Replacement Franchise Agreement means either (a) a franchise, trademark and license agreement with a Qualified Franchisor substantially in the same form and substance as the Franchise Agreement for the applicable Individual Property or any other Properties, or (b) a franchise, trademark and license agreement with a Qualified Franchisor either (i) on the applicable Franchisor’s then current franchise disclosure document (FDD) with only such modifications as are not materially adverse to Mortgage Borrower or Lender or (ii) in form and substance reasonably approved by Lender, and which is approved by Lender pursuant to Section 5.25 hereof and which may, at Lender’s option, be conditioned upon Lender’s receipt of a Rating Agency Confirmation.
Replacement Franchise Agreement means a franchise, trademark and license agreement with a Qualified Franchisor, which franchise, trademark and license agreement shall be acceptable to Lender in form and substance, provided, Lender, at its option, may require that Borrower shall have obtained a Rating Agency Confirmation with respect to such replacement franchise, trademark or license agreement.
Replacement Franchise Agreement means, collectively, (a) either (i) a franchise agreement with a Qualified Franchisor substantially in the same form and substance as the Franchise Agreement, or (ii) a franchise agreement with a Qualified Franchisor, which franchise agreement shall be reasonably acceptable to Lender in form and substance, provided, with respect to this subclause (ii), Lender, at its option, may require that (A) after the occurrence of a Securitization, Borrower obtain a Rating Confirmation with respect to such franchise agreement; and (B) a “comfort letter” reasonably satisfactory in form and substance to Lender, be executed and delivered by the Qualified Franchisor to Lender.
Examples of Replacement Franchise Agreement in a sentence
Notwithstanding the foregoing, Borrower or Operating Tenant may terminate a Franchise Agreement provided that Borrower simultaneously enters into a Replacement Franchise Agreement with a Qualified Franchisor.
Borrowers shall not, without the prior consent of Administrative Agent, surrender any Franchise Agreement or terminate or cancel any Franchise Agreement or modify, change, supplement, alter or amend any Franchise Agreement, in any material respect, either orally or in writing, provided, however, that Borrowers shall be entitled to terminate or cancel any Franchise Agreement that is replaced with a Replacement Franchise Agreement.
In the event that the Franchise Agreement expires or is surrendered, terminated or canceled (without limiting any obligation of Borrower to obtain Lender’s consent to any surrender, termination, cancellation, modification, renewal or extension of the Franchise Agreement in accordance with the terms and provisions of this Agreement), Borrower shall enter into a Replacement Franchise Agreement with a Qualified Franchisor contemporaneously with such expiration, surrender, termination or cancellation.
Sellers shall cooperate with Purchaser with respect to Purchaser obtaining a Replacement Franchise Agreement for each Hotel Asset effective as of the Closing.
In the event that any Franchise Agreement expires or is terminated (without limiting any obligation of Borrower to obtain Lender’s consent to any termination or modification of any Franchise Agreement in accordance with the terms and provisions of this Agreement), Borrower shall cause Mortgage Borrower and Baltimore Owner to promptly enter into a Replacement Franchise Agreement with Franchisor or Qualified Franchisor, as applicable.
More Definitions of Replacement Franchise Agreement
Replacement Franchise Agreement means either (a) a franchise, trademark and license agreement with a Qualified Franchisor substantially in the same form and substance as the Franchise Agreement, or (b) a franchise, trademark and license agreement with a Qualified Franchisor, which franchise, trademark and license agreement shall be reasonably acceptable to Lender in form and substance, provided, with respect to this subclause (b), Borrower shall cause Mortgage Borrower to obtain prior written confirmation from the applicable Rating Agencies that such franchise, trademark and license agreement will not cause a downgrade, withdrawal or qualification of the then current rating of the Securities or any class thereof.
Replacement Franchise Agreement means, collectively, (i)(a) a franchise, trademark and license agreement with a Qualified Franchisor substantially in the same form and substance as the Franchise Agreement, or (b) a franchise, trademark and license agreement with a Qualified Franchisor, which franchise, trademark and license agreement shall be in form and substance reasonably acceptable to Lender; provided, that , with respect to this clause (b), Lender, at its option, may require that Borrower shall have obtained a Rating Agency Confirmation, and (ii) a comfort letter/tri-party agreement/non-disturbance agreement/assignment of franchise agreement and subordination of franchise fees or similar agreement in form and substance reasonably satisfactory to Lender, executed and delivered to Lender by such Qualified Franchisor and, if necessary, Borrower.
Replacement Franchise Agreement means (a) solely with respect to the Permitted Re-Flag Properties, a franchise, trademark or license agreement with a Qualified Franchisor substantially in the same form and substance as the applicable Franchise Agreement being replaced or the then customary form of franchise, trademark or license agreement then in effect for the Qualified Franchisor; provided, that; the hotel brand pursuant to such franchise, trademark or license agreement with a Qualified Franchisor is in the same or higher STR Chain Scale classification (or if such STR Chain Scale classification does not exist, another hotel chain scale classification system reasonably selected by Lender) or is one STR Chain Scale classification (or if such STR Chain Scale classification does not exist, another hotel chain scale classification system reasonably selected by Lender) lower than the STR Chain Scale classification (or if such STR Chain Scale classification does not exist, another hotel chain scale classification system reasonably selected by Lender) of the hotel brand under which such Individual Property was operating prior to the termination or expiration of the prior Franchise Agreement; provided, further, that, Borrower shall not be permitted to cause Mortgage Borrower and/or Operating Lessee to enter into a Replacement Franchise Agreement with respect to a Permitted Re-Flag Property if, after giving effect to the entrance by Mortgage Borrower and/or Operating Lessee into such Replacement Franchise Agreement, the Release Price of the Permitted Re-Flag Property together with the Release Price of all other Permitted Re-Flag Properties for which Mortgage Borrower and/or Operating Lessee have entered into a Replacement Franchise Agreement in accordance with the terms and conditions hereof (provided that any such Individual Properties (and related Collateral) that are no longer subject to the Lien of the Pledge Agreement shall be excluded from such calculation), in the aggregate, shall exceed five percent (5%) of the aggregate of the Release Prices of all Individual Properties (and related Collateral) subject to the Liens of the Pledge Agreement at the time of such entrance into such Replacement Franchise Agreement (unless such Replacement Franchise Agreement is reasonably acceptable to Lender) and (b) a franchise, license or trademark agreement with a Qualified Franchisor, which franchise, trademark or license agreement and the hotel brand pursuant to such franchise, trademark or license agre...
Replacement Franchise Agreement means either (a) a franchise, trademark and license agreement with a Qualified Franchisor in the same form and substance as the Franchise Agreement, or (b) a franchise, trademark and license agreement with a Qualified Franchisor, which franchise, trademark and license agreement shall be acceptable to Lender in form and substance, provided, with respect to this subclause (b), if a Secondary Market Transaction has occurred, in addition to Lender’s approval, Lender, at its option, may require that Borrower shall have obtained a Rating Comfort Letter with respect to such franchise, trademark and license agreement. Replacements: Approved Capital Expenses and repairs and replacements to FF&E.
Replacement Franchise Agreement means, collectively, (a) either (i) a franchise or license agreement with a Qualified Franchisor substantially in the same form and substance as the applicable Franchise Agreement, or (ii) a franchise or license agreement with a Qualified Franchisor, which franchise or license agreement shall be reasonably acceptable to Lender in form and substance, and (b) either (i) a comfort letter substantially in the form of the Subordination of Franchise Agreement delivered to Lender on the Closing Date (or in such other form and substance reasonably acceptable to Lender), executed and delivered to Lender by Borrower and such Qualified Franchisor at Borrower’s expense or (ii) a comfort letter in form and substance reasonably acceptable to Lender, executed and delivered to Lender by Borrower and such Qualified Franchisor at Borrower’s expense.
Replacement Franchise Agreement means, collectively, (i)(a) a franchise, trademark and license agreement with a Qualified Franchisor substantially in the same form and substance as the Franchise Agreement, or (b) a franchise, trademark and license agreement with a Qualified Franchisor, which franchise, trademark and license agreement shall be reasonably acceptable to Lender in form and substance; provided that, with respect to this clause (b) Lender, at its option, may require that Borrower shall have obtained, prior written confirmation from the applicable Rating Agencies that such franchise, trademark and license agreement will not cause a downgrade, withdrawal or qualification of the then current rating of the Securities or any class thereof, and (ii) a comfort letter or tri-party agreement reasonably acceptable to Lender, executed and delivered to Lender by Borrower (or, as applicable, Master Tenant) and such Qualified Franchisor. Lender or Servicer shall make any required request for written confirmation directly to the Rating Agencies.
Replacement Franchise Agreement either (i) a franchise, trademark and license agreement with a Qualified Franchisor substantially in the same form and substance as the Franchise Agreement being replaced, or (ii) a franchise, trademark and license agreement with a Qualified Franchisor, which franchise, trademark and license agreement shall be reasonably acceptable to the Administrative Agent in form and substance.