Common use of REOC Clause in Contracts

REOC. The parties acknowledge that Lessee is a direct or indirect controlled subsidiary of an entity, Extended Stay America, Inc., a Delaware corporation (“Parent”), that is intended to qualify as a “real estate operating company” (a “REOC”) within the meaning of the U.S. Department of Labor plan assets regulation (Section 2510.3-101, Part 2510 of Chapter XXV, Title 29 of the Code of Federal Regulations) and that it is intended that Lessee will have the rights, pursuant to this Agreement, as would be reasonably necessary to result in the qualification of Parent as a REOC. Without limiting the generality of the foregoing, notwithstanding any other provision of this Agreement, without prejudice to the other rights provided to Lessee under this Agreement, Manager agrees to: (i) permit Lessee and Parent to visit and inspect the Hotels and inspect and copy the books and records of Manager, at such times as Lessee shall reasonably request; (ii) periodically (at least quarterly) provide Lessee and Parent with information and reports regarding Manager’s operation and management of the Hotels and the performance of its duties under this Agreement and with respect to renovations, alterations, general maintenance, repairs and development activities that Manager has engaged in or intends to engage in with respect to the Hotels and their surroundings; (iii) periodically (at least quarterly) consult with Lessee and Parent in advance with respect to any significant leasing, management and development matters, as appropriate, including, without limitation, with respect to matters relating to renovations, alterations, general maintenance, repairs and development activities with respect to the Hotels and their surroundings and the management, participatory and development rights retained by Lessee under this Agreement; and (iv) to provide Lessee and Parent with such other rights as may reasonably be determined by Lessee to be necessary to enable Parent to qualify as a REOC, provided the rights described in clauses (i)-(iv) above do not materially adversely affect (X) Manager’s ability to perform its duties under this Agreement or the economic benefits enjoyed by Manager under this Agreement or (Y) the status of ESH Hospitality as a real estate investment trust under the Code. Manager agrees to consider, in good faith, the recommendations of Lessee in connection with the matters on which it is consulted as described above.

REOC. The parties acknowledge that Lessee Owner is a direct or indirect controlled subsidiary of an entity, Extended Stay America, Inc., a Delaware corporation entity (the “Parent”), ) that is intended to qualify as a “real estate operating company” (a “REOC”) within the meaning of the U.S. Department of Labor plan assets regulation (Section 2510.3-101, Part 2510 of Chapter XXV, Title 29 of the Code of Federal Regulations) and that it is intended that Lessee Owner will have the rights, pursuant to this Agreement, as would be reasonably necessary to result in the qualification of Parent as a REOC. Without limiting the generality of the foregoing, notwithstanding any other provision of this AgreementAgreement to the contrary, without prejudice to the other rights provided to Lessee Owner under this Agreement, Manager agrees to: (i) permit Lessee and Parent Owner to visit and inspect the Hotels Project and inspect and copy the books and records of Manager, at such times as Lessee Owner shall reasonably request; (ii) periodically (at least quarterly) provide Lessee and Parent Owner with information and reports regarding Manager’s operation and management of the Hotels Project and the performance of its duties under this Agreement and with respect to renovations, alterations, general maintenance, repairs and development activities that Manager has engaged in or intends to engage in with respect to the Hotels Project and their surroundings; (iii) periodically (at least quarterly) consult with Lessee and Parent in advance Owner with respect to any significant leasing, the operation and management of the Project and development matters, as appropriate, the performance of Manager’s duties under this Agreement including, without limitation, with respect to matters relating to renovations, alterations, general maintenance, repairs and development activities with respect to the Hotels Project and their surroundings and the management, participatory and development rights retained by Lessee under this Agreementsurroundings; and (iv) to provide Lessee and Parent Owner with such other rights as may reasonably be determined by Lessee Owner to be necessary to enable Parent to qualify as a REOC, provided the such additional rights described in clauses (i)-(iv) above do not materially adversely affect (X) Manager’s ability to perform its duties under this Agreement or the economic benefits enjoyed by Manager under this Agreement or (Y) the status of ESH Hospitality as a real estate investment trust under the CodeAgreement. Manager agrees to consider, in good faith, follow the recommendations of Lessee Owner in connection with the matters on which it is consulted as described above.

REOC. The parties acknowledge that Lessee is a direct or indirect controlled subsidiary of an entity, Extended Stay America, Inc., a Delaware corporation (“Parent”), that is intended to qualify as a “real estate operating company” (a “REOC”) within the meaning of the U.S. Department of Labor plan assets regulation (Section 2510.3-101, Part 2510 of Chapter XXV, Title 29 of the Code of Federal Regulations) and that it is intended that Lessee will have the rights, pursuant to this Agreement, as would be reasonably necessary to result in the qualification of Parent as a REOC. Without limiting the generality of the foregoing, notwithstanding any other provision of this Agreement, without prejudice to the other rights provided to Lessee under this Agreement, Manager agrees the Management Parties agree to: (i) permit Lessee and Parent to visit and inspect the Hotels and inspect and copy the books and records of Managerthe Management Parties, at such times as Lessee shall reasonably request; (ii) periodically (at least quarterly) provide Lessee and Parent with information and reports regarding Manager’s the Management Parties’ operation and management of the Hotels and the performance of its duties under this Agreement and with respect to renovations, alterations, general maintenance, repairs and development activities that Manager has the Management Parties have engaged in or intends to engage in with respect to the Hotels and their surroundings; (iii) periodically (at least quarterly) consult with Lessee and Parent in advance with respect to any significant leasing, management and development matters, as appropriate, including, without limitation, with respect to matters relating to renovations, alterations, general maintenance, repairs and development activities with respect to the Hotels and their surroundings and the management, participatory and development rights retained by Lessee under this Agreement; and (iv) to provide Lessee and Parent with such other rights as may reasonably be determined by Lessee to be necessary to enable Parent to qualify as a REOC, provided the rights described in clauses (i)-(iv) above do not materially adversely affect (X) Manager’s the Management Parties’ ability to perform its their duties under this Agreement or the economic benefits enjoyed by Manager the Management Parties under this Agreement or (Y) the status of ESH Hospitality as a real estate investment trust under the Code. Manager agrees The Management Parties agree to consider, in good faith, the recommendations of Lessee in connection with the matters on which it is consulted as described above.

REOC. The parties acknowledge that Lessee is a direct or indirect controlled subsidiary of an entity, Extended Stay America, Inc., a Delaware corporation (“Parent”), that is intended to qualify as a “real estate operating company” (a “REOC”) within the meaning of the U.S. Department of Labor plan assets regulation (Section 2510.3-101, Part 2510 of Chapter XXV, Title 29 of the Code of Federal Regulations) and that it is intended that Lessee will have the rights, pursuant to this Agreement, as would be reasonably necessary to result in the qualification of Parent as a REOC. Without limiting the generality of the foregoing, notwithstanding any other provision of this Agreement, without prejudice to the other rights provided to Lessee under this Agreement, Manager agrees to: (i) permit Lessee and Parent to visit and inspect the Hotels and inspect and copy the books and records of Manager, at such times as Lessee shall reasonably request; (ii) periodically (at least quarterly) provide Lessee and Parent with information and reports regarding Manager’s operation and management of the Hotels and the performance of its duties under this Agreement and with respect to renovations, alterations, general maintenance, repairs and development activities that Manager has engaged in or intends to engage in with respect to the Hotels and their surroundings; (iii) periodically (at least quarterly) consult with Lessee and Parent in advance with respect to any significant leasing, management and development matters, as appropriate, including, without limitation, with respect to matters relating to renovations, alterations, general maintenance, repairs and development activities with respect to the Hotels and their surroundings and the management, participatory and development rights retained by Lessee under this Agreement; and (iv) to provide Lessee and Parent with such other rights as may reasonably be determined by Lessee to be necessary to enable Parent to qualify as a REOC, provided the rights described in clauses (i)-(iv) above do not materially adversely affect (X) Manager’s ability to perform its duties under this Agreement or the economic benefits enjoyed by Manager under this Agreement or (Y) the status of ESH Hospitality as a real estate investment trust under the Code. Manager agrees to consider, in good faith, the recommendations of Lessee in connection with the matters on which it is consulted as described above.]

REOC. The parties acknowledge that Lessee is a direct or indirect controlled subsidiary of an entity, Extended Stay America, Inc.ESH Hospitality Holdings LLC, a Delaware corporation limited liability company (the “Parent”), that is intended to qualify as a “real estate operating company” (a “REOC”) within the meaning of the U.S. Department of Labor plan assets regulation (Section 2510.3-101, Part 2510 of Chapter XXV, Title 29 of the Code of Federal Regulations) and that it is intended that Lessee will have the rights, pursuant to this Agreement, as would be reasonably necessary to result in the qualification of Parent as a REOC. Without limiting the generality of the foregoing, notwithstanding any other provision of this Agreement, without prejudice to the other rights provided to Lessee under this Agreement, Manager agrees the Management Parties agree to: (i) permit Lessee and Parent to visit and inspect the Hotels and inspect and copy the books and records of Managerthe Management Parties, at such times as Lessee shall reasonably request; (ii) periodically (at least quarterly) provide Lessee and Parent with information and reports regarding Manager’s the Management Parties’ operation and management of the Hotels and the performance of its duties under this Agreement and with respect to renovations, alterations, general maintenance, repairs and development activities that Manager has the Management Parties have engaged in or intends to engage in with respect to the Hotels and their surroundings; (iii) periodically (at least quarterly) consult with Lessee and Parent in advance with respect to any significant leasing, management and development matters, as appropriate, including, without limitation, with respect to matters relating to renovations, alterations, general maintenance, repairs and development activities with respect to the Hotels and their surroundings and the management, participatory and development rights retained by Lessee under this Agreement; and (iv) to provide Lessee and Parent with such other rights as may reasonably be determined by Lessee to be necessary to enable Parent to qualify as a REOC, provided the rights described in clauses (i)-(iv) above do not materially adversely affect (X) Manager’s the Management Parties’ ability to perform its their duties under this Agreement or the economic benefits enjoyed by Manager the Management Parties under this Agreement or (Y) the status of ESH Hospitality as a real estate investment trust under the Code. Manager agrees The Management Parties agree to consider, in good faith, the recommendations of Lessee in connection with the matters on which it is consulted as described above.

REOC. The parties acknowledge that Lessee is a direct or indirect controlled subsidiary of an entity, Extended Stay America, Inc., a Delaware corporation (“Parent”), that is intended to qualify as a “real estate operating company” (a “REOC”) within the meaning of the U.S. Department of Labor plan assets regulation (Section 2510.3-101, Part 2510 of Chapter XXV, Title 29 of the Code of Federal Regulations) and that it is intended that Lessee will have the rights, pursuant to this Agreement, as would be reasonably necessary to result in the qualification of Parent as a REOC. Without limiting the generality of the foregoing, notwithstanding any other provision of this Agreement, without prejudice to the other rights provided to Lessee under this Agreement, Manager agrees the Management Parties agree to: (i) permit Lessee and Parent to visit and inspect the Hotels and inspect and copy the books and records of Managerthe Management Parties, at such times as Lessee shall reasonably request; (ii) periodically (at least quarterly) provide Lessee and Parent with information and reports regarding Manager’s the Management Parties’ operation and management of the Hotels and the performance of its duties under this Agreement and with respect to renovations, alterations, general maintenance, repairs and development activities that Manager has the Management Parties have engaged in or intends to engage in with respect to the Hotels and their surroundings; (iii) periodically (at least quarterly) consult with Lessee and Parent in advance with respect to any significant leasing, management and development matters, as appropriate, including, without limitation, with respect to matters relating to renovations, alterations, general maintenance, repairs and development activities with respect to the Hotels and their surroundings and the management, participatory and development rights retained by Lessee under this Agreement; and (iv) to provide Lessee and Parent with such other rights as may reasonably be determined by Lessee to be necessary to enable Parent to qualify as a REOC, provided the rights described in clauses (i)-(iv) above do not materially adversely affect (X) Manager’s the Management Parties’ ability to perform its their duties under this Agreement or the economic benefits enjoyed by Manager the Management Parties under this Agreement or (Y) the status of ESH Hospitality as a real estate investment trust under the Code. Manager agrees The Management Parties agree to consider, in good faith, the recommendations of Lessee in connection with the matters on which it is consulted as described above.]

REOC. The parties acknowledge that Lessee is a direct or indirect controlled subsidiary of an entity, Extended Stay America, Inc., a Delaware corporation (“Parent”), that is intended to qualify as a “real estate operating company” (a “REOC”) within the meaning of the U.S. Department of Labor plan assets regulation (Section 2510.3-101, Part 2510 of Chapter XXV, Title 29 of the Code of Federal Regulations) and that it is intended that Lessee will have the rights, pursuant to this Agreement, as would be reasonably necessary to result in the qualification of Parent as a REOC. Without limiting the generality of the foregoing, notwithstanding any other provision of this Agreement, without prejudice to the other rights provided to Lessee under this Agreement, Manager agrees to: (i) permit Lessee and Parent to visit and inspect the Hotels and inspect and copy the books and records of Manager, at such times as Lessee shall reasonably request; (ii) periodically (at least quarterly) provide Lessee and Parent with information and reports regarding Manager’s operation and management of the Hotels and the performance of its duties under this Agreement and with respect to renovations, alterations, general maintenance, repairs and development activities that Manager has engaged in or intends to engage in with respect to the Hotels and their surroundings; (iii) periodically (at least quarterly) consult with Lessee and Parent in advance with respect to any significant leasing, management and development matters, as appropriate, including, without limitation, with respect to matters relating to renovations, alterations, general maintenance, repairs and development activities with respect to the Hotels and their surroundings and the management, participatory and development rights retained by Lessee under this Agreement; and (iv) to provide Lessee and Parent with such other rights as may reasonably be determined by Lessee to be necessary to enable Parent to qualify as a REOC, provided the rights described in clauses (i)-(iv) above do not materially adversely affect (X) Manager’s ability to perform its duties under this Agreement or the economic benefits enjoyed by Manager under this Agreement or (Y) the status of ESH Hospitality as a real estate investment trust under the Code. Manager agrees to consider, in good faith, the recommendations of Lessee in connection with the matters on which it is consulted as described above.

REOC. The parties acknowledge that Lessee is a direct or indirect controlled subsidiary of an entity, Extended Stay America, Inc.ESH Hospitality Holdings LLC, a Delaware corporation limited liability company (the “Parent”), that is intended to qualify as a “real estate operating company” (a “REOC”) within the meaning of the U.S. Department of Labor plan assets regulation (Section 2510.3-101, Part 2510 of Chapter XXV, Title 29 of the Code of Federal Regulations) and that it is intended that Lessee will have the rights, pursuant to this Agreement, as would be reasonably necessary to result in the qualification of Parent as a REOC. Without limiting the generality of the foregoing, notwithstanding any other provision of this Agreement, without prejudice to the other rights provided to Lessee under this Agreement, Manager agrees to: (i) permit Lessee and Parent to visit and inspect the Hotels and inspect and copy the books and records of Manager, at such times as Lessee shall reasonably request; (ii) periodically (at least quarterly) provide Lessee and Parent with information and reports regarding Manager’s operation and management of the Hotels and the performance of its duties under this Agreement and with respect to renovations, alterations, general maintenance, repairs and development activities that Manager has engaged in or intends to engage in with respect to the Hotels and their surroundings; (iii) periodically (at least quarterly) consult with Lessee and Parent in advance with respect to any significant leasing, management and development matters, as appropriate, including, without limitation, with respect to matters relating to renovations, alterations, general maintenance, repairs and development activities with respect to the Hotels and their surroundings and the management, participatory and development rights retained by Lessee under this Agreement; and (iv) to provide Lessee and Parent with such other rights as may reasonably be determined by Lessee to be necessary to enable Parent to qualify as a REOC, provided the rights described in clauses (i)-(iv) above do not materially adversely affect (X) Manager’s ability to perform its duties under this Agreement or the economic benefits enjoyed by Manager under this Agreement or (Y) the status of ESH Hospitality as a real estate investment trust under the Code. Manager agrees to consider, in good faith, the recommendations of Lessee in connection with the matters on which it is consulted as described above.