Common use of Required Repairs Clause in Contracts

Required Repairs. Borrower shall perform the repairs at the Properties, as more particularly set forth on Schedule 7.1 hereto (such repairs hereinafter referred to as “Required Repairs”). Borrower shall complete each of the Required Repairs by January 7, 2018 (the “Required Repairs Deadline”). It shall be an Event of Default under this Agreement if Borrower does not complete the Required Repairs at the Individual Property on or before the Required Repairs Deadline; provided, however, if Borrower shall have been unable to complete a Required Repair by the Required Repair Deadline (or if the Property is a Brand Managed Property and the Manager has not completed such Required Repair and is obligated to complete such Required Repair by the Required Repair Deadline) after using commercially reasonable efforts to do so (or with respect to any Brand Managed Property, causing the applicable Brand Manager to do so) and provided that the failure to complete such Required Repair does not endanger any tenant, patron or other occupant of the Individual Property or the general public and does not materially and adversely affect the value of the Individual Property, the Required Repair Deadline shall be automatically extended solely as to such Required Repair to permit Borrower to complete such Required Repair so long as Borrower is at all times thereafter diligently and expeditiously proceeding to complete the same or with respect to any Brand Managed Property, for such extended period of time as the Manager is provided to complete such Required Repair under the Management Agreement so long as Manager shall be completing such Required Repair in accordance with the Management Agreement) (provided that such additional period shall not exceed ninety (90) days in respect of any Required Repair).

Required Repairs. Borrower On the Commencement Date, Tenant shall perform deposit with Landlord the sum of Four Hundred Fifty Nine Thousand Nine Hundred Three and NO/00 Dollars ($459,903.00) (or deliver a Letter of Credit as defined in Section 30.06(d) in such amount, which Letter of Credit shall be held and disbursed in the same manner as described in Section 30.05 hereof with respect to the Letter of Credit for the Required Repairs), to complete each item of the repairs at relating to the Properties, as more particularly set forth Property Locations described on Schedule 7.1 hereto Exhibit I (such repairs hereinafter referred to as the “Required Repairs”). Borrower ) and Landlord shall complete each of hold or cause the Required Repairs by January 7, 2018 Mortgagee to hold such amount for Tenant’s benefit in an interest-bearing account (which may be a book entry subaccount) (the “Required Repairs DeadlineSubaccount”); all interest thereon shall accrue for the benefit of Tenant. It Tenant shall complete the Required Repairs at the applicable Property Location on or before the deadline for such Required Repairs as set forth in Exhibit I. Landlord shall disburse or cause the Mortgagee to disburse the funds held in the Required Repairs Subaccount to Tenant, within fifteen (15) days after the delivery by Tenant to Landlord of a request therefor, in an amount greater than Twenty-Five Thousand Dollars ($25,000) (or a lesser amount if the total amount in the Required Repair Subaccount is less than Twenty-Five Thousand Dollars ($25,000), in which case only one disbursement of the amount remaining in the account shall be made), accompanied by the following items: (a) a certificate signed by an Event officer of Default under this Agreement Tenant: (i) stating that the Required Repair which is the subject of the requested disbursement has been completed, (ii) identifying each Person that supplied materials or labor in connection with such Required Repairs or any portion thereof, and (iii) stating that each such Person supplying materials or labor has been or, upon receipt of the requested disbursement, will be paid in full with respect to the portion of the Required Repairs which is the subject of the requested disbursement; (b) copies of appropriate lien waivers, to the extent applicable, or other evidence of payment reasonably satisfactory to Landlord; and (c) if Borrower requested by ▇▇▇▇▇▇▇▇’s Mortgagee, a title search for such Property Location indicating that such Property Location is free from all liens, claims and other encumbrances not previously approved by Landlord. Landlord shall be obligated to make (or cause Mortgagee to make) disbursements from the Required Repair Subaccount with respect to a Property Location in the amount allocated for such Property Location set forth in Exhibit I (even if the cost to complete such work is less than the amount set forth in Exhibit I) but Landlord shall not be obligated to make (or cause Mortgagee to make) disbursements in excess of the amount allocated for Property Location as set forth in Exhibit I. If Tenant does not complete the Required Repairs at the Individual applicable Property on Location by the required deadline for such Required Repairs, then Landlord may apply such funds to completion of such Required Repairs. Upon Tenant’s completion of all Required Repairs in accordance with this Section, Landlord shall release or before cause Mortgagee to release any funds remaining in the Required Repairs Deadline; provided, howeverSubaccount, if Borrower shall have been unable any, to complete a Required Repair by the Required Repair Deadline (or if the Property is a Brand Managed Property and the Manager has not completed such Required Repair and is obligated to complete such Required Repair by the Required Repair Deadline) after using commercially reasonable efforts to do so (or with respect to any Brand Managed Property, causing the applicable Brand Manager to do so) and provided that the failure to complete such Required Repair does not endanger any tenant, patron or other occupant of the Individual Property or the general public and does not materially and adversely affect the value of the Individual Property, the Required Repair Deadline shall be automatically extended solely as to such Required Repair to permit Borrower to complete such Required Repair so long as Borrower is at all times thereafter diligently and expeditiously proceeding to complete the same or with respect to any Brand Managed Property, for such extended period of time as the Manager is provided to complete such Required Repair under the Management Agreement so long as Manager shall be completing such Required Repair in accordance with the Management Agreement) (provided that such additional period shall not exceed ninety (90) days in respect of any Required Repair)Tenant.

Required Repairs. Borrower (a) Tenant shall perform the repairs at the Propertiesactions (each, as more particularly a “Required Repair”) set forth on Schedule 7.1 Exhibit F hereto (such repairs hereinafter referred in compliance with the conditions set forth in Paragraph 13(b) hereof and provide Landlord with documentation, reasonably satisfactory to as “Required Repairs”). Borrower shall complete each Landlord, of the lien free completion of the activities listed on such schedule within one hundred twenty (120) days after the date hereof. Such documentation shall include, without limitation, copies of all relevant reports, contracts, lien waivers, agreements and, where appropriate, photographic evidence documenting the completed obligations, and all other documents and information reasonably required by Landlord or Lender in connection therewith. Tenant shall pay all costs associated with the obligations set forth in this Paragraph 34. Upon receipt of written notice from Landlord that Tenant has failed to timely complete any Required Repairs by January 7Repair, 2018 Tenant shall have thirty (the “Required Repairs Deadline”). It 30) days to cure such failure at which point such failure shall be deemed to be an Event of Default under this Agreement if Borrower does not complete the Required Repairs at the Individual Property on or before the Required Repairs DeadlineDefault; provided, however, if Borrower that in the event Tenant hall have commenced and shall have been unable be diligently pursuing a cure of such failure, such thirty (30) day cure period shall be extended to complete a Required Repair by the Required Repair Deadline (or if the Property is a Brand Managed Property and the Manager has not completed such Required Repair and is obligated allow Tenant to complete such Required Repair by cure; provided further, however, that in no event shall the period during which Tenant may perform the Required Repair DeadlineRepairs, as the same may be extended, exceed one hundred eighty (180) after using commercially reasonable efforts days. (b) Upon execution of this Lease, Tenant shall deposit with Landlord’s Lender, if requested, an escrow equal to do so (or with respect 125% of the estimated cost of completing the Required Repairs. If Tenant fails to any Brand Managed Propertyperform the Required Repairs within the time period set forth in Paragraph 34(a) above, causing Landlord may, upon request to Lender, draw against such escrow to pay the applicable Brand Manager cost of completing the Required Repairs pursuant to do so) and provided that the failure to complete Lender’s standard disbursement requirements. If Tenant performs such Required Repair does not endanger Repairs, Landlord will request a draw against the escrow from Lender upon receipt from Tenant of a draw request, together with any tenant, patron or other occupant supporting information required to process the draw request. Any balance held in escrow shall be refunded to Tenant upon completion of the Individual Property or the general public and does not materially and adversely affect the value of the Individual Property, the Required Repair Deadline shall be automatically extended solely as to such Required Repair to permit Borrower to complete such Required Repair so long as Borrower is at all times thereafter diligently and expeditiously proceeding to complete the same or with respect to any Brand Managed Property, for such extended period of time as the Manager is provided to complete such Required Repair under the Management Agreement so long as Manager shall be completing such Required Repair in accordance with the Management Agreement) (provided that such additional period shall not exceed ninety (90) days in respect of any Required Repair)Repairs.

Required Repairs. (a) Subject to Lender making applicable Reserve Funds available therefor, Borrower shall perform make the repairs at to the Properties, Property set forth in the columns labeled “Immediate” and “Year 1” on Schedule I attached hereto and made a part hereof (but excluding in all event Item 6 thereof relating to Façade Repairs and as more particularly set forth on Schedule 7.1 hereto described in the Property Condition Report prepared in connection with the closing of the Loan (such repairs hereinafter referred to as “Required Repairs”). Borrower shall complete each of the Required Repairs by January 7, 2018 in a good and workmanlike manner on or before the date that is eighteen (18) months from the Closing Date or within such other time frame for completion specifically set forth on Schedule I. (b) Borrower shall establish on the Closing Date an Eligible Account with Lender or Lender’s agent to fund the Required Repairs (the “Required Repairs DeadlineRepair Account”). It ) into which Borrower shall be an Event deposit on the Closing Date the amount of Default under this Agreement if Borrower does not complete $2,040,735.00, which amount equals one hundred ten percent (110%) of the estimated cost for the completion of the Required Repairs at Repairs. Amounts so deposited shall hereinafter be referred to as the Individual Property on or before “Required Repair Funds”. Upon the earlier of (1) Borrower’s completion of all Required Repairs Deadline; provided, however, if Borrower shall have been unable to complete a Required Repair by the Required Repair Deadline (or if the Property is a Brand Managed Property and the Manager has not completed such Required Repair and is obligated to complete such Required Repair by the Required Repair Deadline) after using commercially reasonable efforts to do so (or with respect to any Brand Managed Property, causing the applicable Brand Manager to do so) and provided that the failure to complete such Required Repair does not endanger any tenant, patron or other occupant of the Individual Property or the general public and does not materially and adversely affect the value of the Individual Property, the Required Repair Deadline shall be automatically extended solely as to such Required Repair to permit Borrower to complete such Required Repair so long as Borrower is at all times thereafter diligently and expeditiously proceeding to complete the same or with respect to any Brand Managed Property, for such extended period of time as the Manager is provided to complete such Required Repair under the Management Agreement so long as Manager shall be completing such Required Repair in accordance with the Management Agreement) terms hereof (provided that Borrower has supplied Lender with evidence reasonably satisfactory to Lender of payment of all Required Repairs), so long as no Event of Default is then continuing or (2) payment in full by Borrower of all sums evidenced by the Note (other than obligations of Borrower which survive repayment of the Loan such additional period as indemnification obligations) and secured by the Mortgage, Lender shall not exceed ninety (90) days in respect of any disburse to Borrower all remaining Required Repair)Repair Funds, if any.

Required Repairs. Borrower On the Commencement Date, Tenant shall perform deposit with Landlord the sum of [ ][To be updated on the Effective Date], to complete each item of the repairs at relating to the Properties, as more particularly set forth Property Locations described on Schedule 7.1 hereto Exhibit I (such repairs hereinafter referred to as the “Required Repairs”). Borrower ) and Landlord shall complete each of hold or cause the Required Repairs by January 7, 2018 Mortgagee to hold such amount for Tenant’s benefit in an interest-bearing account (which may be a book entry subaccount) (the “Required Repairs DeadlineSubaccount”); all interest thereon shall accrue for the benefit of Tenant. It Tenant shall complete the Required Repairs at the applicable Property Location on or before the deadline for such Required Repairs as set forth in Exhibit I [To be updated on the Effective Date]. Landlord shall disburse or cause the Mortgagee to disburse the funds held in the Required Repairs Subaccount to Tenant, within fifteen (15) days after the delivery by Tenant to Landlord of a request therefor, in an amount greater than $25,000 (or a lesser amount if the total amount in the Required Repair Subaccount is less than $25,000, in which case only one disbursement of the amount remaining in the account shall be made), accompanied by the following items: (a) a certificate signed by an Event officer of Default under this Agreement Tenant: (i) stating that the Required Repair which is the subject of the requested disbursement has been completed, (ii) identifying each Person that supplied materials or labor in connection with such Required Repairs or any portion thereof, and (iii) stating that each such Person supplying materials or labor has been or, upon receipt of the requested disbursement, will be paid in full with respect to the portion of the Required Repairs which is the subject of the requested disbursement; (b) copies of appropriate lien waivers, to the extent applicable, or other evidence of payment reasonably satisfactory to Landlord; and (c) if Borrower requested by Landlord’s Lender, a title search for such Property Location indicating that such Property Location is free from all liens, claims and other encumbrances not previously approved by Landlord. Landlord shall be obligated to make disbursements from the Required Repair Subaccount with respect to a Property Location in the amount allocated for such Property Location set forth in Exhibit I (even if the cost to complete such work is less than the amount set forth in Exhibit I) but Landlord shall not be obligated to make disbursements in excess of the amount allocated for Property Location as set forth in Exhibit I. If Tenant does not complete the Required Repairs at the Individual applicable Property on Location by the required deadline for such Required Repairs, then Landlord may apply such funds to completion of such Required Repairs. Upon Tenant’s completion of all Required Repairs in accordance with this Section, Landlord shall release or before cause Mortgagee to release any funds remaining in the Required Repairs Deadline; provided, howeverSubaccount, if Borrower shall have been unable any, to complete a Required Repair by the Required Repair Deadline (or if the Property is a Brand Managed Property and the Manager has not completed such Required Repair and is obligated to complete such Required Repair by the Required Repair Deadline) after using commercially reasonable efforts to do so (or with respect to any Brand Managed Property, causing the applicable Brand Manager to do so) and provided that the failure to complete such Required Repair does not endanger any tenant, patron or other occupant of the Individual Property or the general public and does not materially and adversely affect the value of the Individual Property, the Required Repair Deadline shall be automatically extended solely as to such Required Repair to permit Borrower to complete such Required Repair so long as Borrower is at all times thereafter diligently and expeditiously proceeding to complete the same or with respect to any Brand Managed Property, for such extended period of time as the Manager is provided to complete such Required Repair under the Management Agreement so long as Manager shall be completing such Required Repair in accordance with the Management Agreement) (provided that such additional period shall not exceed ninety (90) days in respect of any Required Repair)Tenant.

Required Repairs. Borrower shall perform the repairs at the PropertiesProperty, as more particularly set forth on Schedule 7.1 III hereto (such repairs hereinafter referred to as “Required Repairs”). Borrower shall complete each of the Required Repairs by January 7, 2018 (on or before the “Required Repairs Deadline”)required deadline for each repair as set forth on Schedule III. It shall be an Event of Default under this Agreement if Borrower does not complete the Required Repairs at the Individual Property by the required deadline for each repair as set forth on or before the Required Repairs DeadlineSchedule III; provided, however, if Borrower shall have been unable that Lender in its sole and absolute discretion may agree to extend the time to complete a Required Repair by the Required Repair Deadline (or Repairs if the Property is a Brand Managed Property and the Manager Borrower, despite its good faith efforts, has not completed such Required Repair and is obligated failed to complete such Required Repair by the Required Repair DeadlineRepairs within such period. The parties hereby acknowledge and agree that as of the date hereof, AGL Investments No. 2 Limited Partnership L.L.L.P., Borrower, Lender and LandAmerica Partners Title Company have entered into that certain Escrow Instructions for Order No.: GF#2711000981 (the “Escrow Agreement”) after using commercially reasonable efforts to do so (or with respect to certain costs and expenses related to the completion of the Required Repairs. Borrower (i) shall observe and perform the obligations imposed upon it under the Escrow Agreement in a commercially reasonable manner; (ii) shall enforce the terms, covenants and conditions contained in the Escrow Agreement upon the part of the other parties thereto to be observed or performed in a commercially reasonable manner, (iii) shall not amend, modify or terminate the Escrow Agreement without the prior written consent of Lender and (iv) shall not submit any Brand Managed PropertyDisbursement Request (as defined in the Escrow Agreement) pursuant to Section 3 of the Escrow Agreement unless such Disbursement Request has been approved by Lender, causing the applicable Brand Manager such approval not to do sobe unreasonably withheld, conditioned or delayed. If Borrower submits to Lender for its approval a Disbursement Request, together with all supporting documentation reasonably required by Lender, and Lender does not respond to Borrower with its approval, denial or request for additional information within five (5) and Business Days of Lender’s receipt of said Disbursement Request, such Disbursement Request shall be deemed approved by Lender provided that the failure submission to complete such Required Repair does not endanger any tenant, patron or other occupant of the Individual Property or the general public and does not materially and adversely affect the value of the Individual Property, the Required Repair Deadline shall be automatically extended solely as to such Required Repair to permit Borrower to complete such Required Repair so long as Borrower Lender is at all times thereafter diligently and expeditiously proceeding to complete the same or with respect to any Brand Managed Property, for such extended period of time as the Manager is provided to complete such Required Repair under the Management Agreement so long as Manager shall be completing such Required Repair marked in accordance bold lettering with the Management Agreement) (provided that such additional period shall not exceed ninety (90) days in respect of any Required Repair)following: “LENDER’S RESPONSE IS REQUIRED WITHIN 5 BUSINESS DAYS OF RECEIPT OF THIS NOTICE PURSUANT TO THE TERMS OF SECTION 7.1 OF A LOAN AGREEMENT BETWEEN THE UNDERSIGNED AND LENDER”.

Required Repairs. Borrower shall perform make the repairs at the Properties, as more particularly and improvements to each Individual Property set forth on Schedule 7.1 hereto 9.1 and as more particularly described in the Property Condition Report prepared in connection with the closing of the Loan (such repairs hereinafter referred to as “Required Repairs”). Borrower shall complete each of All Required Repairs (other than the Secondary Containment Required ▇▇▇▇▇▇▇▇.▇▇.▇▇▇▇▇▇▇▇ 133 Repairs and the Required Repairs by January 7related to the completion of the façade repairs at the Individual Property commonly known as The ▇▇▇▇▇▇▇▇▇ Hotel and provided that the failure to complete such Required Repair does not endanger any tenant, 2018 patron or other occupant of the Individual Property or the general public) shall be completed within twelve (12) months (the “Required Repairs Repair Deadline”). It shall be an Event ) of Default under this Agreement if Borrower does not complete the Required Repairs at the Individual Property on or before the Required Repairs DeadlineClosing Date; provided, however, if Borrower shall have been unable to complete a such Required Repair by the Required Repair Deadline (or if Deadline, Borrower shall have the Property is a Brand Managed Property and right, without the Manager has not completed such consent of Lender, to extend the Required Repair Deadline to the First Required Repair Extended Deadline and is obligated further to the Final Required Repair Extended Deadline, as applicable, provided that the following conditions are satisfied: Lender shall have received a certificate executed by an officer of Borrower certifying that Borrower has used commercially reasonable efforts to complete such Required Repair by the Required Repair Deadline) after using commercially reasonable efforts to do so (or with respect to any Brand Managed Property, causing the applicable Brand Manager to do so) Deadline and provided that the failure to complete such Required Repair does not endanger any tenant, patron or other occupant of the Individual Property or the general public and does not materially and adversely affect the value of the Individual Property; provided, however, further, in the Required Repair Deadline event that Borrower shall be automatically extended solely as to such Required Repair to permit Borrower have been unable to complete such Required Repair so long by the Final Required Repair Extended Deadline, the Final Required Repair Extended Deadline may, with the prior written consent of Lender, be further extended to a date determined by Lender. The Required Repair related to the completion of the façade repairs at the Individual Property commonly known as The ▇▇▇▇▇▇▇▇▇ Hotel shall be completed within twenty-four (24) months of the Closing Date (“▇▇▇▇▇▇▇▇▇ Façade Required Repair Deadline”); provided, however, if Borrower is at all times thereafter diligently and expeditiously proceeding to complete the same or with respect to any Brand Managed Property, for such extended period of time as the Manager is provided shall have been unable to complete such Required Repair under by the Management Agreement so long as Manager shall ▇▇▇▇▇▇▇▇▇ Façade Required Repair Deadline, the ▇▇▇▇▇▇▇▇▇ Façade Required Repair Deadline may, with the prior written consent of Lender, be completing extended to a date determined by Lender. If the failure to complete any Required Repair can reasonably be expected to endanger any tenant, patron or other occupant of the Individual Property or the general public, such Required Repair in accordance with the Management Agreement) (provided that such additional period shall not exceed must be completed within ninety (90) days of the Closing Date. Borrower shall complete the Required Repairs in a good and workmanlike manner and otherwise in accordance with this Agreement. With respect to the Individual Properties commonly known as Hilton Parsippany, Marriott Omaha and Marriott Sugar Land, Borrower shall, within ninety (90) days of any the Closing Date (at its sole cost and expense), install the secondary containment ASTs set forth across from such Individual Property’s name on Schedule 9.1 attached hereto, and, with respect to the Individual Property commonly known as Renaissance Palm Springs, Borrower shall, within one hundred eighty (180) days of the Closing Date (at its sole cost and expense), install the secondary containment ASTs set forth across from such Individual Property’s name on Schedule 9.1 attached hereto, in each case in accordance with the terms of this Agreement and all applicable laws (such repairs, collectively, the “Secondary Containment Required RepairRepairs”).

Required Repairs. Borrower shall perform the repairs at the Propertiesits Property, as more particularly set forth on Schedule 7.1 hereto II hereto, all as recommend by Lender's engineering and environmental consultants, (such repairs hereinafter referred to as “"Property Required Repairs”"). As to those items which indicate "Soil Remediation" on Schedule II: (a) Borrower shall not have to perform same if the "Test Borings" shown on Schedule II are satisfactory to Lender and its consultants (in which case the amounts reserved for Soil Remediation shall be returned to Borrower if no Event of Default then exists) and (b) if the Test Borings are not satisfactory, the Soil Remediation shall consist of those items required by Lender and its consultants. Borrowers shall complete each of the Property Required Repairs by January 7on or before June 1, 2018 (the “Required Repairs Deadline”)1999. It shall be an Event of Default under this Agreement if Borrower does (i) Borrowers do not complete the Property Required Repairs at the each Individual Property on or before by such required deadline, and (ii) Borrowers do not satisfy each condition contained in Section 7.1.2 hereof. Upon the Required Repairs Deadline; providedoccurrence of such an Event of Default, howeverLender, if Borrower shall have been unable to complete a at its option, may withdraw all Required Repair by Funds from the Required Repair Deadline (or if Sub-Account and Lender may apply such funds either to completion of the Property is a Brand Managed Required Repairs at one or more of the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the Manager has not completed such Required Repair other Loan Documents. The charges of Lender's engineering and is obligated to complete such Required Repair by the Required Repair Deadline) after using commercially reasonable efforts to do so (or with respect to any Brand Managed Property, causing the applicable Brand Manager to do so) and provided that the failure to complete such Required Repair does not endanger any tenant, patron or other occupant of the Individual Property or the general public and does not materially and adversely affect the value of the Individual Property, the Required Repair Deadline environmental consultants shall be automatically extended solely as to such Required Repair to permit Borrower to complete such Required Repair so long as Borrower is at all times thereafter diligently and expeditiously proceeding to complete the same or with respect to any Brand Managed Property, for such extended period of time as the Manager is provided to complete such Required Repair under the Management Agreement so long as Manager shall be completing such Required Repair in accordance with the Management Agreement) (provided that such additional period shall not exceed ninety (90) days in respect of any Required Repair)paid by Borrower.

Required Repairs. (a) Borrower shall, or shall cause ▇▇▇▇▇▇ Mortgage Borrower to perform the repairs at the Properties, as more particularly set forth on Schedule 7.1 7.1.1 hereto (such repairs hereinafter collectively referred to as “Required Repairs”). Subject to Unavoidable Delays, Borrower shall, or shall cause ▇▇▇▇▇▇ Mortgage Borrower to complete each of the Required Repairs by January 7, 2018 (within the “Required Repairs Deadline”)time frames set forth on Schedule 7.1.1 hereto. It shall be an Event of Default under this Agreement if subject to Unavoidable Delays, Borrower does or ▇▇▇▇▇▇ Mortgage Borrower do not complete the Required Repairs at each Individual Property by the required dates. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may, subject to the terms and provisions of the ▇▇▇▇▇▇ Loan Documents, apply such funds either to completion of the Required Repairs at one or more of the Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for each Individual Property set forth on such Schedule 7.1.1 hereto to perform the Required Repairs for such Individual Property multiplied by one hundred twenty-five percent (125%) (or a Letter of Credit in lieu thereof). Amounts so deposited with Lender (or the proceeds of any Letter of Credit delivered in lieu thereof) shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited (and the proceeds of any Letter of Credit delivered pursuant to this Section 7.1.1) shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.” (b) Lender shall disburse to Borrower the Required Repair Funds from the Required Repair Account from time to time, but not more frequently than once in any thirty (30) day period, upon satisfaction by Borrower of each of the following conditions: (a) Borrower shall submit a written request for payment to Lender at least thirty (30) days prior to the date on which Borrower request such payment be made and specifies the Required Repairs to be paid, (b) on the date such request is received by Lender and on the date such payment is to be made, no Event of Default shall exist and remain uncured, (c) Lender shall have received an Officer’s Certificate (i) stating that all Required Repairs at the applicable Individual Property to be funded by the requested disbursement have been completed in good and workmanlike manner (or any materials to be reimbursed by the requested disbursement are on site at the Individual Property on and are properly secured or before in a bonded warehouse or have been installed in the Individual Property) and in accordance with all applicable Legal Requirements, such Officer’s Certificate to be accompanied by a copy of any license, permit or other approval by any Governmental Authority required to commence and/or complete the Required Repairs, (ii) identifying each Person that supplied materials or labor in connection with the Required Repairs Deadline; providedperformed at such Individual Property to be funded by the requested disbursement, howeverand (iii) stating that each such Person has been paid in full or will be paid in full upon such disbursement (except for customary retainage), if Borrower such Officer’s Certificate to be accompanied by lien waivers or other evidence of payment satisfactory to Lender from each Person receiving $50,000 or more in payment, (d) at Lender’s option, a title search for such Individual Property indicating that such Individual Property is free from all liens, claims and other encumbrances not previously Table of Contents approved by Lender which are not Permitted Encumbrances, and (e) Lender shall have received such other evidence as Lender shall reasonably request that the Required Repairs at such Individual Property to be funded by the requested disbursement have been unable completed (or any materials to complete be reimbursed by the requested disbursement are on site at the Individual Property and are properly secured or in a Required Repair by bonded warehouse or have been installed in the Individual Property) and are paid for or will be paid upon such disbursement to Borrower (except for customary retainage). Lender shall not be required to make disbursements from the Required Repair Deadline (or if the Property is a Brand Managed Property and the Manager has not completed such Required Repair and is obligated to complete such Required Repair by the Required Repair Deadline) after using commercially reasonable efforts to do so (or Account with respect to any Brand Managed Property, causing the applicable Brand Manager to do so) and provided that the failure to complete such Required Repair does not endanger any tenant, patron or other occupant of the Individual Property unless such requested disbursement is in an amount greater than $25,000 (or a lesser amount if the general public and does not materially and adversely affect the value of the Individual Property, total amount in the Required Repair Deadline Account is less than $25,000, in which case only one (1) disbursement of the amount remaining in the account shall be automatically extended solely as to made) and such Required Repair to permit Borrower to complete such Required Repair so long as Borrower is at all times thereafter diligently and expeditiously proceeding to complete the same or with respect to any Brand Managed Property, for such extended period of time as the Manager is provided to complete such Required Repair under the Management Agreement so long as Manager disbursement shall be completing such made only upon satisfaction of each condition contained in this Section 7.1.2 in all material respects. Provided no Event of Default has occurred and is continuing, any funds remaining in the Required Repair Repairs Account after completion of all Required Repairs and the delivery of evidence thereof in accordance with the Management Agreement) (terms and conditions of this Agreement will be disbursed to Borrower. In the event Borrower delivers a Letter of Credit to Lender in lieu of depositing cash into the Required Repair Account, provided Borrower delivers evidence reasonably acceptable to Lender that certain of the applicable Required Repairs have been completed in a good and ▇▇▇▇▇▇▇-like-manner and such additional period Required Repairs have been paid for in full, Borrower shall not exceed ninety (90) days be permitted to deliver a replacement Letter of Credit in respect an amount equal to 125% of any the then remaining outstanding Required Repair)Repairs in substitution for the Letter of Creditor previously delivered to Lender.