Pledge to Lending Institution. Notwithstanding any other provision of this Agreement, you do not need to notify us to obtain our approval if you want to pledge or mortgage the assets of the Hotel or any Equity Interest to a third-party bank or other commercial lending institution that is not a Competitor. However, you do need to notify us and obtain our consent if you want to pledge or mortgage your interest in this Agreement. As a condition to our giving our consent to a pledge or mortgage of this Agreement we will require the lender to sign a lender comfort letter that describes our requirements on foreclosure. If it desires to continue to operate a System hotel, the lender will be required to conform to the lender comfort letter signed with us or, if no lender comfort letter was signed, then it must meet the terms and conditions of this Agreement for a Transfer involving a Change of Ownership.
Pledge to Lending Institution. Notwithstanding any other provision of this Agreement, you do not need to notify us or obtain our approval if you or any Equity Owner want to pledge or mortgage the Hotel or any Equity Interest as security for a loan from a third-party bank or other commercial lending institution that is not directly, or through an Affiliate, a Competitor; provided that the proceeds are used for the direct benefit of the Hotel and you (and/or any guarantor) are the sole borrower. However, you must notify us and obtain our approval if you or any Equity Owner pledge or mortgage the Hotel or any Equity Interest if the loan will be made to any other borrower(s) and/or secured by any other hotel(s) or other collateral. In addition, before you pledge this Agreement, you must notify us and obtain our approval. We have the right to charge you a fee for our review of these requests. We may, among other things, condition our approval of a pledge or mortgage of this Agreement on the lender and you executing a “lender comfort letter” agreement in a form satisfactory to us that describes our requirements on foreclosure, and includes an estoppel and general release of claims that you may have against us, the Entities and related parties in their corporate and individual capacities.
Pledge to Lending Institution. Notwithstanding any other provision of this Agreement, you do not need to notify us to obtain our approval if you want to pledge or mortgage the assets of the Hotel or any Equity Interest to a third-party bank or other commercial lending institution that is not a Competitor. However, you do need to notify us and obtain our consent if you want to pledge or mortgage your interest in this Agreement. As a condition to our giving our consent to a pledge or mortgage of this Agreement we will require the lender to sign a lender comfort letter that describes our requirements on foreclosure, and includes an estoppel and general release of Claims that you may have against us, Hilton or the Entities, in a form satisfactory to us. If it desires to continue to operate the Hotel as a System hotel, the lender will be required to conform to the lender comfort letter signed with us or, if no lender comfort letter was signed, then it must meet the terms and conditions of this Agreement for a Transfer involving a Change of Ownership.
Pledge to Lending Institution. Notwithstanding any other provision of this Agreement, you do not need to notify us or obtain our approval if you or any Equity Owner want to pledge or mortgage the Hotel or any Equity Interest to a third-party bank or other commercial lending institution that is not a Competitor. However, you do need to notify us and request our consent if you want to pledge or mortgage your interest in this Agreement. We have the right to charge a fee to you for our review of this request. As a condition to our giving our consent to a pledge or mortgage of this Agreement we will require the lender and you to sign a “lender comfort letter” agreement in a form satisfactory to us that describes our requirements on foreclosure, and includes an estoppel and general release of Claims that you may have against us, Hilton or the Entities. If it desires to continue to operate the Hotel as a System hotel pursuant to the terms of this Agreement upon a foreclosure or similar event, the lender must comply with the terms of the lender comfort letter agreement or, if no lender comfort letter agreement was signed, then it must comply with the terms and conditions of this Agreement for a Transfer involving a Change of Ownership.
