(OR THE MOST
RECENTLY COMPLETED TWELVE (12)-MONTH PERIOD FOR WHICH INFORMATION IS AVAILABLE)
IS AT LEAST THIRTEEN PERCENT (13%);
(F)
IF THE OPTION TO EXTEND THE TERM UNTIL THE SECOND EXTENDED MATURITY DATE
IS EXERCISED, BORROWER SHALL PAY TO LENDER ON THE FIRST EXTENDED MATURITY DATE,
AN EXTENSION FEE IN AN AMOUNT EQUAL TO ONE QUARTER OF ONE PERCENT (0.25%) OF THE
THEN-OUTSTANDING PRINCIPAL;
(G)
IF THE OPTION TO EXTEND THE TERM UNTIL THE THIRD EXTENDED MATURITY DATE IS
EXERCISED, BORROWER SHALL PAY TO LENDER ON THE SECOND EXTENDED MATURITY DATE, AN
EXTENSION FEE IN AN AMOUNT EQUAL TO ONE QUARTER OF ONE PERCENT (0.25%) OF THE
THEN-OUTSTANDING PRINCIPAL;
(H)
BORROWER SHALL HAVE PAID TO LENDER ALL REASONABLE COSTS AND EXPENSES
(INCLUDING REASONABLE ATTORNEYS' FEES) INCURRED BY LENDER IN CONNECTION WITH ANY
SUCH EXTENSION; AND
(I)
IF REQUESTED BY LENDER, BORROWER AND GUARANTOR SHALL EXECUTE AND DELIVER
SUCH DOCUMENTS AS LENDER MAY REASONABLY REQUEST TO CONFIRM THE CONTINUED
VALIDITY OF THE LOAN DOCUMENTS AND THE CONTINUED VALIDITY, PERFECTION AND
PRIORITY OF THE LIENS THEREOF AS SO EXTENDED.
If Borrower is unable to satisfy all of the foregoing conditions within the
applicable time frames for each, Lender shall have no obligation to extend the
Stated Maturity Date hereunder.
2.9
Additional Advances.
2.9.1
Conditions Precedent.
Lender shall, from time to time, make
Additional Advances to be used solely to pay or reimburse Borrower for Approved
Renovation/Re-Branding Expenses at the Property; provided the following
conditions precedent are satisfied:
(A)
LENDER RECEIVES A NOTICE OF BORROWING IN THE FORM OF SCHEDULE 7 AT LEAST
TEN (10) BUSINESS DAYS BEFORE THE DATE, AND AGAIN ON THE DATE, THE PROPOSED
ADDITIONAL ADVANCE IS TO BE MADE;
22
(B)
BOTH IMMEDIATELY PRIOR TO THE MAKING OF THE ADDITIONAL ADVANCE AND AFTER
GIVING EFFECT THERETO, NO DEFAULT OR EVENT OF DEFAULT SHALL BE CONTINUING;
(C)
THE REPRESENTATIONS AND WARRANTIES MADE BY BORROWER IN THIS AGREEMENT AND
IN THE OTHER LOAN DOCUMENTS SHALL BE TRUE AND CORRECT IN ALL MATERIAL RESPECTS
ON AND AS OF THE DATE OF THE MAKING OF THE ADDITIONAL ADVANCE WITH THE SAME
FORCE AND EFFECT AS IF MADE ON AND AS OF SUCH DATE;
(D)
THERE SHALL BE NO MORE THAN ONE ADDITIONAL ADVANCE DURING ANY CALENDAR
MONTH;
(E)
IN NO EVENT WILL THE AGGREGATE AMOUNT OF THE REQUESTED ADDITIONAL ADVANCE,
TOGETHER WITH ALL PRIOR ADDITIONAL ADVANCES PREVIOUSLY MADE BY LENDER EXCEED
$5,000,000;
(F)
WITH RESPECT TO ANY ADDITIONAL ADVANCE, SUCH ADDITIONAL ADVANCE WILL BE
USED SOLELY TO MAKE A CONTRIBUTION TO OWNER FOR OWNER TO PAY FOR (OR TO
REIMBURSE OWNER FOR) APPROVED RENOVATION/RE-BRANDING EXPENSES AT THE PROPERTY;
(G)
LENDER SHALL HAVE RECEIVED (I) A TITLE SEARCH SHOWING THAT SINCE THE
MAKING OF THE LAST ADDITIONAL ADVANCE THERE HAS BEEN NO CHANGE IN THE STATE OF
TITLE TO THE PROPERTY AND NO SURVEY EXCEPTIONS WITH RESPECT TO THE PROPERTY NOT
THERETOFORE APPROVED BY LENDER, TOGETHER WITH OTHER EVIDENCE SATISFACTORY TO
LENDER THAT NO MECHANIC'S LIENS OR OTHER LIENS HAVE BEEN FILED AND