Common use of CAPITAL RESERVE SUBACCOUNT Clause in Contracts

CAPITAL RESERVE SUBACCOUNT. (a) Borrowers shall pay to Lender on each Payment Date an amount equal to one-twelfth of 5% of the annual Rents for the Properties, based on the prior year. Lender will transfer such amounts into a Subaccount (the “Capital Reserve Subaccount”). Additionally, upon thirty (30) days’ prior notice to Borrowers, Lender may reassess the amount of the monthly payment required under this Section 3.4 from time to time if, in its determination one or more of the Properties is not being maintained in accordance with prudent hotel management standards for similar hotels in the same geographic area. Provided that no Default or Event of Default has occurred and is continuing, Lender shall disburse funds held in the Capital Reserve Subaccount to Borrowers, within 15 days after the delivery by Borrowers to Lender of a request therefor (but not more often than once per month), in increments of at least $5,000 provided that (i) such disbursement is for an Approved Capital Expense; (ii) if any individual disbursement is for $50,000 or more, Lender shall have (if it desires) verified (by an inspection conducted at Borrowers’ expense) performance of the work associated with such Approved Capital Expense; and (iii) the request for disbursement is accompanied by (A) an Officer’s Certificate certifying (1) that such funds will be used to pay or reimburse Borrowers for Approved Capital Expenses and a description thereof, (2) that all outstanding trade payables (other than those to be paid from the requested disbursement or those constituting Permitted Indebtedness) have been paid in full, (3) that the same has not been the subject of a previous disbursement, and (4) that all previous disbursements have been used to pay the previously identified Approved Capital Expenses, and (B) if any individual disbursement is for $50,000 or more, lien waivers or other evidence of payment satisfactory to Lender, (C) if any individual disbursement is for $50,000 or more, at Lender’s option, a title search for the applicable Property or Properties indicating that such Property or Properties are free from all Liens, claims and other encumbrances not previously approved by Lender and (D) such other evidence as Lender shall reasonably request that the Approved Capital Expenditures at the subject Property or Properties to be funded by the requested disbursement have been completed and are paid for or will be paid upon such disbursement to Borrowers. Any such disbursement of more than $50,000 to pay (rather than reimburse) Approved Capital Expenses may, at Lender’s option, be made by joint check payable to Borrowers and the payee on such Approved Capital Expenses.

CAPITAL RESERVE SUBACCOUNT. (a) On the date hereof, Borrowers shall pay to deposit with Lender on each Payment Date an amount equal to one-twelfth of 5% of the annual Rents for the Properties, based on the prior year. $99,954 and Lender will shall transfer such amounts into a Subaccount (the “"CAPITAL RESERVE SUBACCOUNT"). On the Payment Date occurring in September, 2008, and each Payment Date, thereafter, Borrowers shall pay to Lender an amount initially equal to one-twelfth of the product obtained by multiplying $0.20 by the aggregate number of rentable square feet of space in the Property. Lender will transfer such amounts into the Capital Reserve Subaccount”). Additionally, upon thirty (30) days’ ' prior notice to Borrowers, Lender may reassess the amount of the monthly payment required under this Section 3.4 from time to time if, in its determination one or more of the Properties is not being maintained in accordance with prudent hotel management standards for similar hotels in the same geographic areareasonable discretion (based upon its then current underwriting standards). Provided that no Default or Event of Default has occurred and is continuing, Lender shall disburse funds held in the Capital Reserve Subaccount to Borrowers, within 15 days after the delivery by Borrowers to Lender of a request therefor (but not more often than once per month), in increments of at least $5,000 provided that (i) such disbursement is for an Approved Capital Expense; (ii) if any individual disbursement is for $50,000 or more, Lender shall have (if it desires) verified (by an inspection conducted at Borrowers’ expense' expense (with respect to any disbursement in excess of $50,000)) performance of the work associated with such Approved Capital Expense; and (iii) the request for disbursement is accompanied by (A) an Officer’s 's Certificate certifying (1) that such funds will be used to pay or reimburse Borrowers for Approved Capital Expenses and a description thereof, (2) that all outstanding trade payables (other than those not yet due and payable or those to be paid from the requested disbursement or those constituting Permitted Indebtedness) have been paid in full, (3) that the same has not been the subject of a previous disbursement, and (4) that all previous disbursements have been used to pay the previously identified Approved Capital Expenses, and (B) if any individual disbursement is for $50,000 or more, lien waivers or other evidence of payment satisfactory to Lender, (C) if with respect to any individual disbursement is for that exceeds $50,000 or more50,000, at Lender’s 's option, a title search for the applicable Property or Properties indicating that such the Property or Properties are is free from all Liens, claims and other encumbrances not previously approved by Lender and (D) such other evidence as Lender shall reasonably request that the Approved Capital Expenditures at the subject Property or Properties to be funded by the requested disbursement have been completed and are paid for or will be paid upon such disbursement to Borrowers. Any such disbursement of more than $50,000 10,000 to pay (rather than reimburse) Approved Capital Expenses may, at Lender’s 's option, be made by joint check payable to Borrowers and the payee on such Approved Capital Expenses.

CAPITAL RESERVE SUBACCOUNT. (a) Borrowers On the date hereof, Borrower shall pay to deposit with Lender on each Payment Date an amount equal to one-twelfth of 5% of the annual Rents for the Properties, based on the prior year. $0 and Lender will shall transfer such amounts into a Subaccount (the “"CAPITAL RESERVE SUBACCOUNT"). On the Payment Date occurring in September, 2005, and each Payment Date thereafter, Borrower shall pay to Lender $6,565.00 per month. Lender will transfer such amounts into the Capital Reserve Subaccount”). Additionally, upon thirty (30) days’ ' prior notice to BorrowersBorrower, Lender may reassess the amount of the monthly payment required under this Section 3.4 from time to time if, in its determination one or more reasonable discretion (based upon its then current underwriting standards); provided, however, that Lender shall only increase the amount of such monthly contributions if Lender reasonably determines that such increase is necessary to address unanticipated material changes after the Properties is not being maintained in accordance with prudent hotel management standards for similar hotels date hereof in the same geographic areaanticipated capital expenses for the Property (in which event such reassessment shall be limited to address only such issues). Provided that no Default or Event of Default has occurred and is continuing, Lender shall disburse funds held in the Capital Reserve Subaccount to BorrowersBorrower, within 15 days after the delivery by Borrowers Borrower to Lender of a request therefor (but not more often than once per month), in increments of at least $5,000 provided that (i) such disbursement is for an Approved Capital Expense; (ii) if any individual disbursement is for $50,000 or more, Lender shall have (if it desires) verified (by an inspection conducted at Borrowers’ expenseBorrower' expense (with respect to any disbursement in excess of $50,000)) performance of the work associated with such Approved Capital Expense; and (iii) the request for disbursement is accompanied by (A) an Officer’s 's Certificate certifying (1) that such funds will be used to pay or reimburse Borrowers Borrower for Approved Capital Expenses and a description thereof, (2) that all outstanding trade payables (other than those not yet due and payable or those to be paid from the requested disbursement or those constituting Permitted Indebtedness) have been paid in full, (3) that the same has not been the subject of a previous disbursement, and (4) that all previous disbursements have been used to pay the previously identified Approved Capital Expenses, and (B) if any individual disbursement is for $50,000 or more, lien waivers or other evidence of payment satisfactory to Lender, (C) if with respect to any individual disbursement is for that exceeds $50,000 or more50,000, at Lender’s 's option, a title search for the applicable Property or Properties indicating that such the Property or Properties are is free from all Liens, claims and other encumbrances not previously approved by Lender and (D) such other evidence as Lender shall reasonably request that the Approved Capital Expenditures at the subject Property or Properties to be funded by the requested disbursement have been completed and are paid for or will be paid upon such disbursement to BorrowersBorrower. Any such disbursement of more than $50,000 10,000 to pay (rather than reimburse) Approved Capital Expenses may, at Lender’s 's option, be made by joint check payable to Borrowers Borrower and the payee on such Approved Capital Expenses.

CAPITAL RESERVE SUBACCOUNT. (a) On the date hereof, Borrowers shall pay to deposit with Lender on each Payment Date an amount equal to one-twelfth of 5% of the annual Rents for the Properties, based on the prior year. $0 and Lender will shall transfer such amounts into a Subaccount (the “"CAPITAL RESERVE Subaccount"). On the Payment Date occurring in January 11, 2004, and each Payment Date thereafter, Borrowers shall pay to Lender $5,938.68 per month. Lender will transfer such amounts into the Capital Reserve Subaccount”). Additionally, upon thirty (30) days’ ' prior notice to Borrowers, Lender may reassess the amount of the monthly payment required under this Section 3.4 from time to time if, in its determination one or more of the Properties is not being maintained in accordance with prudent hotel management standards for similar hotels in the same geographic areareasonable discretion (based upon its then current underwriting standards). Provided that no Default or Event of Default has occurred and is continuing, Lender shall disburse funds held in the Capital Reserve Subaccount and, if funds available in the Capital Reserve Subaccount are not sufficient to pay for the requested disbursement, the Debt Service Subaccount (it being understood and agreed that if funds are available in the Capital Reserve Subaccount, such funds shall be used for Approved Capital Expenses prior to disbursements from the Debt Service Subaccount) to Borrowers, within 15 days after the delivery by Borrowers to Lender of a request therefor (but not more often than once per month), in increments of at least $5,000 provided that (i) such disbursement is for an Approved Capital Expense; (ii) if any individual disbursement is for $50,000 or more, Lender shall have (if it desires) verified (by an inspection conducted at Borrowers’ expense' expense (with respect to any disbursement in excess of $50,000)) performance of the work associated with such Approved Capital Expense; and (iii) the request for disbursement is accompanied by (A) an Officer’s 's Certificate certifying (1) that such funds will be used to pay or reimburse Borrowers for Approved Capital Expenses and a description thereof, (2) that all outstanding trade payables (other than those not yet due and payable or those to be paid from the requested disbursement or those constituting Permitted Indebtedness) have been paid in full, (3) that the same has not been the subject of a previous disbursement, and (4) that all previous disbursements have been used to pay the previously identified Approved Capital Expenses, and (B) if any individual disbursement is for $50,000 or more, lien waivers or other evidence of payment satisfactory to Lender, (C) if with respect to any individual disbursement is for that exceeds $50,000 or more50,000, at Lender’s 's option, a title search for the applicable Property or Properties indicating that such the Property or Properties are is free from all Liens, claims and other encumbrances not previously approved by Lender and (D) such other evidence as Lender shall reasonably request that the Approved Capital Expenditures at the subject Property or Properties to be funded by the requested disbursement have been completed and are paid for or will be paid upon such disbursement to Borrowers. Any such disbursement of more than $50,000 10,000 to pay (rather than reimburse) Approved Capital Expenses may, at Lender’s 's option, be made by joint check payable to Borrowers and the payee on such Approved Capital Expenses.

CAPITAL RESERVE SUBACCOUNT. (a) On the date hereof, Borrowers shall pay to deposit with Lender on each Payment Date an amount equal to one-twelfth of 5% of the annual Rents for the Properties, based on the prior year. $0 and Lender will shall transfer such amounts into a Subaccount (the “"CAPITAL RESERVE SUBACCOUNT"). On the Payment Date occurring on April 11, 2005, and each Payment Date thereafter, Borrowers shall pay to Lender $3,185.83 per month. Lender will transfer such amounts into the Capital Reserve Subaccount”). Additionally, upon thirty (30) days’ ' prior notice to Borrowers, Lender may reassess the amount of the monthly payment required under this Section 3.4 from time to time if, in its determination one or more of the Properties is not being maintained in accordance with prudent hotel management standards for similar hotels in the same geographic areareasonable discretion (based upon its then current underwriting standards). Provided that no Default or Event of Default has occurred and is continuing, Lender shall disburse funds held in the Capital Reserve Subaccount to Borrowers, within 15 days after the delivery by Borrowers to Lender of a request therefor (but not more often than once per month), in increments of at least $5,000 provided that (i) such disbursement is for an Approved Capital Expense; (ii) if any individual disbursement is for $50,000 or more, Lender shall have (if it desires) verified (by an inspection conducted at Borrowers’ expense' expense (with respect to any disbursement in excess of $50,000)) performance of the work associated with such Approved Capital Expense; and (iii) the request for disbursement is accompanied by (A) an Officer’s 's Certificate certifying (1) that such funds will be used to pay or reimburse Borrowers for Approved Capital Expenses and a description thereof, (2) that all outstanding trade payables (other than those not yet due and payable or those to be paid from the requested disbursement or those constituting Permitted Indebtedness) have been paid in full, (3) that the same has not been the subject of a previous disbursement, and (4) that all previous disbursements have been used to pay the previously identified Approved Capital Expenses, and (B) if any individual disbursement is for $50,000 or more, lien waivers or other evidence of payment satisfactory to Lender, (C) if with respect to any individual disbursement is for that exceeds $50,000 or more50,000, at Lender’s 's option, a title search for the applicable Property or Properties indicating that such the Property or Properties are is free from all Liens, claims and other encumbrances not previously approved by Lender and (D) such other evidence as Lender shall reasonably request that the Approved Capital Expenditures at the subject Property or Properties to be funded by the requested disbursement have been completed and are paid for or will be paid upon such disbursement to Borrowers. Any such disbursement of more than $50,000 10,000 to pay (rather than reimburse) Approved Capital Expenses may, at Lender’s 's option, be made by joint check payable to Borrowers and the payee on such Approved Capital Expenses.

CAPITAL RESERVE SUBACCOUNT. (a) Borrowers shall pay to Lender on each Payment Date an amount equal to one-twelfth of 5% of the annual Rents for the Properties, based on the prior year. Lender will transfer such amounts into a Subaccount (the “"Capital Reserve Subaccount”"). Additionally, upon thirty (30) days’ ' prior notice to Borrowers, Lender may reassess the amount of the monthly payment required under this Section 3.4 from time to time if, in its determination one or more of the Properties is not being maintained in accordance with prudent hotel management standards for similar hotels in the same geographic area. Provided that no Default or Event of Default has occurred and is continuing, Lender shall disburse funds held in the Capital Reserve Subaccount to Borrowers, within 15 days after the delivery by Borrowers to Lender of a request therefor (but not more often than once per month), in increments of at least $5,000 provided that (i) such disbursement is for an Approved Capital Expense; (ii) if any individual disbursement is for $50,000 or more, Lender shall have (if it desires) verified (by an inspection conducted at Borrowers’ ' expense) performance of the work associated with such Approved Capital Expense; and (iii) the request for disbursement is accompanied by (A) an Officer’s 's Certificate certifying (1) that such funds will be used to pay or reimburse Borrowers for Approved Capital Expenses and a description thereof, (2) that all outstanding trade payables (other than those to be paid from the requested disbursement or those constituting Permitted Indebtedness) have been paid in full, (3) that the same has not been the subject of a previous disbursement, and (4) that all previous disbursements have been used to pay the previously identified Approved Capital Expenses, and (B) if any individual disbursement is for $50,000 or more, lien waivers or other evidence of payment satisfactory to Lender, (C) if any individual disbursement is for $50,000 or more, at Lender’s 's option, a title search for the applicable Property or Properties indicating that such Property or Properties are free from all Liens, claims and other encumbrances not previously approved by Lender and (D) such other evidence as Lender shall reasonably request that the Approved Capital Expenditures at the subject Property or Properties to be funded by the requested disbursement have been completed and are paid for or will be paid upon such disbursement to Borrowers. Any such disbursement of more than $50,000 to pay (rather than reimburse) Approved Capital Expenses may, at Lender’s 's option, be made by joint check payable to Borrowers and the payee on such Approved Capital Expenses.