Common use of WORKING CAPITAL AND BANK ACCOUNTS Clause in Contracts

WORKING CAPITAL AND BANK ACCOUNTS. 8.1. Owner will provide Operator with initial working capital for the Hotel in the amount of $750 per room. Thereafter, funds sufficient in amount to constitute normal working capital for the uninterrupted and efficient operation of the Hotel shall be maintained from Total Revenues (as defined in Section 11.1) in an amount at least equal to the working capital specified in the most recent Cash Flow Forecast (as defined in Section 9.4). 8.2. All funds received by Operator in the operation of the Hotel, including working capital furnished by Owner, shall be deposited in a special account or accounts bearing the name of the Hotel (the "Agency Account") in such federally insured bank, savings and loan or trust company as may be selected by Operator and reasonably approved by Owner. Any successor or substitute bank, savings and loan or trust company shall be selected in the same manner. From the Agency Account, Operator shall pay all Operating Expenses, Fixed Charges, debt service, ground rent, capital costs and other amounts required to be paid by Operator on Owner's behalf under this Agreement (to the extent, in each case, such amounts are permitted or required to be paid under this Agreement). In addition to the Agency Account, an account shall be established at the same institution for a reserve for replacements, substitutions and additions to the FF&E (the "FF&E Reserve Account"). 8.3. The Agency Account and the FF&E Reserve Account shall be in the name of Operator as agent for Owner and shall be under the control of Operator. Checks or other documents of withdrawal shall be signed only by representatives of Operator, provided that such representatives shall be bonded or otherwise insured in a manner reasonably satisfactory to Owner. The premiums for bonding or other insurance shall be an Operating Expense except for premiums for bonding off-site executive employees of Operator. Upon the expiration or termination of this Agreement all remaining amounts in the Agency Account and the FF&E Reserve Account shall be transferred to Owner. 8.4. Any security deposit held under a Lease shall be held in a separate account if required by law or the terms of the Lease or if otherwise required by Owner.

WORKING CAPITAL AND BANK ACCOUNTS. 8.1. Owner will provide Operator with initial maintain working capital for the Hotel in the amount of $750 per room. Thereafter, funds on a system-wide basis sufficient in amount to constitute normal reasonable working capital for the uninterrupted and efficient operation of the Hotel shall be maintained from Total Revenues (Hotel, and provide Operator with such funds, as defined in Section 11.1) in an amount at least equal to the working capital specified in the most recent Cash Flow Forecast (as defined in Section 9.4)and when reasonably required by Operator. 8.2. All funds received by Operator in the operation of the Hotel, including and funds for working capital furnished provided by Owner, shall be deposited in a special an account or accounts bearing the name of Owner and the Hotel established by Owner at such financial institution as may from time to time be selected by Owner (the "AGENCY ACCOUNT"); provided, however, that, except as otherwise provided in this Agreement, no signature or other approval of Owner or any representative thereof shall be required for any withdrawal by Operator therefrom. Amounts in the Agency Account") in such federally insured bank, savings and loan or trust company as Account may be selected temporarily withdrawn and invested by Operator and reasonably approved by Owner. Any successor or substitute bankin any Permitted Investments, savings and loan or trust company shall be selected in having due regard for the same mannertiming of the Hotel's cash needs. From the Agency Account, Operator shall pay all Operating ExpensesExpenses and reimburse itself for any reimbursable expenses in accordance with this Agreement, Fixed Chargespay to itself the Base Fee and Incentive Fee and remit any excess amounts to Owner. In addition, Owner may, at its option, from time to time, instruct Operator to withhold specified amounts from Owner's share as accruals against real estate taxes, debt serviceservice and insurance costs, ground rent, capital costs and other for the benefit of Owner. All interest earned or accrued on amounts required to invested from the Agency Account shall be paid by Operator on Owner's behalf under this Agreement (to the extent, in each case, such amounts are permitted or required to be paid under this Agreement). In addition added to the Agency Account, an account Account and shall not constitute Gross Revenues or be established at the same institution for a reserve for replacements, substitutions and additions to the FF&E (the "FF&E Reserve Account"). 8.3included therein. The Agency Account and the FF&E Reserve Account shall be in the name of Operator as agent for owned by Owner and shall be controlled and operated by Operator as provided herein and in its capacity hereunder. For the purposes of this Agreement, "PERMITTED INVESTMENTS" shall mean insured demand deposits, certificates of deposit, bankers' acceptances and time deposits of United States banks which (i) issue (or the parent company of which issues) commercial paper rated by Moody's Investors Service, Inc. or by Standard & Poor's Rating Servicxx xx xot less than "1" if then rated by Moody's and not less than "A1" if then rated by Standard & Poor's, (ii) are organized under the control of Operator. Checks or other documents of withdrawal shall be signed only by representatives of Operator, provided that such representatives shall be bonded or otherwise insured in a manner reasonably satisfactory to Owner. The premiums for bonding or other insurance shall be an Operating Expense except for premiums for bonding off-site executive employees of Operator. Upon the expiration or termination of this Agreement all remaining amounts in the Agency Account and the FF&E Reserve Account shall be transferred to Owner. 8.4. Any security deposit held under a Lease shall be held in a separate account if required by law or the terms laws of the Lease United States or if otherwise required by Ownerany state thereof, and (iii) have combined capital and surplus in excess of $100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having combined assets of less than $1,000,000,000 will not exceed $200,000.

WORKING CAPITAL AND BANK ACCOUNTS. 8.1. Owner will provide Operator with a sufficient amount of initial working capital for the Hotel Managed Outlet, as determined in the amount reasonable discretion of $750 per roomOwner (the "Initial Working Capital"). Thereafter, funds sufficient in amount to constitute normal working capital for the uninterrupted and efficient operation of the Hotel Managed Outlet shall be maintained from Total Revenues (as defined in Section 11.1) or otherwise provided by Owner in an amount at least equal to the working capital specified in the most recent Cash Flow Forecast (as defined in Section 9.4). 8.2. All funds received by Operator in the operation of the HotelManaged Outlet, including working capital furnished by Owner, shall be deposited in a special account or accounts bearing the name of the Hotel Managed Outlet (the "Agency Account") in such federally insured bank, savings and loan or trust company as may be selected by Operator and reasonably approved by Owner. Any successor or substitute bank, savings and loan or trust company shall be selected in the same manner. From the Agency Account, Operator shall pay all Operating Expenses, Fixed Charges, debt service, ground rent, capital costs the Hotel Priority Return (as hereinafter defined) and other amounts required to be paid by Operator on Owner's behalf under this Agreement (to the extent, in each case, such amounts are permitted or required to be paid under this Agreement). In addition to the Agency Account, an account shall be established at the same institution for a reserve for replacements, substitutions and additions to the FF&E (the "FF&E Reserve Account"). 8.3. The Agency Account and the FF&E Reserve Account shall be in the name of Operator as agent for Owner and shall be under the control of Operator. Checks or other documents of withdrawal shall be signed only by representatives of Operator, provided that such representatives shall be bonded or otherwise insured in a manner reasonably satisfactory to Owner. The premiums for bonding or other insurance shall be an Operating Expense except for premiums for bonding off-site executive employees of Operator. Upon the expiration or termination of this Agreement all remaining amounts in the Agency Account and the FF&E Reserve Account shall be transferred to Owner. 8.4. Any security deposit held under a Lease shall be held in a separate account if required by law or the terms of the Lease or if otherwise required by Owner.

WORKING CAPITAL AND BANK ACCOUNTS. 8.1. Owner will provide Operator with initial 8.1 Subject to Section 6.3, (i) funds for working capital for the Hotel in the amount of $750 per room. Thereafter, funds sufficient in amount to constitute normal working capital for the uninterrupted and efficient operation of the Hotel shall be maintained from Total Revenues or other funds available therefor in the trust estate and in accordance with the Indenture, and (as defined in Section 11.1ii) in an amount at least equal to no event will the working capital specified balance in the most recent Cash Flow Forecast Operating Account be less than One Hundred Fifty Thousand Dollars (as defined in Section 9.4$150,000), taking into account anticipated Total Revenues to be received at the Hotel during the applicable period. 8.28.2 Manager further acknowledges and agrees that Owner is a single purpose entity that has no assets or financial resources other than its leasehold interest in the Hotel and the Total Revenues of the Hotel. All funds received The Total Revenues are pledged as security to satisfy the payment of the Bonds, as provided in the Indenture. 8.3 Manager shall deposit each business day (or as otherwise agreed by Operator Owner in writing) the Total Revenues realized from the operation of the Hotel, including working capital furnished Hotel as required in the Indenture into an account established by Owner, Owner for such purpose (the “Depository Account”). Funds in the Depository Account are periodically swept up and transferred to the Bonds Trustee in accordance with the Indenture. Manager shall be deposited in establish and maintain a special account or accounts bearing in the name of the Hotel Manager as agent for and fiduciary of Owner (the "Agency “Operating Account"”) in such federally insured bank, savings and loan or trust company as may be selected by Operator and reasonably approved by Owner. Any successor or substitute bank, savings and loan or trust company shall be selected in the same manner. Manager shall have no liability for any loss resulting from insolvency, malfeasance or negligence of the bank in which such funds are deposited. Funds received from the Bonds Trustee for payment of Operating and Maintenance Expenses (as defined in the Indenture) shall be deposited in the Operating Account. From the Agency Operating Account, Operator Manager shall pay all Operating Expenses, Fixed Charges, debt service, ground rent, capital costs Non-Operating Expenses and other amounts required to be paid by Operator Manager on Owner's ’s behalf under this Agreement (to Agreement. Upon request from Owner, Manager shall provide Owner with copies of the extent, in each case, such amounts are permitted bank statements for the Operating Account or required to be paid any other account maintained by Manager under this Agreement). In addition to the Agency Account, an account shall be established at the same institution for a reserve for replacements, substitutions and additions to the FF&E (the "FF&E Reserve Account"). 8.3. 8.4 The Agency Account and the FF&E Reserve Operating Account shall be in the name of Operator Manager, as agent for Owner and fiduciary of Owner. Except as expressly set forth below, only representatives of Manager shall be under the control of Operator. Checks sign checks or other documents of withdrawal shall be signed only by representatives of Operatorwithdrawal, provided that such representatives shall be bonded or otherwise insured in a manner reasonably satisfactory to Owner. The premiums for bonding or other insurance shall be an Operating Expense except for premiums for bonding and/or insuring off-site executive employees Corporate Employees of OperatorManager. Upon the expiration or termination of this Agreement and provided all fees, costs, expenses and obligations incurred under this Agreement have been paid or discharged, all remaining amounts in the Agency Operating Account and the FF&E Reserve Account other accounts maintained by Manager under this Article shall be transferred to Owner. Manager shall also have the right, subject to approval from Owner which shall not be unreasonably withheld, to establish any additional bank accounts in the name of Owner that Manager deems reasonably necessary, except for the payroll account which shall be in the name of Manager (dba Hotel). Owner shall also have a signatory right to the Operating Account and any other bank accounts, as applicable; provided, however, that check writing and other documents for the withdrawal of funds from the Operating Account will require the signature approval of (i) an Executive Personnel of Manager only, or (ii) Owner and an Executive Personnel of Manager, but not Owner only. Notwithstanding the foregoing to the contrary, from and after and during the continuance of an Event of Default by Manager under this Agreement, Owner shall be authorized to make withdrawals from the Operating Account and other accounts relating to the Hotel as long as (i) such amounts are applied to Hotel Operating Expenses and not for any other purpose; (ii) Owner in good faith believes any non-payment will have an adverse effect on the Hotel; and (iii) Owner uses commercially reasonable efforts to notify Manager in writing at least two (2) business days prior to the withdrawal outlining the amount and purpose of such withdrawal. 8.4. Any security deposit held under a Lease 8.5 Owner further acknowledges and agrees that Manager shall have no obligation to advance its own funds for any payment and that no provisions herein that call for Manager to make payments, provide funds or which otherwise impose financial obligations on Manager shall be held in a separate account if required by law or the terms of the Lease or if otherwise required by Ownerconstrued to impose such obligations.

WORKING CAPITAL AND BANK ACCOUNTS. 8.1. Owner will provide Operator with initial 8.1 Subject to Section 6.3, (i) funds for working capital for the Hotel in the amount of $750 per room. Thereafter, funds sufficient in amount to constitute normal working capital for the uninterrupted and efficient operation of the Hotel shall be maintained from Total Revenues or other funds available thereforetherefor in the trust estate and in accordance with the Indenture, and (as defined in Section 11.1ii) in an amount at least equal to no event will the working capital specified balance in the most recent Cash Flow Forecast Operating Account be less than One Hundred Fifty Thousand Dollars (as defined in Section 9.4$150,000), taking into account anticipated Total Revenues to be received at the Hotel during the applicable period. 8.28.2 Manager further acknowledges and agrees that Owner is a single purpose entity that has no assets or financial resources other than its leasehold interest in the Hotel and the Total Revenues of the Hotel. All funds received The Total Revenues are pledged as security to satisfy the payment of certain bonds that were issued to finance the development and reconstruction of the Hotelthe Bonds, as provided in the Indenture. 8.3 Manager shall deposit each business day (or as otherwise agreed by Operator Owner in writing) the Total Revenues realized from the operation of the Hotel, including working capital furnished Hotel as required in the Indenture into an account established by Owner, Owner for such purpose (the “Depository Account”). Funds in the Depository Account are periodically swept up and transferred to the Bonds Trustee in accordance with the Indenture. Manager shall be deposited in establish and maintain a special account or accounts bearing in the name of the Hotel Manager as agent for and fiduciary of Owner (the "Agency “Operating Account"”) in such federally insured bank, savings and loan or trust company as may be selected by Operator and reasonably approved by Owner. Any successor or substitute bank, savings and loan or trust company shall be selected in the same manner. Manager shall have no liability for any loss resulting from insolvency, malfeasance or negligence of the bank in which such funds are deposited. Funds received from the Bonds Trustee for payment of Operating and Maintenance Expenses (as defined in the Indenture) shall be deposited in the Operating Account. From the Agency Operating Account, Operator Manager shall pay all Operating Expenses, Fixed Charges, debt service, ground rent, capital costs ChargesNon-Operating Expenses and other amounts required to be paid by Operator Manager on Owner's ’s behalf under this Agreement (to Agreement. Upon request from Owner, Manager shall provide Owner with copies of the extent, in each case, such amounts are permitted bank statements for the Operating Account or required to be paid any other account maintained by Manager under this Agreement). In addition to the Agency Account, an account shall be established at the same institution for a reserve for replacements, substitutions and additions to the FF&E (the "FF&E Reserve Account"). 8.3. 8.4 The Agency Account and the FF&E Reserve Operating Account shall be in the name of Operator Manager, as agent for Owner and fiduciary of Owner. Except as expressly set forth below, only representatives of Manager shall be under the control of Operator. Checks sign checks or other documents of withdrawal shall be signed only by representatives of Operatorwithdrawal, provided that such representatives shall be bonded or otherwise insured in a manner reasonably satisfactory to Owner. The premiums for bonding or other insurance shall be an Operating Expense except for premiums for bonding and/or insuring off-site executive employees ExecutiveCorporate Employees of OperatorManager. Upon the expiration or termination of this Agreement and provided all fees, costs, expenses and obligations incurred under this Agreement have been paid or discharged, all remaining amounts in the Agency Operating Account and the FF&E Reserve Account other accounts maintained by Manager under this Article shall be transferred to Owner. Manager shall also have the right, subject to approval from Owner which shall not be unreasonably withheld, to establish any additional bank accounts in the name of Owner that Manager deems reasonably necessary, except for the payroll account which shall be in the name of Manager (dba Hotel). Owner shall also have a signatory right to the Operating Account and any other bank accounts, as applicable; provided, however, that check writing and other documents for the withdrawal of funds from the Operating Account will require the signature approval of (i) an Executive EmployeePersonnel of Manager only, or (ii) Owner and an Executive Employee ofPersonnel of Manager, but not Owner only. Notwithstanding the foregoing to the contrary, from and after and during the continuance of an Event of Default by Manager under this Agreement, Owner shall be authorized to make withdrawals from the Operating Account and other accounts relating to the Hotel as long as (i) such amounts are applied to Hotel operating expensesOperating Expenses and not for any other purpose; (ii) Owner in good faith believes any non-payment will have an adverse effect on the Hotel; and (iii) Owner uses commercially reasonable efforts to notify Manager in writing at least two (2) business days prior to the withdrawal outlining the amount and purpose of such withdrawal. 8.4. Any security deposit held under a Lease 8.5 Owner further acknowledges and agrees that Manager shall have no obligation to advance its own funds for any payment and that no provisions herein that call for Manager to make payments, provide funds or which otherwise impose financial obligations on Manager shall be held in a separate account if required by law or the terms of the Lease or if otherwise required by Ownerconstrued to impose such obligations.