Common use of Financial Reports Clause in Contracts

Financial Reports. Borrower shall keep accurate and complete books, records and accounts in accordance with generally accepted accounting principles (“GAAP”) (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, within thirty (30) days after request and at its sole cost and expense, deliver to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy of Borrower’s financial statement covering all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent the results of operations and financial condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of the date of Lender’s request, identifying each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interest.

Financial Reports. Borrower Mortgagor shall keep accurate and complete books, records and accounts in accordance with generally accepted accounting principles furnish to Mortgagee (“GAAP”a) within ninety (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, within thirty (30) days after request and at its sole cost and expense, deliver to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (12090) days following the end of each Fiscal Year fiscal year of BorrowerMortgagor, with a complete copy of BorrowerMortgagor’s financial statement covering all of quarterly and annual operating statements for the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying Property as of the date thereof (i) that end of and for the annual financial statements accurately represent preceding quarter and fiscal year, as applicable, in each case prepared against the results of operations and financial condition of Borrower all in accordance with GAAP (or budget for such other accounting basis reasonably acceptable to Lender) consistently appliedfiscal year, as may be applicable, (iib) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance contemporaneously with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of each of such financial statementsoperating statements of the Property, reportsa rent roll certified, bookssigned and dated by Mortgagor detailing the names of all tenants under the Leases, records the portion of the improvements on the Property occupied by each tenant, the rent and accounts any other charges payable under each Lease and the term of each Lease, (c) the annual balance sheet and profit and loss statement of Mortgagor and an annual balance sheet of each Guarantor and (y) at any during which (A) an O&M Operative Period exists or (Bd) the Rent under Space Leases exceeds five percent federal and state tax returns of each Guarantor not later than the date that is ten (5%) of the annual Operating Income, annually, within twenty (2010) days following the end of each year date that such federal and within twenty state tax returns are filed. The financial statements and reports described in (20a) days following receipt of and (c) above shall be in such request thereforform and in such detail as Mortgagee may require, shall be prepared on a true, complete tax basis (with respect to Mortgagor only) and shall be certified as true and correct rent roll for by Mortgagor or each Guarantor, as may be applicable (or if required by Mortgagee, after the Premisesoccurrence of an Event of Default, including by an independent certified public accountant acceptable to Mortgagee). Mortgagor shall file and pay its annual tax returns and taxes in a list of which tenants are in default under their respective Major Space Leases, dated as of the date of Lendertimely manner. Mortgagor shall also furnish or cause to be furnished to Mortgagee within forty-five (45) after Mortgagee’s request, identifying each tenant that has filed a bankruptcyany other financial reports or statements of Mortgagor, insolvencyincluding, or reorganization proceeding since delivery without limitation, balance sheets, profit and loss statements, tax returns (within fifteen (15) days after filing with the applicable governmental authority), other financial statements, and certified rent rolls, required under any of the last such rent rollLoan Documents, requested by any regulatory or governmental authority exercising jurisdiction over Mortgagee, certified as true and correct by Mortgagor. Following the occurrence of any Event of Default, Mortgagor shall deliver to Mortgagee the items required in (a) and (b) above on a monthly basis. Mortgagor’s financial statements will be prepared by Xxxxxxx, Xxxxxxxxx and Xxxxx or Xxxxxx Xxxx or a reasonable comparable firm selected by Mortgagor, and the arrearages for such tenant, if any, and such rent roll shall be accompanied reasonably approved by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interestMortgagee.

Financial Reports. Borrower shall keep accurate and complete books, records and accounts in accordance with generally accepted accounting principles (“"GAAP”") (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, within thirty (30) days after request and at its sole cost and expense, deliver to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower shall, from time to time, within five (5) days after request and at its sole cost and expense, deliver to Lender such information, reports and additional financial information with respect to the financial affairs of Borrower as Lender shall reasonably request. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy of Borrower’s 's financial statement audited by an Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied covering (i) all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s 's equity; provided, however, in lieu of delivering audited financial statements of Borrower, Borrower may deliver annual financial statements of Borrower consisting of a statement of revenues and expenses, a balance sheet and a statement of Borrower's equity which are certified by Borrower as true, accurate and complete, together with financial statements of the borrower under the Mortgage Loan which are audited by a nationally recognized Independent certified public accountant, provided that such audited financial statements set forth in reasonable detail the revenues and expenses of Borrower. Together with Borrower’s 's annual financial statements, Borrower shall furnish to Lender an Officer’s 's Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent the results of operations and financial condition of Borrower the persons covered thereby all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, and (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently appliedcircumstance. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (y) annually or upon written request from Lender at any time during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five ten percent (510%) of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of the date last month of Lender’s requestsuch Fiscal Year, identifying each tenant that has filed a bankruptcyshowing the percentage of gross leasable area of the Property, insolvencyif any, or reorganization proceeding since delivery leased as of the last such day of the preceding Fiscal Year, the current annual rent rollfor the Property, the expiration date of each Lease, whether, to Borrower's knowledge, any portion of the Property has been sublet, and if it has, the arrearages for such tenant, if anyname of the subtenant, and such rent roll shall be accompanied by an Officer’s Certificate, 's Certificate dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its datedate and stating whether Borrower, within the past year, has issued a notice of default with respect to any Lease which has not been cured and the nature of such default. Borrower shall furnish to Lender, within thirty (30) days after Lender's request therefor, such further detailed information with respect to the operation of the Premises and the financial affairs of Borrower as may be reasonably requested by Lender. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interest.

Financial Reports. Borrower Credit Parties shall keep accurate furnish to Lender (i) as soon as available and complete books, records and accounts in accordance with generally accepted accounting principles (“GAAP”) (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect any event when submitted to the financial affairs of Borrower, including, Securities and Exchange Commission but not limited to, the financial affairs of Borrower which relate to the Collateral no later than one hundred and all sums due or which may become due thereunder. Borrower shall, within thirty five (30105) calendar days after request and at its sole cost and expense, deliver to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year fiscal year of BorrowerCredit Parties, with audited annual consolidated and consolidating financial statements of Credit Parties, including the notes thereto, consisting of a complete copy consolidated and consolidating balance sheet at the end of Borrower’s financial statement covering all such completed fiscal year and the related consolidated and consolidating statements of the financial affairs of Borrower income, retained earnings, cash flows and owners’ equity for such Fiscal Year completed fiscal year, which financial statements shall be prepared by an independent certified public accounting firm satisfactory to Lender and containing a statement of revenues and expensesaccompanied by related management letters, a statement of assets and liabilities and a statement of Borrower’s equity. Together if available; provided that no going concern opinion shall be issued in connection with Borrower’s annual such financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying (ii) as soon as available and in any event within thirty calendar days after the end of each calendar month (fifty calendar days after the end of any month which coincides with the end of a fiscal quarter and sixty days after the end of any month which coincides with the end of a fiscal year), unaudited financial statements of Credit Parties consisting of a balance sheet and statements of income and cash flows as of the date thereof (i) that end of the annual immediately preceding calendar month. Monthly financial statements accurately represent provided to the results Lender which have been internally prepared by Borrower for any month which corresponds with the end of operations and a fiscal quarter or fiscal year will be subject to further adjustments by the Credit Parties’ outside auditors before being finalized. All such financial condition of Borrower all statements shall be prepared in accordance with GAAP consistently applied with prior periods except for any normal quarter and year-end adjustments which may be applied in future periods and for any changes in accounting methodology that may have been applied since any prior period. With each such financial statement, Credit Parties shall also deliver a certificate of its chief financial officer or principal accounting officer in substantially the form of Exhibit B hereto (or a “Compliance Certificate”) stating that (A) such other accounting basis reasonably acceptable to Lender) consistently appliedperson has reviewed the relevant terms of the Loan Documents and the condition of Credit Parties, (iiB) whether there exists an event no Default or circumstance which constitutesEvent of Default has occurred or is continuing, or, if any of the foregoing has occurred or which upon notice is continuing, specifying the nature and status and period of existence thereof and the steps taken or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrowerproposed to be taken with respect thereto, and if such event or circumstance exists, (C) Credit Parties are in compliance with all financial covenants attached as Annex I hereto. Such certificate shall be accompanied by the nature thereof, calculations necessary to show compliance with the period of time it has existed and the action then being taken financial covenants in a form satisfactory to remedy such event or circumstance Lender and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance simultaneously with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such monthly financial statements for any given month, an accounts payable aging schedule showing a reconciliation to the amounts reported in the monthly financial statements, reports, books, records and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of the date of Lender’s request, identifying each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interest.

Financial Reports. Borrower shall keep accurate and complete books, records and accounts in accordance with generally accepted accounting principles (“GAAP”) ), the Uniform System of Accountants (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, within thirty ten (3010) days Business Days after request and at its sole cost and expense, deliver to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower shall, from time to time, within thirty (30) days after request and at its sole cost and expense, deliver to Lender such information, reports and additional financial information with respect to the financial affairs of Borrower as Lender shall reasonably request. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy of Borrower’s financial statement audited by an Independent certified public accountant that is acceptable to Lender in accordance with GAAP, the Uniform System of Accountants (or such other accounting basis reasonably acceptable to Lender) consistently applied covering (i) all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent the results of operations and financial condition of Borrower all in accordance with GAAP GAAP, the Uniform System of Accountants (or such other accounting basis reasonably acceptable to Lender) consistently applied, and (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently appliedcircumstance. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts (and, with each monthly statement of revenues and expenses delivered or required to be delivered under the Mortgage Loan Documents, a comparison of such revenues and expenses to the Annual Budget) and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty thirty (2030) days following the end of each year calendar year, and within twenty thirty (2030) days following receipt of such after Lender’s request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leasesleases, dated as of the end of the preceding month, identifying each tenant, the monthly rent and additional rent, if any, payable by such tenant, the expiration date of Lendersuch tenant’s requestLease, identifying the security deposit, if any, held by Owner under the Lease, the space covered by the Lease, each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower shall furnish to Lender, within thirty (30) days after Lender’s request therefor, such further detailed information with respect to the operation of the Premises and the financial affairs of Borrower as may be reasonably requested by Lender. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees and exit fees will be treated as additional interest.

Financial Reports. Each Borrower shall keep accurate and complete books, records and accounts in accordance with generally accepted accounting principles (“GAAP”) (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, within thirty (30) days after request and at its sole cost and expense, deliver furnish to Lender (i) as soon as available and in any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, event within one hundred twenty (120) calendar days following after the end of each Fiscal Year fiscal year of each Borrower, with annual consolidated and consolidating financial statements of each Borrower, including the notes thereto, consisting of a complete copy consolidated and consolidating balance sheet at the end of Borrower’s financial statement covering all such completed fiscal year and the related consolidated and consolidating statements of the financial affairs of Borrower income, retained earnings, cash flows and owners’ equity for such Fiscal Year and containing a statement of revenues and expensescompleted fiscal year, a statement of assets and liabilities and a statement of Borrower’s equity. Together with compiled by an accounting firm reasonably acceptable to Lender, and, if any Borrower’s annual revenues exceed $50,000,000, such financial statementsstatements shall be audited and certified without qualification by an independent certified public accounting firm reasonably acceptable to Lender and accompanied by related management letters, if available, and (ii) within thirty (30) calendar days after the end of each calendar month, unaudited consolidated and consolidating financial statements of each Borrower consisting of a balance sheet and statements of income, retained earnings, cash flows and owners’ equity as of the end of such calendar month. All such financial statements shall be prepared in accordance with GAAP consistently applied with prior periods. With each such financial statement, each Borrower shall also deliver a compliance certificate of its chief executive officer or chief financial officer in the form set forth in Exhibit B showing compliance with all financial and loan covenants set forth in Annex I (a “Compliance Certificate”). In addition to the above financial reports, each Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof soon as available and in any event within ten (i10) that the annual financial statements accurately represent the results of operations and financial condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (20) calendar days following after the end of each year calendar month, statements from each Borrower’s bank showing all account activity for the preceding calendar month. Notwithstanding any other provision of this Agreement, in the event any of the financial statements or other financial reports due by any Borrower under this Section 6.1(a) are not timely delivered to Lender, such Borrower shall pay Lender a late fee equal to $250 per day until such statements or reports are delivered to Lender. Such late fee shall be in addition to any other fees, charges or other provisions that may increase the Applicable Rate of interest hereunder and within twenty (20) days following receipt the assessment or collection of such request thereforlate fee shall not, a true, complete and correct rent roll for the Premises, including a list of which tenants are unless Lender specifically agrees in default under their respective Major Space Leases, dated as of the date of Lender’s request, identifying each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything writing to the contrary contained herein contrary, prevent Lender from considering any such non-timely delivery to be a Default or in the Note, all extension fees will be treated as additional interestan Event of Default.

Financial Reports. Borrower shall keep accurate and complete books, records and accounts in accordance with generally accepted accounting principles (“GAAP”) or the Uniform System of Accounts (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, within thirty ten (3010) days Business Days after request and at its sole cost and expense, deliver to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower shall, from time to time, within thirty (30) days after request and at its sole cost and expense, deliver to Lender such information, reports and additional financial information with respect to the financial affairs of Borrower as Lender shall reasonably request. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy of Borrower’s financial statement audited by an Independent certified public accountant that is acceptable to Lender in accordance with GAAP or the Uniform System of Accounts (or such other accounting basis reasonably acceptable to Lender) consistently applied covering (i) all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent the results of operations and financial condition of Borrower all in accordance with GAAP or the Uniform System of Accounts (or such other accounting basis reasonably acceptable to Lender) consistently applied, and (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently appliedcircumstance. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts (and, with each monthly statement of revenues and expenses delivered or required to be delivered under the Mortgage Loan Documents, a comparison of such revenues and expenses to the Annual Budget) and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty thirty (2030) days following the end of each year calendar year, and within twenty thirty (2030) days following receipt of such after Lender’s request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leasesleases, dated as of the end of the preceding month, identifying each tenant, the monthly rent and additional rent, if any, payable by such tenant, the expiration date of Lendersuch tenant’s requestLease, identifying the security deposit, if any, held by Owner under the Lease, the space covered by the Lease, each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower shall furnish to Lender, within thirty (30) days after Lender’s request therefor, such further detailed information with respect to the operation of the Premises and the financial affairs of Borrower as may be reasonably requested by Lender. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees and exit fees will be treated as additional interest.

Financial Reports. Each Borrower shall keep accurate and complete books, records and accounts in accordance with generally accepted accounting principles (“GAAP”) (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs of such Borrower, including, but not limited to, the financial affairs of such Borrower which relate to the Collateral and all sums due or which may become due thereunder. Each Borrower shall, within thirty twenty (3020) days after written request and at its sole cost and expense, deliver to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times times, upon reasonable notice, during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Each Borrower shall, from time to time, within twenty (20) days after written request and at its sole cost and expense, deliver to Lender such information, reports and additional financial information with respect to the financial affairs of such Borrower as Lender shall reasonably request. Each Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of such Borrower, with a complete copy of such Borrower’s financial statement audited by an Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied covering (i) all of the financial affairs of such Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity, it being agreed that Xxxxxx LLP, or any “Big Four” accounting firm, shall be acceptable to Lender for purposes of this Section 2.06. Together with Borrower’s annual financial statements, each Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent fairly present the results of operations and financial condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, and (ii) to his or her knowledge whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently appliedcircumstance. Each Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts (and, with each monthly statement of revenues and expenses delivered or required to be delivered under the Mortgage Loan Documents, a comparison of such revenues and expenses to the Annual Budget) and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annuallyquarterly, within twenty thirty (2030) days following the end of each year and within twenty (20) days following receipt of such request thereforfiscal quarter, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leasesleases, dated as of the end of the preceding month, identifying each tenant, the monthly rent and additional rent, if any, payable by such tenant, the expiration date of Lendersuch tenant’s requestLease, identifying the security deposit, if any, held by Owner under the Lease, the space covered by the Lease, each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interest.

Financial Reports. Borrower The Mortgagor shall keep accurate furnish to Mortgagee within sixty (60) days after the close of each June 30 and complete booksDecember 31, records financial statements of the operations of the Mortgaged Property for such semi-annual period, subject to any adjustments which may be set forth in the financial statements delivered pursuant to the next succeeding clause, and accounts (ii) within one hundred and eighty (180) days after the close of each calendar year, financial statements of the operations of the Mortgaged Property for such year which shall be accompanied by the opinion of an independent certified public accountant to the effect that such statements fairly reflect the results of operations for such period. Each financial statement delivered pursuant to this Article 24 shall be prepared in accordance with generally accepted income tax accounting principles (“GAAP”) (or such other accounting basis reasonably acceptable principles. So long as Mortgagor is a public company, it will provide Mortgagee copies of its annual report delivered to Lender) consistently applied its shareholders and the quarterly financial reports filed with respect to the financial affairs Securities and Exchange Commission. The Mortgagor shall at all times keep and maintain full and correct records and books of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, within thirty (30) days after request and at its sole cost and expense, deliver to Lender any of such books and records relating to the operation account of the operations of the Mortgaged Property in accordance with sound accounting practices and shall accurately record and preserve for a period of two years the financial affairs records of Borrower as may be reasonably requested by Lenderall of its operations in the Mortgaged Property. Lender The Mortgagor, upon request of Mortgagee, shall have the right from time to time at all times during normal business hours furnish or cause to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and be furnished to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annuallyMortgagee, within one hundred twenty fifteen (12015) days following the end of each Fiscal Year of Borrower, with a complete copy of Borrower’s financial statement covering all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent the results of operations and financial condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of the date of Lender’s request, identifying each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of from the date of the delivery request, a written statement setting forth the names of such rent rollall tenants, certifying that such rent roll is truethe terms of their respective tenancies and agreements, correct the spaces occupied and complete in all material respects as the rental and any security paid by each tenant. Upon written request by Mortgagee, Mortgagor shall from time to time make available for inspection by Mortgagee or its designee during reasonable business hours the said records and books of its date. Borrower acknowledges that notwithstanding anything to account and the contrary contained herein or in leases covering the Note, all extension fees will be treated as additional interestvarious portions of the Mortgaged Property.

Financial Reports. Borrower shall keep accurate and complete books, records and accounts in accordance with generally accepted accounting principles (“GAAP”) (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunderaccounts. Borrower shall, within thirty five (305) days after request and at its sole the cost and expenseexpense of Lender, deliver to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annuallyshall, from time to time, within one hundred twenty five (1205) days following after request and at the end cost and expense of each Fiscal Year of BorrowerLender, deliver to Lender such information, reports and additional financial information with a complete copy of Borrower’s financial statement covering all of respect to the financial affairs of Borrower for such Fiscal Year as Lender shall reasonably request. Borrower will furnish Lender with all reports and containing a statement other periodic information that Borrower is required to provide to its partners under the terms of revenues and expenses, a statement of assets and liabilities and a statement of Borrowerthe Partnership Agreement. At Lender’s equity. Together with Borrower’s annual financial statementsrequest, Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent the results of operations and financial condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently appliedBorrower, and (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently appliedcircumstance. Borrower shall at all times, whether or not times while the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts (and, with each monthly statement of revenues and expenses delivered or required to be delivered under the Mortgage Loan Documents, a comparison of such revenues and expenses to the Annual Budget). Borrower shall furnish to Lender, within thirty (y30) at any during which (A) an O&M Operative Period exists or (B) days after Lender’s request therefor such further detailed information with respect to the Rent under Space Leases exceeds five percent (5%) operation of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of the date of Lender’s request, identifying each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, Property and the arrearages for such tenant, if any, and such rent roll shall financial affairs of Borrower as may be accompanied reasonably requested by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interestLender.

Financial Reports. Borrower Hyatt shall keep accurate and complete books, records and accounts in accordance with generally accepted accounting principles (“GAAP”) (or such other accounting basis reasonably acceptable deliver to Lender) consistently applied with respect to the financial affairs of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shallOwner, within thirty (30) days after request the end of each calendar month, an unaudited financial statement prepared from the books of account maintained by Hyatt and at its sole cost containing (i) a statement of current assets and expensecurrent liabilities of the Hotel as of the end of such calendar month, (ii) a profit and loss statement showing the results of operation of the Hotel for such calendar month and for the Cumulative Period in respect of such calendar month and (iii) a statement of the Gross Receipts for such calendar month and such Cumulative Period. Within ninety (90) days after the end of such fiscal year Hyatt shall deliver to Lender any Owner a financial statement for such fiscal year (herein referred to as the "Certified Financial Statement"), containing a statement of the current assets and current liabilities of the Hotel as of the end of such books fiscal year, and records relating a profit and loss statement showing the results of operation of the Hotel (including store rentals) for such fiscal year, with an opinion thereon after an audit by a duly licensed independent certified public accounting firm retained by Hyatt and approved by Owner. (Owner hereby gives approval to the firm of Laventhol & Hxxxxxx if such firm is properly licensed to make such audit and give such opinion.) Such Certified Financial Statement shall set forth the Gross Receipts, the Available Cash Flow and the Annual Management Fee (broken down between the Basic Fee and the Incentive Fee) for such fiscal year. The cost of such audit in respect of such Certified Financial Statement for a fiscal year shall be charged as an expense of the operation of the Property and Hotel for the financial affairs succeeding fiscal year. If the opinion of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy of Borrower’s financial statement covering all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent the results of operations and financial condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent independent certified public accountant that is acceptable to Lender in accordance accounting firm with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant respect to the terms of the Mortgage Loan Documents within the time frames matters set forth in such Certified Financial Statement for a fiscal year shall be an unqualified opinion, then such Certified Financial Statement shall be conclusive upon the Mortgage Loan Documents for the delivery of parties hereto with respect to such financial statements, reports, books, records matters and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) shall be deemed to be a final determination of the annual Operating IncomeGross Receipts, annuallythe Available Cash Flow and the Annual Management Fee for such fiscal year, unless either party (the "Contesting Party") shall deliver notice to the other party (the "Non-Contesting Party") contesting such statement within twenty (20) days following the end a period of each one year and within twenty (20) days following receipt of such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of from the date of Lender’s request, identifying each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last statement. Upon receipt of any such rent roll, and notice the arrearages for parties shall negotiate in good faith to resolve any such tenant, if any, and objection. If such rent roll shall be accompanied by an Officer’s Certificate, dated as of matter remains unresolved sixty (60) days after the date of notice of objection the delivery Contesting Party shall propose three independent certified public accounting firms of nationally recognized standing to resolve the matter and the Non-Contesting Party shall select one of the three firms proposed, whose decision shall be binding on both parties. Any fees charged by such rent rollaccounting firm shall be paid by the Contesting Party, certifying that such rent roll is true, correct and complete unless the matter shall result in all material respects a net change of more than 5% from the amount of the Annual Management Fee as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or stated in the Notefinancial statements delivered pursuant to this Section 7.4, all extension in which case the fees will shall be treated as additional interestpaid by the Hotel and deducted in the computation of Available Cash Flow.

Financial Reports. Borrower During the term of the Loan, Mortgagor shall keep accurate supply to Mortgagee (a) within thirty (30) days following the end of each quarter, Mortgagor’s quarterly and complete booksannual operating statements for the Property as of the end of and for the preceding quarter and fiscal year, records as applicable, in each case prepared against the budget for such year; (b) contemporaneously with Mortgagor’s delivery of each of such operating statements, a certified rent roll signed and accounts dated by Mortgagor detailing the names of all tenants under the Leases, the portion of the improvements on the Property occupied by each tenant, the rent and any other charges payable under each Lease, and the term of each Lease; and (c) within one hundred five (105) days following the end of each year, an annual balance sheet and profit and loss statement of Mortgagor and the most recent 10K and 10Q filings of Guarantor. The financial statements and reports for Mortgagor described in (a) and (c) above shall be in such detail as Mortgagee may require, shall be prepared in accordance with generally accepted accounting principles consistently applied, and shall be certified as true and correct by Mortgagor or the applicable Guarantor (“GAAP”) (or, if required by Mortgagee after any Default or such other accounting basis reasonably Event of Default, by an independent certified public accountant acceptable to Lender) consistently applied with respect Mortgagee). Mortgagor shall also furnish to the financial affairs of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, Mortgagee within thirty (30) days after request of Mortgagee’s request, any other financial reports or statements of Mortgagor as Mortgagee may request, provided, however, so long as Mortgagor’s sole asset is the Property, Mortgagor may provide the annual balance sheet and at its sole cost profit and expense, deliver to Lender any of such books and records relating to the operation loss statement of the Property and the financial affairs in lieu of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy of Borrower’s financial statement covering all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent the results of operations and financial condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc.Mortgagor. Upon Mortgagee’s demand after any Default by Mortgagor, which are audited by a nationally recognized Independent certified public accountant that is acceptable Mortgagor shall supply to Lender Mortgagee the items required in accordance with GAAP (or such other accounting basis reasonably acceptable to Lendera) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (yb) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of above on a monthly basis; such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of the date of Lender’s request, identifying each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, and the arrearages for such tenant, if any, and such rent roll items shall be accompanied by an Officersupplied to Mortgagee on a quarterly basis upon Mortgagor’s Certificatecure of said default and Mortgagee’s written authorization. If Mortgagee securitizes the Loan, dated as of Mortgagor shall supply to Mortgagee the date of the delivery of such rent roll, certifying that such rent roll is true, correct items required in (a) and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interest(b) above on a quarterly basis.

Financial Reports. Borrower During the term of the Loan, Mortgagor shall keep accurate supply to Mortgagee (a) within fifteen (15) days following the end of each quarter, Mortgagor’s quarterly and complete booksannual operating statements for the Property as of the end of and for the preceding quarter and fiscal year, records as applicable, in each case prepared against the budget for such year; (b) contemporaneously with Mortgagor’s delivery of each of such operating statements, a certified rent roll signed and accounts dated by Mortgagor detailing the names of all tenants under the Leases, the portion of the improvements on the Property occupied by each tenant, the rent and any other charges payable under each Lease, and the term of each Lease; (c) within ninety (90) days following the end of each year, an annual balance sheet and profit and loss statement of Mortgagor (d) within forty-five (45) days following the end of each quarter, Guarantor’s quarterly unaudited financial statements and within ninety (90) days following the end of each fiscal year, Guarantor’s annual audited financial statements as of the end of and for the preceding quarter and fiscal year, as applicable; provided, however, for so long as Guarantor files 10Qs and 10Ks with the Securities and Exchange Commission, Mortgagor shall give Mortgagee written notice and weblink quarterly within forty-five (45) days of when a 10Q filing is made by Guarantor with the Securities and Exchange Commission and annually within ninety (90) days of when a 10K filing is made by Guarantor with the Securities and Exchange Commission. The financial statements and reports described in (a) and (c) above shall be in such detail as Mortgagee may require, shall be prepared in accordance with generally accepted accounting principles consistently applied, and shall be certified as true and correct by Mortgagor or the applicable Guarantor (“GAAP”) (or such other accounting basis reasonably or, if required by Mortgagee, by an independent certified public accountant acceptable to Lender) consistently applied with respect Mortgagee). Mortgagor shall also furnish to the financial affairs of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, Mortgagee within thirty (30) days after request and at its sole cost and expense, deliver to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy of Borrower’s financial statement covering all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent the results of operations and financial condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of the date of LenderMortgagee’s request, identifying each tenant that has filed a bankruptcy, insolvencyany other financial reports or statements of Mortgagor as Mortgagee may reasonably request. Upon Mortgagee’s demand after any Default or Event of Default, or reorganization proceeding since delivery of if Mortgagee securitizes the last such rent rollLoan, Mortgagor shall supply to Mortgagee the items required in (a) and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interest(b) above on a monthly basis.

Financial Reports. Borrowers agree to furnish to Lender: (a) annual unaudited combined financial statements setting forth the financial condition and results of operation of Borrowers (financial statements shall include balance sheet, income statement and statement of cash flows) within 105 days of the end of each fiscal year of Borrowers; (b) upon Lender’s advanced written request, quarterly financial statements setting forth the combined financial condition and results of operation of Borrowers within 50 days of the end of each of the first three fiscal quarters of Borrowers; and (c) such other financial information as Lender may from time to time reasonably request including, without limitation, financial reports filed by Borrower with federal or state regulatory agencies. All such financial information shall keep accurate and complete books, records and accounts be prepared in accordance with generally accepted accounting principles on a basis consistently applied. Notwithstanding the above requirements, if any Affiliate Credit Agreement (“GAAP”as defined in Section 12 hereof) (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs of Borrower, including, but not limited toexists, the financial affairs reporting requirements of Borrower which relate under such Affiliate Credit Agreement shall remain fully applicable to the Collateral and all sums due or which may become due thereunderBorrower. Borrower shall, within thirty (30) days after request agrees that any affiliate of JPMorgan Chase & Co. that receives any financial reports under any Affiliate Credit Agreement is hereby authorized to deliver complete copies of all such financial reports and at its sole cost and expense, deliver related compliance certificates to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy in satisfaction of Borrower’s obligation to deliver such information to Lender. If for any reason whatsoever an Affiliate Credit Agreement is canceled, discharged or otherwise terminated, then, automatically and without any action by Lender or any other party, all financial statement covering all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying reporting requirements which are in effect as of the date thereof (i) that immediately prior to the annual financial statements accurately represent the results cancellation, discharge or termination of operations such Affiliate Credit Agreement shall remain in full force and financial effect, shall be incorporated in this Agreement by reference, and shall be made a part of this Agreement. Borrower will promptly notify Lender in writing with full details if any event occurs or any condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, (ii) whether there exists an event or circumstance which constitutes, or which upon notice or but for a requirement of lapse of time or giving of notice or both would constitute, a an Event of Default under this Agreement or which might materially and adversely affect the Note financial condition or operations of Borrower. Borrower will promptly notify Lender in writing of the commencement of any other Loan Document executed and delivered litigation to which Borrower may be a party (except for litigation in which Borrower’s or the affiliate’s contingent liability is fully covered by insurance) which, if decided adversely to Borrower would adversely affect or impair the security interest of Lender to the Equipment or which, if decided adversely to Borrower would materially adversely affect the business operations or financial condition of Borrower. Borrower will immediately notify Lender, and in writing, of any judgment against Borrower if such event or circumstance exists, judgment would have the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth effect described in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of the date of Lender’s request, identifying each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interestpreceding sentence.

Financial Reports. Borrower Mortgagor shall keep accurate and complete books, records and accounts in accordance with generally accepted accounting principles furnish to Mortgagee (“GAAP”a) within ninety (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, within thirty (30) days after request and at its sole cost and expense, deliver to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (12090) days following the end of each Fiscal Year fiscal year of BorrowerMortgagor, with a complete copy of BorrowerMortgagor’s financial statement covering all of quarterly and annual operating statements for the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying Property as of the date thereof (i) that end of and for the annual financial statements accurately represent preceding quarter and fiscal year, as applicable, in each case prepared against the results of operations and financial condition of Borrower all in accordance with GAAP (or budget for such other accounting basis reasonably acceptable to Lender) consistently appliedfiscal year, as may be applicable, (iib) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance contemporaneously with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of each of such financial statementsoperating statements of the Property, reportsa rent roll certified, bookssigned and dated by Mortgagor detailing the names of all tenants under the Leases, records the portion of the improvements on the Property occupied by each tenant, the rent and accounts any other charges payable under each Lease and the term of each Lease, (c) the annual balance sheet and profit and loss statement of Mortgagor and an annual balance sheet of each Guarantor and (y) at any during which (A) an O&M Operative Period exists or (Bd) the Rent under Space Leases exceeds five percent federal and state tax returns of each Guarantor not later than the date that is ten (5%) of the annual Operating Income, annually, within twenty (2010) days following the end of each year date that such federal and within twenty state tax returns are filed. The financial statements and reports described in (20a) days following receipt of and (c) above shall be in such request thereforform and in such detail as Mortgagee may require, shall be prepared on a true, complete tax basis (with respect to Mortgagor only) and shall be certified as true and correct rent roll for by Mortgagor or each Guarantor, as may be applicable (or if required by Mortgagee, after the Premisesoccurrence of an Event of Default, including by an independent certified public accountant acceptable to Mortgagee). Mortgagor shall file and pay its annual tax returns and taxes in a list of which tenants are in default under their respective Major Space Leases, dated as of the date of Lendertimely manner. Mortgagor shall also furnish or cause to be furnished to Mortgagee within forty-five (45) after Mortgagee’s request, identifying each tenant that has filed any other financial reports or statements of Mortgagor, including, without limitation, balance sheets, profit and loss statements, tax returns (within fifteen (15) days after filing with the applicable governmental authority), other financial statements, and certified rent rolls, required under any of the Loan Documents, requested by any regulatory or governmental authority exercising jurisdiction over Mortgagee, certified as, true and correct by Mortgagor. Following the occurrence of any Event of Default, Mortgagor shall deliver to Mortgagee the items required in (a) and (b) above on a bankruptcymonthly basis. Mortgagor’s financial statements will be prepared by Xxxxxxx, insolvencyXxxxxxxxx and Xxxxx, or reorganization proceeding since delivery of the last such rent rollXxxxxx Xxxx or a reasonable comparable firm selected by Mortgagor, and the arrearages for such tenant, if any, and such rent roll shall be accompanied reasonably approved by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interestMortgagee.

Financial Reports. Borrowers agree to furnish to Lender: (a) annual unaudited combined financial statements setting forth the financial condition and results of operation of Borrowers (financial statements shall include balance sheet, income statement and statement of cash flows) within 105 days of the end of each fiscal year of Borrowers; (b) upon Lender’s advanced written request, quarterly financial statements setting forth the combined financial condition and results of operation of Borrowers within 50 days of the end of each of the first three fiscal quarters of Borrowers; and (c) such other financial information as Lender may from time to time reasonably request including, without limitation, financial reports filed by Borrower with federal or state regulatory agencies. All such financial information shall keep accurate and complete books, records and accounts be prepared in accordance with generally accepted accounting principles on a basis consistently applied. Notwithstanding the above requirements, if any Affiliate Credit Agreement (“GAAP”as defined in Section 12 hereof) (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs of Borrower, including, but not limited toexists, the financial affairs reporting requirements of Borrower which relate under such Affiliate Credit Agreement shall remain fully applicable to the Collateral and all sums due or which may become due thereunderBorrower. Borrower shall, within thirty (30) days after request agrees that any affiliate of JPMorgan Chase & Co. that receives any financial reports under any Affiliate Credit Agreement is hereby authorized to deliver complete copies of all such financial reports and at its sole cost and expense, deliver related compliance certificates to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy in satisfaction of Borrower’s obligation to deliver such information to Lender. If for any reason whatsoever an Affiliate Credit Agreement is canceled, discharged or otherwise terminated, then, automatically and without any action by Lender or any other party, all financial statement covering all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying reporting requirements which are in effect as of the date thereof (i) that immediately prior to the annual financial statements accurately represent the results cancellation, discharge or termination of operations such Affiliate Credit Agreement shall remain in full force and financial effect, shall be incorporated in this Agreement by reference, and shall be made a part of this Agreement. Borrower will promptly notify Lender in writing with full details if any event occurs or any condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, (ii) whether there exists an event or circumstance which constitutes, or which upon notice or but for a requirement of lapse of time or giving of notice or both would constitute, a an Event of Default under this Agreement or which might materially and adversely affect the Note financial condition or operations of Borrower. Borrower will promptly notify Lender in writing of the commencement of any other Loan Document executed and delivered litigation to which Borrower may be a party (except for litigation in which Borrower’s or the affiliate’s contingent liability is fully covered by insurance) which, if decided adversely to Borrower would adversely affect or impair the security interest of Lender to the Equipment or which, if decided adversely to Borrower would materially adversely affect the business operations or financial condition of Borrower. Borrower will immediately notify Lender, and in writing, of any judgment against Borrower if such event or circumstance exists, judgment would have the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth effect described in the Mortgage preceding sentence. Eastern Oil Well Service Company – Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of the date of Lender’s request, identifying each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interest.Security Agreement

Financial Reports. Borrower shall keep accurate deliver or cause to be delivered to Lender quarterly financial statements and complete books, records and accounts a duly executed Certificate of Compliance in accordance with generally accepted accounting principles (“GAAP”) (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs form of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, Exhibit A attached hereto within thirty (30) days after request and at its sole cost and expense, deliver to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy of Borrower’s calendar quarter and an annual financial statement covering within sixty (60) days after the end of each calendar year. All such financial statements shall be in a format approved in writing by Lender in Lender’s reasonable sole discretion, and all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent the results of operations and financial condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited shall be prepared by a nationally recognized Independent certified public accountant that is reasonably acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably format acceptable to Lender) consistently applied. Borrower Each financial statement shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of such request therefor, a certified as true, complete and correct rent roll for by its preparer and by Borrower or, in the Premisescase of each of its Subsidiaries’ financial statements, including by the Subsidiary to whom it relates. Borrower shall deliver to Lender with respect to Borrower and its Subsidiaries annual Federal Income Tax Returns within ten (10) days after timely filing. Borrower and its Subsidiaries shall provide such additional financial information as Lender reasonably requires. Borrower shall during regular business hours permit Lender or any of its agents or representatives to have access to and examine all of its books and records. Documents required to be delivered pursuant to this Section 10.1(a) (to the extent any such documents are included in materials otherwise filed with the Securities and Exchange Commission) may be delivered electronically and, if so delivered, shall be deemed to have been delivered on the date on which the Borrower posts such documents, or provides a list of link thereto, on the Borrower’s website on the Internet or via electronic mail to Lender; provided that the Borrower shall notify (which tenants are in default under their respective Major Space Leases, dated as may be by facsimile or electronic mail) the Lender of the date posting of any such document and, promptly upon request by the Lender’s request, identifying each tenant that has filed provide to the Lender by electronic mail an electronic version (i.e., a bankruptcy, insolvency, soft copy) of any such document specifically requested by the Lender. The Lender shall have no obligation to request the delivery or reorganization proceeding since delivery to maintain copies of the last such rent rolldocuments referred to above, and in any event shall have no responsibility to monitor compliance by the arrearages Borrower with any such request for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interestdelivery.

Financial Reports. Borrower  Within thirty (30) calendar days after the end of each calendar month, Operator shall keep accurate and complete books, records and accounts in accordance provide the Board with generally accepted accounting principles (“GAAP”i) (or such other accounting basis reasonably acceptable to Lender) consistently applied an unaudited balance sheet with respect to the financial affairs of BorrowerVeterans Home, including, but not limited to, dated the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, within thirty (30) days after request and at its sole cost and expense, deliver to Lender any last day of such books month, and records (ii) an unaudited statement of income and expenses for such month relating to the operation of the Property Veterans Home, and (iii) a schedule of all accounts receivable depicting the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have previous month’s ending balance, payments applied during the right from time to time at all times during normal business hours to examine such booksmonth, records adjustments, current month’s invoice amounts, the new month’s ending balance, and (iv) an accounts at the office of Borrower or other Person maintaining such books, records receivable aging; and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within  Within one hundred twenty (120) days following after the end of each Fiscal Year of Borrower, with a complete copy of Borrower’s financial statement covering all the fiscal year of the Veterans Home, Operator shall provide the Board with combined audited financial affairs statements from an auditor acceptable to the Board including (i) a balance sheet of Borrower for such Fiscal Year and containing the Veterans Home dated the last day of said fiscal year; (ii) a statement of revenues income and expenses, expense for the year then ended relating to the operation of the Veterans Home; (iii) a statement of assets cash flows for the year then ended for the Veterans Home; and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (iiv) that the audit adjustments reconciling audited annual financial statements accurately represent to unaudited monthly financial statements previously provided by Operator. The balance sheet and statement of income and expense shall include columns setting forth the results of applicable amounts for the prior fiscal year. Operator shall prepare reports comparing that data reported in the proceeding sentence to data from the prior year’s operations (if applicable) and financial condition of Borrower compare the current reports to the budget developed for the same year. In this connection, all such reports shall be prepared on forms reasonably acceptable to the Board and Operator, and all statements and reports shall be prepared on an accrual basis in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Operator shall also provide, on a monthly basis, a statement reconciling the Veterans Home’s accounts receivable to its cash receipts. As additional support to required reporting information under this Agreement, Operator shall, at the Board’s request, provide the Board with access to and/or copies of (i) all bank statements and reconciliations; (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed detailed cash receipts and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and disbursement records; (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of the date of Lender’s request, identifying each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interest.general ledger listing;

Financial Reports. Borrower shall keep accurate deliver or cause to be delivered to Lender quarterly financial statements and complete books, records and accounts a duly executed Certificate of Compliance in accordance with generally accepted accounting principles the form of Exhibit A attached hereto within forty-five (“GAAP”) (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, within thirty (3045) days after request and at its sole cost and expense, deliver to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy of Borrower’s calendar quarter and an annual financial statement covering within seventy-five (75) days after the end of each calendar year. All such financial statements shall be in a format approved in writing by Lender in Lender’s reasonable sole discretion, and all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent the results of operations and financial condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited shall be prepared by a nationally recognized Independent certified public accountant that is reasonably acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably format acceptable to Lender) consistently applied. Borrower Each financial statement shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of such request therefor, a certified as true, complete and correct rent roll for by Borrower or, in the Premisescase of each of its Subsidiaries’ financial statements, including by the Subsidiary to whom it relates. Borrower shall deliver to Lender with respect to Borrower and its Subsidiaries annual Federal Income Tax Returns within ten (10) days after timely filing. Borrower and its Subsidiaries shall provide such additional financial information as Lender reasonably requires. Borrower shall during regular business hours and upon two (2) Business Days prior written notice (provided that if an Event of Default has occurred and is continuing, no prior notice shall be required), permit Lender or any of its agents or representatives to have access to and examine all of its books and records. Documents required to be delivered pursuant to this Section 10.1(a) (to the extent any such documents are included in materials otherwise filed with the Securities & Exchange Commission) may be delivered electronically and, if so delivered, shall be deemed to have been delivered on the date on which the Borrower posts such documents, or provides a list of link thereto, on the Borrower’s website on the Internet or via electronic mail to the Lender; provided that the Borrower shall notify (which tenants are in default under their respective Major Space Leases, dated as may be facsimile or electronic mail) the Lender of the date posting of any such document and, promptly upon request by the Lender’s request, identifying each tenant that has filed provide to the Lender by electronic mail an electronic version (i.e. a bankruptcy, insolvency, soft copy) of any such document specifically requested by the Lender. The Lender shall have no obligation to request the delivery or reorganization proceeding since delivery to maintain copies of the last such rent rolldocuments referred to above, and in any event shall have no responsibility to monitor compliance by the arrearages Borrower with any such request for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its datedelivery. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interest.

Financial Reports. Borrower During the term of the Loan, Mortgagor shall keep accurate supply to Mortgagee (a) within forty-five (45) days following the end of each quarter, Mortgagor’s quarterly and complete booksannual operating statements for the Property as of the end of and for the preceding quarter and fiscal year, records as applicable, in each case prepared consistent with the form of operating statements delivered to Mortgagee by Mortgagor prior to the date of this Mortgage; (b) contemporaneously with Mortgagor’s delivery of each of such operating statements, a certified rent roll signed and accounts dated by Mortgagor in the form delivered to Mortgagee prior to the date of this Mortgage; and (c) within ninety (90) days following the end of each year, an annual balance sheet and profit and loss statement of Mortgagor. The financial statements and reports described in (a) and (c) above shall be in the detail set forth in the financial statements delivered to Mortgagee by Mortgagor prior to the date of this Mortgage, shall be prepared in accordance with generally accepted accounting principles (“GAAP”) (or such other accounting basis reasonably acceptable to Lender) consistently applied with respect to the financial affairs of Borrower, including, but not limited to, the financial affairs of Borrower which relate to the Collateral and all sums due or which may become due thereunder. Borrower shall, within thirty (30) days after request and at its sole cost and expense, deliver to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy of Borrower’s financial statement covering all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent the results of operations and financial condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, and shall be certified as true and correct by Mortgagor (ii) whether there exists or, if required by Mortgagee during the continuation of an event Event of Default or circumstance if required to comply with regulatory requirements to which constitutesMortgagee may be subject, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent an independent certified public accountant that is acceptable to Lender in accordance with GAAP Mortgagee). Mortgagor shall also furnish to Mortgagee within forty-five (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (2045) days following the end of each year and within twenty (20) days following receipt of such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of the date of LenderMortgagee’s request, identifying each tenant that has filed a bankruptcy, insolvencyany other financial reports or statements of Mortgagor as Mortgagee may reasonably request to comply with regulatory requirements to which Mortgagee may be subject, or reorganization proceeding since as requested by Mortgagee in its sole discretion during the continuation of an Event of Default. Upon Mortgagee’s demand after any Event of Default, or if Mortgagee securitizes the Loan, Mortgagor shall supply to Mortgagee the items required in (a) and (b) above on a monthly basis. Notwithstanding the foregoing, for so long as KBS Industrial Portfolio, LLC is Mortgagor, any request or requirement that Mortgagor deliver audited financials certified by an independent certified public accountant may be satisfied by delivery of the last such rent rollaudited financials for KBS Real Estate Investment Trust, and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interest.Inc.

Financial Reports. Borrower shall keep accurate and complete booksWithin fifteen (15) days after Landlord's request, records and accounts in accordance with generally accepted accounting principles Tenant will furnish Tenant's most recent audited financial statements (“GAAP”including any notes to them) (or to Landlord, or, if no such audited statements have been prepared, such other accounting basis reasonably acceptable financial statements (and notes to Lenderthem) consistently applied with respect as may have been prepared by an independent certified public accountant or, failing those, Tenant's internally prepared financial statements. If Tenant is a publicly traded corporation, Tenant may satisfy its obligations hereunder by providing to Landlord a reference to Tenant's most recently filed annual and quarterly reports. Tenant will answer Landlord's reasonable questions regarding its financial statements. Landlord will not disclose any aspect of Tenant's financial statements except (1) to Landlord's Mortgagee or prospective mortgagees or purchasers of the Buildings, (2) in litigation between Landlord and Tenant, and/or (3) if required by court order. Tenant shall not be required to deliver the financial statements required under this Section 25(q) more than once in any 12-month period unless an Event of Default occurs. (r) Landlord's Fees. Whenever Tenant requests Landlord to take any action not required of it hereunder or give any consent required or permitted under this Lease, except as expressly limited or set forth to the financial affairs of Borrowercontrary in this Lease, includingand except for construction to which Exhibit D and/or Exhibit J applies, but not limited toTenant will reimburse Landlord for Landlord's reasonable, out-of-pocket costs up to Five Thousand Dollars ($5,000) per event 29 or request payable to third parties and incurred by Landlord in reviewing the financial affairs of Borrower which relate to the Collateral and all sums due proposed action or which may become due thereunder. Borrower shallconsent, including reasonable attorneys', engineers' or architects' fees, within thirty (30) days after request and at its sole cost and expense, deliver Landlord's delivery to Lender any Tenant of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy of Borrower’s financial statement covering all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equitysuch costs. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying as of the date thereof (i) that the annual financial statements accurately represent the results of operations and financial condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, (ii) whether there exists an event or circumstance which constitutes, or which upon notice or lapse of time or both would constitute, a Default under the Note or any other Loan Document executed and delivered by Borrower, and if such event or circumstance exists, the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of the date of Lender’s request, identifying each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees Tenant will be treated as additional interest.obligated to make such reimbursement without regard to whether Landlord consents to any such proposed action. (s)

Financial Reports. Borrower agrees to furnish to Lender: (a) annual financial statements setting forth the financial condition and results of operation of Borrower (financial statements shall keep accurate include balance sheet, income statement and complete booksstatement of cash flows thereto) within 90 days of the end of each fiscal year of Borrower; (b) upon Lender’s request, records quarterly financial statements setting forth the financial condition and accounts results of operation of Borrower within 45 days of the end of each of the first three fiscal quarters of Borrower; and (c) such other financial information as Lender may from time to time reasonably request including, without limitation, financial reports filed by Borrower with federal or state regulatory agencies. All such financial information shall be prepared in accordance with generally accepted accounting principles (“GAAP”) (or such other accounting on a basis reasonably acceptable to Lender) consistently applied with respect to applied. Notwithstanding the financial affairs of Borrowerabove requirements, including, but not limited toif any Affiliate Credit Agreement exists, the financial affairs reporting requirements of Borrower which relate and any Guarantor under such Affiliate Credit Agreement shall remain fully applicable to Borrower and any Guarantor (as the Collateral and all sums due or which case may become due thereunderbe). Borrower shall, within thirty (30) days after request agrees that any affiliate of JPMorgan Chase & Co. that receives any financial reports under any Affiliate Credit Agreement is hereby authorized to deliver complete copies of all such financial reports and at its sole cost and expense, deliver related compliance certificates to Lender any of such books and records relating to the operation of the Property and the financial affairs of Borrower as may be reasonably requested by Lender. Lender shall have the right from time to time at all times during normal business hours to examine such books, records and accounts at the office of Borrower or other Person maintaining such books, records and accounts and to make copies or extracts thereof as Lender shall desire. Borrower will furnish Lender annually, within one hundred twenty (120) days following the end of each Fiscal Year of Borrower, with a complete copy in satisfaction of Borrower’s obligation to deliver such information to Lender. If for any reason whatsoever an Affiliate Credit Agreement is canceled, discharged or otherwise terminated, then, automatically and without any action by Lender or any other party, all financial statement covering all of the financial affairs of Borrower for such Fiscal Year and containing a statement of revenues and expenses, a statement of assets and liabilities and a statement of Borrower’s equity. Together with Borrower’s annual financial statements, Borrower shall furnish to Lender an Officer’s Certificate certifying reporting requirements which are in effect as of the date thereof (i) that immediately prior to the annual financial statements accurately represent the results cancellation, discharge or termination of operations such Affiliate Credit Agreement shall remain in full force and financial effect, shall be incorporated in this Agreement by reference, and shall be made a part of this Agreement. Borrower will promptly notify Lender in writing with full details if any event occurs or any condition of Borrower all in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied, (ii) whether there exists an event or circumstance which constitutes, or which upon notice or but for a requirement of lapse of time or giving of notice or both would constitute, a an Event of Default under this Agreement or which might materially and adversely affect the Note financial condition or operations of Borrower or any other Loan Document executed and delivered affiliate of Borrower. Borrower will promptly notify Lender in writing of the commencement of any litigation to which Borrower or any of its subsidiaries or affiliates may be a party (except for litigation in which Borrower’s or the affiliate’s contingent liability is fully covered by insurance) which, if decided adversely to Borrower would adversely affect or impair the security interest of Lender to the Equipment or which, if decided adversely to Borrower would materially adversely affect the business operations or financial condition of Borrower. Borrower will immediately notify Lender, and in writing, of any judgment against Borrower if such event or circumstance exists, judgment would have the nature thereof, the period of time it has existed and the action then being taken to remedy such event or circumstance and (iii) audited financial statements of Ashford Hospitality Trust Inc., which are audited by a nationally recognized Independent certified public accountant that is acceptable to Lender in accordance with GAAP (or such other accounting basis reasonably acceptable to Lender) consistently applied. Borrower shall at all times, whether or not the Mortgage Loan is outstanding, deliver or shall cause Owner to deliver to Lender (x) a copy of all financial statements, reports, books, records and accounts required to be delivered to Mortgage Lender pursuant to the terms of the Mortgage Loan Documents within the time frames set forth effect described in the Mortgage Loan Documents for the delivery of such financial statements, reports, books, records and accounts and (y) at any during which (A) an O&M Operative Period exists or (B) the Rent under Space Leases exceeds five percent (5%) of the annual Operating Income, annually, within twenty (20) days following the end of each year and within twenty (20) days following receipt of such request therefor, a true, complete and correct rent roll for the Premises, including a list of which tenants are in default under their respective Major Space Leases, dated as of the date of Lender’s request, identifying each tenant that has filed a bankruptcy, insolvency, or reorganization proceeding since delivery of the last such rent roll, and the arrearages for such tenant, if any, and such rent roll shall be accompanied by an Officer’s Certificate, dated as of the date of the delivery of such rent roll, certifying that such rent roll is true, correct and complete in all material respects as of its date. Borrower acknowledges that notwithstanding anything to the contrary contained herein or in the Note, all extension fees will be treated as additional interestpreceding sentence.