Borrowing Base Conditions means, with respect to any Borrowing Base Asset or Proposed Borrowing Base Asset, that such Borrowing Base Asset or Proposed Borrowing Base Asset (a) is a (i) Hotel Asset located in one of the 48 contiguous states of the United States of America, the State of Hawaii or the District of Columbia or (ii) a Recently Developed Asset or Recently Redeveloped Asset located in the CBD area of New York City, the CBD area of Washington D.C., the CBD area of Boston or South Beach, Miami, FL; (b) is income-producing, (c) is wholly-owned directly or indirectly by the Borrower either in fee simple absolute or subject to a Qualified Ground Lease; (d) is fully operating, open to the public, and not under significant development or redevelopment; (e) is free of all material structural defects or architectural deficiencies, title defects, environmental or other material matters (including a casualty event or condemnation) that could reasonably be expected to have a material adverse effect on the value, use or ability to sell or refinance such Asset; (f) is operated by an Approved Manager or any other property manager approved by the Administrative Agent; (g) to the extent operated subject to a Franchise Agreement, is operated by an Approved Franchisor or any other franchisor approved by the Administrative Agent; (h) is not subject to mezzanine Debt financing; (i) is not, and no interest of the Borrower or any of its Subsidiaries therein is, subject to any Lien (other than Permitted Liens) or any Negative Pledge; and (j) is 100% owned by a Loan Party that is a single-purpose Subsidiary of the Borrower and (1) none of the Borrower’s or the Parent Guarantor’s direct or indirect Equity Interests in such Subsidiary is subject to any Lien (other than Permitted Liens) or any Negative Pledge and (2)(x) on or prior to the date such Asset is added as a Borrowing Base Asset, such Subsidiary shall have become a Guarantor hereunder, and (y) the Borrower directly, or indirectly through a Subsidiary, has the right to take the following actions without the need to obtain the consent of any Person (other than consents required pursuant to such entity’s organizational documents or any Loan Document): (i) to create Liens on such Asset and on the Equity Interests in such Subsidiary as security for Debt of the Borrower or such Subsidiary, as applicable, and (ii) to sell, transfer or otherwise dispose of such Asset (provided, however, that in the case of the foregoing clauses (j)(i) and (j)(ii), ...
Borrowing Base Conditions means, with respect to any Proposed Borrowing Base Asset, that such Proposed Borrowing Base Asset:
Borrowing Base Conditions with respect to any asset, each of the following conditions:
Examples of Borrowing Base Conditions in a sentence
Notwithstanding the foregoing, the failure of any Proposed Borrowing Base Asset to comply with one or more of the Borrowing Base Conditions shall not preclude the addition of such Proposed Borrowing Base Asset as a Borrowing Base Asset so long as the Administrative Agent and the Required Lenders shall have expressly consented to the addition of such Proposed Borrowing Base Asset as a Borrowing Base Asset notwithstanding the failure to satisfy such conditions.
Promptly after a Responsible Officer obtains actual knowledge of any condition or event which causes any Borrowing Base Asset to fail to satisfy any of the Borrowing Base Conditions (other than those Borrowing Base Conditions, if any, that have theretofore been waived by the Administrative Agent and the Required Lenders with respect to any particular Borrowing Base Asset, to the extent of such waiver), notice to the Administrative Agent thereof.
Promptly after obtaining actual knowledge of any condition or event which causes any Borrowing Base Asset to fail to satisfy any of the Borrowing Base Conditions (other than those Borrowing Base Conditions, if any, that have theretofore been waived by the Administrative Agent and the Required Lenders with respect to any particular Borrowing Base Asset, to the extent of such waiver), notice to the Administrative Agent thereof.
Borrower shall immediately notify Administrative Agent in the event that a Borrowing Base Property fails to satisfy any of the Borrowing Base Conditions.
Detailed matrix on Program-wise opportunities for improvement are presented in Annex III.
More Definitions of Borrowing Base Conditions
Borrowing Base Conditions means, with respect to any Borrowing Base Asset or Proposed Borrowing Base Asset, that such Mortgaged Property (a) is a Real Estate Asset located in the United States of America; (b) is wholly-owned either in fee simple or ground leased pursuant to a Qualifying Ground Lease, in each case by a Guarantor Subsidiary that meets the Guarantor Subsidiary Requirements; (c) is at least 85% leased by the applicable Guarantor Subsidiary to one or more Tenants pursuant to one or more Leases and (i) such Tenants are not subject to any Bankruptcy Proceedings, (ii) no such Tenant is more than 60 days delinquent in its rent payment, (iii) each such Tenant is occupying the leased portion of the premises and open for business pursuant to a Lease complying with all the requirements set forth in the Loan Documents; and (iv) each such Lease is a net lease with at least six (6) months remaining in the Lease term (provided that for purposes of determining whether the Morristown New Jersey Real Estate Asset meets the Borrowing Base Conditions, the Lease in effect on the Closing Date with US Bank as Tenant shall not be required to have a term of at least six (6) months and, if such Lease is terminated, the Morristown New Jersey Real Estate Asset shall not be disqualified as a Borrowing Base Asset solely because such Real Estate Asset is less than 85% leased after giving effect to such termination); (d) is subject to valid and enforceable First Priority Mortgage; (e) is free of material structural defects and material environmental issues, and not subject to any condemnation proceedings; and (f) is free of any Indebtedness or Liens (other than Permitted Encumbrances).
Borrowing Base Conditions means, with respect to any Borrowing Base Asset or Proposed Borrowing Base Asset, that such Borrowing Base Asset or Proposed Borrowing Base Asset (a) is a Healthcare Asset located in one of the 48 contiguous states of the United States of America or the District of Columbia; (b) is wholly-owned directly or indirectly by the Borrower either in fee simple absolute or subject to a Qualifying Ground Lease; (c) is fully operating, properly licensed, in compliance with all applicable Healthcare Requirements, and not under significant development or redevelopment; (d) is free of all material structural defects or architectural deficiencies, title defects, environmental or other material matters (including a casualty event or condemnation) that could reasonably be expected to have a material adverse effect on the value, use or ability to sell or refinance such Asset; (e) is operated by an Approved Manager or any other property manager approved by the Administrative Agent; (f) is not subject to mezzanine Debt financing; (g) is not, and no interest of the Borrower or any of its Subsidiaries therein is, subject to any Lien (other than Permitted Liens) or any Negative Pledge; and (h) is 100% owned by a single-purpose entity that is a direct or indirect Subsidiary of the Borrower.
Borrowing Base Conditions means, with respect to any Borrowing Base Asset or Proposed Borrowing Base Asset, that such Borrowing Base Asset or Proposed Borrowing Base Asset (a) is a Healthcare Asset located in one of the 48 contiguous states of the United States of America or the District of Columbia; (b) is wholly-owned directly or indirectly by the Borrower either in fee simple absolute or subject to a Qualifying Ground Lease;(c) is fully operating, properly licensed, in compliance with all applicable Healthcare Requirements, and not under significant development or redevelopment; (d) is free of all material structural defects or architectural deficiencies, title defects, environmental or other material matters (including a casualty event or condemnation) that could reasonably be expected to have a material adverse effect on the value, use or ability to sell or refinance such Asset; (e) is operated by an Approved Manager or any other property manager approved by the Administrative Agent; (f) is not subject to mezzanine Debt financing; (g) is not, and no interest of the Borrower or any of its Subsidiaries therein is, subject to any Lien (other than Permitted Liens) or any Negative Pledge; and (h) is 100% owned by a single-purpose entity that is a direct or indirect Subsidiary of the Borrower.
Borrowing Base Conditions shall have the meaning set forth in the definition of "Borrowing Base Property".
Borrowing Base Conditions means, with respect to any Hotel Asset or Redevelopment Asset, that such Hotel Asset or Redevelopment Asset (a) is located in the United States of America; (b) has been in operation for at least one year; (c) is rated “upscale”, “upper upscale” or better by Xxxxx Travel Research; (d) is wholly-owned indirectly by the Borrower either in fee or subject to a Qualifying Ground Lease; (e) unless such Asset has been designated as a Redevelopment Asset pursuant to the terms of this Agreement, is operating and open to the public; (f) is free of all material structural defects or architectural deficiencies, title defects, environmental conditions or other materially adverse matters; (g) is operated under a nationally recognized brand by an Approved Manager or any other manager approved by the Administrative Agent; (h) is not subject to any direct or indirect, secured or unsecured Debt either at the Subsidiary Guarantor level or at any other tier of the Loan Party ownership structure (other than
Borrowing Base Conditions means, with respect to any Borrowing Base Asset or Proposed Borrowing Base Asset, that such Asset (a) is a Hotel Asset located in the United States of America that has been in operation for at least one year; (b) is a limited service, select service or full service hotel that is rated “upscale”, “midscale” or better by Smith Travel Research; (c) is wholly-owned directly or indirectly by the Borrower either in fee simple absolute or subject to a Qualifying Ground Lease and is leased to the applicable TRS Lessee pursuant to an Operating Lease; (d) is fully operating, open to the public, and not under significant development, redevelopment or Material Renovation; (e) is free of all material structural defects or architectural deficiencies, title defects, environmental or other material matters (including a casualty event or condemnation) that could reasonably be expected to have a material adverse effect on the value, use or ability to sell or refinance such Asset; (f) is operated by an Approved Manager or any other property manager approved by the Administrative Agent pursuant to a Management Agreement approved by the Administrative Agent;(g) is operated under a nationally recognized brand subject to a Franchise Agreement with an Approved Franchisor or any other franchisor approved by the Administrative Agent; (h) is not subject to mezzanine Indebtedness financing; (i) is not, and no interest of the Borrower or any of its Subsidiaries therein is, subject to any Lien (other than Permitted Liens) or any Negative Pledge; (j) is 100% owned by a Subsidiary Guarantor that satisfies the Subsidiary Guarantor Requirements 1 and (1) none of the Borrower’s or the Parent Guarantor’s direct or indirect Equity Interests in such Subsidiary is subject to any Lien (other than Permitted Liens) or any Negative Pledge and (2)(x) on or prior to the date such Asset is added to the Borrowing Base, such Subsidiary shall have become a Guarantor hereunder, and (y) the Borrower directly, or indirectly through a Subsidiary, has the right to take the following actions without the need to obtain the consent of any Person: (i) to create Liens on such Asset and on the Equity Interests in such Subsidiary as security for Indebtedness of the Borrower or such Subsidiary, as applicable, and (ii) to sell, transfer or otherwise dispose of such Asset; and (k) is assessed for real estate tax purposes as one or more wholly independent tax lot or lots, separate from any adjoining land or improvements...
Borrowing Base Conditions means, with respect to any Borrowing Base Property or Proposed Borrowing Base Property, that such Property (a) is located in one of the 48 contiguous states of the United States of America, the State of Hawaii or the District of Columbia; (b) is income-producing, (c) is wholly-owned directly or indirectly by the Borrower either in fee simple absolute or subject to a Qualified Ground Lease (other than with respect to the Properties known as “Gaitway Plaza” and “West Town”, which are not wholly-owned directly or indirectly by the Borrower, but for which the Borrower directly or indirectly controls all financing and disposition decisions); (d) is fully operational, subject to any temporary closures as a result of any public health emergency, casualty, condemnation or other event outside of Borrower’s control, and not under significant development or redevelopment; (e) is free of all material structural defects or architectural deficiencies, title defects, environmental or other material matters (including a casualty event or condemnation) that could reasonably be expected to have a material adverse effect on the value, use or ability to sell, lease or refinance such Property; (f) is not, and no interest of the Borrower or any of its Subsidiaries therein is, subject to any Lien (other than Customary Permitted Liens) or any Negative Pledge; (g) is 100% owned by a Loan Party that is a single- purpose Subsidiary of the Borrower (other than with respect to the Properties known as “Gaitway Plaza” and “West Town”) and (1) none of the Borrower’s or the Company’s direct or indirect Equity Interests in such Subsidiary is subject to any Lien (other than Customary Permitted Liens) or any Negative Pledge and (2)(x) on or prior to the date such Property is added as a Borrowing Base Property, such Subsidiary shall have become a Guarantor hereunder, and (y) the Borrower directly, or indirectly through a Subsidiary, has the right to take the following actions without the need to obtain the consent of any Person (other than consents required pursuant to such entity’s Organizational Documents or any Loan Document): (i) to create Liens on such Property and on the Equity Interests in such Subsidiary as security for Indebtedness of the Borrower or such Subsidiary, as applicable, and (ii) to sell, transfer or otherwise dispose of such Property (provided, however, that in the case of the foregoing clauses (g)(i) and (g)(ii), (x) an agreement that conditions a Person’s ability to cre...