SPPR » Topics » Events of Default

This excerpt taken from the SPPR 8-K filed Dec 5, 2008.
Events of Default") shall occur and be continuing:

(A)       Borrower shall fail to pay any installment of interest, principal or other amount payable hereunder or under any Note when due and such failure continues for a period of five (5) or more days after written notice thereof from Bank to Borrower; or

(B)       Borrower shall fail to perform or observe, or shall violate, any other term, covenant or agreement contained in this Agreement, or contained in any of the other Loan Documents, on its part to be performed or observed and any such failure or violation shall remain unremedied for thirty (30) days or more after written notice from the Bank to the Borrower specifying the nature of the default; provided, however, that if such default is of a nature that it cannot be cured within such thirty (30) days, then the Borrower shall not be in default if the Borrower shall have commenced curing of said

 

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default within a reasonable time, and shall be diligently prosecuting completion of the same, and within a reasonable time, not to exceed sixty (60) days after the date of the original written notice completes the cure of such default; or

(C)       The Debt Service Coverage Ratio, as determined in Section 4.01(G), shall fall below 1.3 to 1; or

(D)       Any representation or warranty stated in this Agreement or made by the Borrower, the Hotel Owners or TRS Leasing under or in connection with any other Loan Document shall prove to have been incorrect in any material respect when made; or

(E)       The Borrower, any Hotel Owner or TRS Leasing shall fail to pay any principal or interest upon any other indebtedness in excess of $100,000 (excluding for purposes of this Section 5.01(E) indebtedness evidenced by the Notes), when due (whether by scheduled maturity, required repayment, acceleration, demand or otherwise) and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such indebtedness; or any other default under any agreement or instrument relating to any such indebtedness, or any other event, shall occur and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such default or event is to accelerate, or to permit the acceleration of, the maturity of such indebtedness; or any such indebtedness shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required repayment), prior to the stated maturity thereof unless such indebtedness is being contested in good faith; or

(F)       Borrower, any Hotel Owner or TRS Leasing shall generally not pay their respective debts as such debts become due, or shall admit in writing its inability to pay its debts generally, or shall make a general assignment for the benefit of creditors; or any proceeding shall be instituted by or against Borrower, any Hotel Owner or TRS Leasing seeking to adjudicate any one of them a debtor or insolvent, or seeking a reorganization, arrangement, adjustment, protection, relief, or composition of its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee or other similar official for him or for any substantial part of his property, and, in the case of any such proceeding instituted against him either such proceeding shall remain undismissed or unstayed for a period of thirty (30) days or any of the actions sought in such proceeding (including, without limitation, the entry of an order for relief against Borrower or the appointment of a receiver, trustee, custodian or other similar official for any one of them or for any substantial part of their property) shall occur which is not dismissed or stayed within thirty (30) days; or

(G)      Any judgment or order for the payment of money in excess of $100,000 shall be rendered against Borrower, any Hotel Owner or TRS Leasing and either: (1) execution proceedings shall have been commenced by any creditor upon such judgment or order, or (2) there shall be any period of ten (10) consecutive days during which a stay of enforcement of such judgment or order, by reason of a pending appeal or otherwise, shall not be in effect; or

(H)       The Loan Documents after delivery thereof shall for any reason, except to the extent permitted by the terms thereof, cease to create a valid and perfected first priority lien and security interest in any of the Collateral; or

 

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(I)        Either of the Hotel Owners or TRS Leasing shall fail to perform or observe, or shall violate, any other term, covenant or agreement contained in any of the Loan Documents, on its part to be performed or observed, and any such failure or violation shall remain unremedied for thirty (30) days or more after written notice from the Bank to the defaulting party specifying the nature of the default; provided, however, that if such default is of a nature that it cannot be cured within such thirty (30) days, then the defaulting party shall not be in default if the defaulting party shall have commenced curing of said default within a reasonable time, and shall be diligently prosecuting completion of the same, and within a reasonable time, not to exceed sixty (60) days after the date of the original written notice completes the cure of such default, provided further, however that the thirty (30) day time period provided herein for the cure of such default shall not apply to any failure to pay any amount due under the Loan Documents, which cure period for failure to pay shall be governed by the provisions of Section 5.01(A) hereof; or

(J)       Any Franchise Agreement for any Hotel is terminated without the prior written consent of Bank or such Franchise Agreement expires and is not replaced with a substitute franchise agreement within sixty (60) days thereafter; or

(K)       Any event of default occurs under the Lease between TRS Leasing and the Hotel Owners and such default is not cured within applicable cure periods allowed under such Lease, or

(L)       Any proceedings are threatened or initiated to foreclose any lien or security interest in any of the Hotels, or a deed in lieu of such foreclosure is given for any Hotel.

Then, and in any such event, the Bank may, without notice to Borrower, declare the Notes, all interest thereon and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest and all such amounts shall become and be forthwith due and payable, without presentment, demand, protest or further notice of any kind, all of which are hereby expressly waived by the Borrower; and Bank may exercise all rights and remedies provided in any Loan Document and/or by applicable law, provided, however, that in the event of an actual or deemed entry of an order for relief with respect to the Borrower under the Federal Bankruptcy Code, (x) the obligation of the Bank to make any Loan shall automatically be terminated and (y) the Notes, all such interest and all such amounts shall automatically become due and payable, without presentment, demand, protest or any notice of any kind, all of which are hereby expressly waived by the Borrower. In the event of any conflict between this Agreement and any other Loan Document regarding whether a notice to Borrower to cure any Event of Default is required, the provisions of this Agreement shall control.

This excerpt taken from the SPPR 8-K filed May 21, 2007.
Events of Default. Each of the following shall be an event of default under this Deed to Secure Debt (each an “Event of Default”):

(a) Subject to the provisions of Section 3.05(b) of this Deed to Secure Debt, if Grantor fails to pay, prior to delinquency, any taxes, assessments or other charges the failure of which to pay will result in the imposition of a lien against the Deed Estate pursuant to Applicable Regulations.

(b) If Grantor shall fail to maintain insurance in accordance with the requirements of Section 3.06 of this Deed to Secure Debt.

(c) If Grantor fails to observe or perform any of the covenants, conditions, or obligations of this Deed to Secure Debt, provided, however, if any such failure does not involve the payment of any principal, interest or other monetary sum due under the Note, is not willful or intentional, does not place any rights or interest in collateral of Grantee in immediate jeopardy, and is within the reasonable power of Grantor to promptly cure after receipt of notice thereof, all as determined by Grantee in its reasonable discretion, then such failure shall not constitute an Event of Default hereunder, unless otherwise expressly provided herein, unless and until Grantee shall have given Grantor notice thereof and a period of 30 days shall have elapsed, during which period Grantor may correct or cure such failure, upon failure of which an Event of Default shall be deemed to have occurred hereunder without further notice or demand of any kind being required. If such failure cannot reasonably be cured within such 30-day period, as determined by Grantee in its reasonable discretion, and Grantor is diligently pursuing a cure of such failure, then Grantor shall have a reasonable period to cure such failure beyond such 30-day period, which shall in no event exceed 90 days after receiving notice of the failure from Grantee. If Grantor shall fail to correct or cure such failure within such 90-day period, an Event of Default shall be deemed to have occurred hereunder without further notice or demand of any kind being required.

(d) If there is an “Event of Default” under the Loan Agreement.

Section 6.02.

This excerpt taken from the SPPR 8-K filed Jan 9, 2007.
Events of Default. Each of the following shall be an event of default under this Mortgage (each an “Event of Default”):

(a) Subject to the provisions of Section 3.05(b) of this Mortgage, if Borrower fails to pay, prior to delinquency, any taxes, assessments or other charges the failure of which to pay will result in the imposition of a lien against the Mortgaged Property pursuant to Applicable Regulations.

(b) If Borrower shall fail to maintain insurance in accordance with the requirements of Section 3.06 of this Mortgage.

(c) If Borrower fails to observe or perform any of the covenants, conditions, or obligations of this Mortgage, provided, however, if any such failure does not involve the

 


payment of any principal, interest or other monetary sum due under the Note, is not willful or intentional, does not place any rights or interest in collateral of Lender in immediate jeopardy, and is within the reasonable power of Borrower to promptly cure after receipt of notice thereof, all as determined by Lender in its reasonable discretion, then such failure shall not constitute an Event of Default hereunder, unless otherwise expressly provided herein, unless and until Lender shall have given Borrower notice thereof and a period of 30 days shall have elapsed, during which period Borrower may correct or cure such failure, upon failure of which an Event of Default shall be deemed to have occurred hereunder without further notice or demand of any kind being required. If such failure cannot reasonably be cured within such 30-day period, as determined by Lender in its reasonable discretion, and Borrower is diligently pursuing a cure of such failure, then Borrower shall have a reasonable period to cure such failure beyond such 30-day period, which shall in no event exceed 90 days after receiving notice of the failure from Lender. If Borrower shall fail to correct or cure such failure within such 90-day period, an Event of Default shall be deemed to have occurred hereunder without further notice or demand of any kind being required.

(d) If there is an “Event of Default” under the Loan Agreement.

Section 6.02.

This excerpt taken from the SPPR 8-K filed Aug 23, 2006.
Events of Default. Each of the following shall be an event of default under this Deed to Secure Debt (each an “Event of Default”):

(a)

Subject to the provisions of Section 3.05(b) of this Deed to Secure Debt, if Grantor fails to pay, prior to delinquency, any taxes, assessments or other charges the failure of which to pay will result in the imposition of a lien against the Deed Estate pursuant to Applicable Regulations.

(b)

If Grantor shall fail to maintain insurance in accordance with the requirements of Section 3.06 of this Deed to Secure Debt.

(c)

If Grantor fails to observe or perform any of the covenants, conditions, or obligations of this Deed to Secure Debt, provided, however, if any such failure does not involve the payment of any principal, interest or other monetary sum due under the Note, is not willful or intentional, does not place any rights or interest in collateral of Grantee in immediate jeopardy, and is within the reasonable power of Grantor to promptly cure after receipt of notice thereof, all as determined by Grantee in its reasonable discretion, then such failure shall not constitute an Event of Default hereunder, unless otherwise expressly provided herein, unless and until Grantee shall have given Grantor notice thereof and a period of 30 days shall have elapsed, during which period Grantor may correct or cure such failure, upon failure of which an Event of Default shall be deemed to have occurred hereunder without further notice or demand of any kind being required. If such failure cannot reasonably be cured within such 30-day period, as determined by Grantee in its reasonable discretion, and Grantor is diligently pursuing a cure of such failure, then Grantor shall have a reasonable period to cure such failure beyond such 30-day period, which shall in no event exceed 90 days after receiving notice of the failure from Grantee. If Grantor shall fail to correct or cure such failure within such 90-day period, an Event of Default shall be deemed to have occurred hereunder without further notice or demand of any kind being required.

(d)

If there is an “Event of Default” under the Loan Agreement.

 

 

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Section 6.02.

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