan, by substituting therefor another hotel property one or more luxury residential apartment building properties of substantially similar like kind and quality located in the United States of America acquired by Mortgage Borrower or an Affiliate of Mortgage Borrower (individually, a “Substitute Property” and collectively, the “Substitute Properties”) (provided, however, that if the Substitute Property shall be owned by an Affiliate of Mortgage Borrower said AffiliateBorrower, such Affiliate (i) shall be wholly owned and controlled owned, directly or indirectly, by the Borrower, and if such Affiliate has a Principal, such Principal shall be wholly owned and controlled directly by BorrowerMezzanine B Borrower Entity, (ii) shall assume all the obligations of Mortgage Borrower under the Security Instrument, the Mortgage Note and the other Mortgage Loan Documents (subject, however, to the exculpatory provisions of Section 9.4 hereof) and (iii) shall become a party to the Mortgage Note and the other Mortgage Loan Documents and shall be bound by the terms and provisions thereof as if it had executed the Mortgage Note and the other Mortgage Loan Documents and shall have the rights and obligations of Mortgage Borrower thereunder) (individually, a “Substitute Property” and collectively, the “Substitute Properties”), provided that the following conditions precedent are satisfiedsatisfied or, in Lender’s sole discretion, waived:

Substitution of Properties. Subject to the terms of this Section 2.6, Borrower may cause obtain the release of Borrower’s obligations under the Loan Documents with respect to an Individual Property (each, a “Release Property”) by causing Mortgage Borrower to obtain obtain, from time to time time, a release of one or more an Individual Properties Property from the Lien of the related Security Instrument (each, a “Release Property”and the related Loan Documents) provided that the aggregate Allocated Loan Amounts of all the security interests released under this Section 2.6 (including the security interest that is the subject of the release), does not exceed 25% of the original principal amount of the Loan, by and substituting therefor another hotel industrial property of substantially similar like kind and quality acquired by Mortgage Borrower or an Affiliate of Mortgage Borrower (individually, a “Substitute Property” and collectively, the “Substitute Properties”) (provided, however, if the Substitute Property shall be owned by an Affiliate of Mortgage Borrower said Affiliate, Affiliate (i) shall be wholly owned and controlled directly owned, (A) directly, by the Borrower, and if such Affiliate has a Principal(B) indirectly, such Principal shall be wholly owned by Mezzanine B Borrower, Mezzanine C Borrower, Mezzanine D Borrower and controlled directly by Mezzanine E Borrower, (ii) shall assume all the obligations of Mortgage Borrower under the Mortgage Loan Agreement, the Mortgage Note and the other Loan Documents and (iii) shall become a party to the Mortgage Note and the other Mortgage Loan Documents and shall be bound by the terms and provisions thereof as if it had executed the Mortgage Note and the other Mortgage Loan Documents and shall have the rights and obligations of Mortgage Borrower thereunder) (individually, a “Substitute Property” and collectively, the “Substitute Properties”), provided that the following conditions precedent are satisfied:

Substitution of Properties. Subject to the terms of this Section 2.62.9, Borrower may cause Mortgage Borrower to obtain obtain, from time to time time, a release of one or more Individual Properties from the Lien of the related Security Instrument (each, a “Release Property”) provided that the aggregate Allocated Loan Amounts of all the security interests released under this Section 2.6 (including the security interest that is the subject of the release), does not exceed 25% of the original principal amount of the Loan, by substituting therefor another hotel property one or more luxury residential apartment building properties of substantially similar like kind and quality located in the United States of America acquired by Mortgage Borrower or an Affiliate of Mortgage Borrower (individually, a “Substitute Property” and collectively, the “Substitute Properties”) (provided, however, that if the Substitute Property shall be owned by an Affiliate of Mortgage Borrower said AffiliateBorrower, such Affiliate (i) shall be wholly owned and controlled owned, directly or indirectly, by the Borrower, and if such Affiliate has a Principal, such Principal shall be wholly owned and controlled directly by BorrowerBorrower Entity, (ii) shall assume all the obligations of Mortgage Borrower under the Security Instrument, the Mortgage Note and the other Mortgage Loan Documents (subject, however, to the exculpatory provisions of Section 9.4 hereof) and (iii) shall become a party to the Mortgage Note and the other Mortgage Loan Documents and shall be bound by the terms and provisions thereof as if it had executed the Mortgage Note and the other Mortgage Loan Documents and shall have the rights and obligations of Mortgage Borrower thereunder) (individually, a “Substitute Property” and collectively, the “Substitute Properties”), provided that the following conditions precedent are satisfiedsatisfied or, in Lender’s sole discretion, waived:

Substitution of Properties. Subject to the terms of this Section 2.6, Borrower may cause obtain the release of Borrower’s obligations under the Loan Documents with respect to an Individual Property (each, a “Release Property”) by causing Mortgage Borrower to obtain obtain, from time to time time, a release of one or more an Individual Properties Property from the Lien of the related Security Instrument (each, a “Release Property”and the related Loan Documents) provided that the aggregate Allocated Loan Amounts of all the security interests released under this Section 2.6 (including the security interest that is the subject of the release), does not exceed 25% of the original principal amount of the Loan, by and substituting therefor another hotel industrial property of substantially similar like kind and quality acquired by Mortgage Borrower or an Affiliate of Mortgage Borrower (individually, a “Substitute Property” and collectively, the “Substitute Properties”) (provided, however, if the Substitute Property shall be owned by an Affiliate of Mortgage Borrower said Affiliate, Affiliate (i) shall be wholly owned and controlled directly owned, (A) directly, by the Borrower, and if such Affiliate has a Principal(B) indirectly, such Principal shall be wholly owned by Mezzanine A Borrower, Mezzanine C Borrower, Mezzanine D Borrower and controlled directly by Mezzanine E Borrower, (ii) shall assume all the obligations of Mortgage Borrower under the Mortgage Loan Agreement, the Mortgage Note and the other Loan Documents and (iii) shall become a party to the Mortgage Note and the other Mortgage Loan Documents and shall be bound by the terms and provisions thereof as if it had executed the Mortgage Note and the other Mortgage Loan Documents and shall have the rights and obligations of Mortgage Borrower thereunder) (individually, a “Substitute Property” and collectively, the “Substitute Properties”), provided that the following conditions precedent are satisfied:

Substitution of Properties. Subject to the terms of this Section 2.62.9, Borrower may cause Mortgage Borrower to obtain obtain, from time to time time, a release of one or more Individual Properties from the Lien of the related Security Instrument (each, a “Release Property”) provided that the aggregate Allocated Loan Amounts of all the security interests released under this Section 2.6 (including the security interest that is the subject of the release), does not exceed 25% of the original principal amount of the Loan, by substituting therefor another hotel property one or more luxury residential apartment building properties of substantially similar like kind and quality located in the United States of America acquired by Mortgage Borrower or an Affiliate of Mortgage Borrower (individually, a “Substitute Property” and collectively, the “Substitute Properties”) (provided, however, that if the Substitute Property shall be owned by an Affiliate of Mortgage Borrower said AffiliateBorrower, such Affiliate (i) shall be wholly owned and controlled owned, directly or indirectly, by the Borrower, and if such Affiliate has a Principal, such Principal shall be wholly owned and controlled directly by BorrowerMezzanine B Borrower Entity, (ii) shall assume all the obligations of Mortgage Borrower under the Mortgage Loan Agreement, the Mortgage Note and the other Mortgage Loan Documents (subject, however, to the exculpatory provisions of Section 9.4 hereof) and (iii) shall become a party to the Mortgage Note and the other Mortgage Loan Documents and shall be bound by the terms and provisions thereof as if it had executed the Mortgage Note and the other Mortgage Loan Documents and shall have the rights and obligations of Mortgage Borrower thereunder) (individually, a “Substitute Property” and collectively, the “Substitute Properties”), provided that the following conditions precedent are satisfiedsatisfied or, in Lender’s sole discretion, waived:

Substitution of Properties. Subject to the terms of this Section 2.62.9, Borrower may cause Mortgage Borrower to obtain obtain, from time to time time, a release of one or more Individual Properties from the Lien of the related Security Instrument (each, a “Release Property”) provided that the aggregate Allocated Loan Amounts of all the security interests released under this Section 2.6 (including the security interest that is the subject of the release), does not exceed 25% of the original principal amount of the Loan, by substituting therefor another hotel property one or more luxury residential apartment building properties of substantially similar like kind and quality located in the United States of America acquired by Mortgage Borrower or an Affiliate of Mortgage Borrower (individually, a “Substitute Property” and collectively, the “Substitute Properties”) (provided, however, that if the Substitute Property shall be owned by an Affiliate of Mortgage Borrower said AffiliateBorrower, such Affiliate (i) shall be wholly owned and controlled owned, directly or indirectly, by the Borrower, and if such Affiliate has a Principal, such Principal shall be wholly owned and controlled directly by BorrowerBorrower Entity, (ii) shall assume all the obligations of Mortgage Borrower under the Mortgage Loan Agreement, the Mortgage Note and the other Mortgage Loan Documents (subject, however, to the exculpatory provisions of Section 9.4 hereof) and (iii) shall become a party to the Mortgage Note and the other Mortgage Loan Documents and shall be bound by the terms and provisions thereof as if it had executed the Mortgage Note and the other Mortgage Loan Documents and shall have the rights and obligations of Mortgage Borrower thereunder) (individually, a “Substitute Property” and collectively, the “Substitute Properties”), provided that the following conditions precedent are satisfiedsatisfied or, in Lender’s sole discretion, waived: