Asset Reports. (a) Beginning with the quarter ended March 2020, deliver to the Administrative Agent (and the Administrative Agent shall thereafter deliver to each Lender), as soon as available and in any event no later than five Business Days after the end of each quarter, a completed list of all Properties held by the Loan Parties and their Subsidiaries as of the end of such quarter, signed on behalf of BSPRT by a Principal Financial Officer substantially in the form of Exhibit H. (b) Beginning with the month ended February 2020, deliver to the Administrative Agent (and the Administrative Agent shall thereafter deliver to each Lender), as soon as available and in any event no later than five Business Days after the end of each month, a certification signed by a Responsible Officer of the Borrower (and in respect of clause (iv) and (v) below, by a Principal Financial Officer of the applicable Guarantor(s) or Borrower Subsidiary) certifying (i) the aggregate borrowings of Loans that occurred during such month and that have occurred as of the end of such month, (ii) the use of proceeds of each such Loan setting forth in reasonable detail (x) the pool of assets funded by such proceeds and the purchase price of each asset therein, or (y) the corporate purposes for which such proceeds were utilized, (iii) the amount of Permitted Indebtedness relating to warehouse financings or securitizations utilized by each Loan Party and each Subsidiary of a Loan Party, and the applicable advance rate on each asset in the related warehouse or securitization, (iv) the Permitted Guarantees in effect as of the last day of such month, in substantially the same form as Schedule 2 hereto, including in respect of each Permitted Payment Guarantee, the maximum dollar amount guaranteed thereby (excluding ordinary course fees, expenses and indemnities), (v) the Recourse Indebtedness in effect as of the last day of such month, in substantially the same form as Schedule 3 hereto, indicating whether such Recourse Indebtedness constitutes Permitted Recourse Indebtedness and the Maximum Exposure Amount of such Recourse Indebtedness, and demonstrating in reasonable detail compliance with each of the provisions of Section 6.1(e), including, without limitation, the assets of each Borrower Subsidiary and of BSPRT on a consolidated basis, (vi) aggregate Disregarded CMBS Balance Sheet Items and the aggregate amount of B-Piece Investments, in each case, as of the last day of such month, and (vii) such other information as reasonably requested by the Administrative Agent from time to time, including in respect of any Subsidiary of the Loan Parties.
Appears in 1 contract
Sources: Loan and Security Agreement (Benefit Street Partners Realty Trust, Inc.)
Asset Reports. (a) Beginning with the quarter ended March 2020, deliver to the Administrative Agent (and the Administrative Agent shall thereafter deliver to each Lender), as soon as available and in any event no later than five Business Days after the end of each quarter, a completed list of all Properties held by the Loan Parties and their Subsidiaries as of the end of such quarter, signed on behalf of BSPRT by a Principal Financial Officer substantially in the form of Exhibit H.
(ba) Beginning with the month ended February 2020, deliver to the Administrative Agent (and the Administrative Agent shall thereafter deliver to each Lender), as soon as available and in any event no later than five Business Days after the end of each month, a certification signed by a Responsible Officer of the Borrower (and in respect of clause (iv) and (v) below, by a Principal Financial Officer of the applicable Guarantor(s) or Borrower Subsidiary) certifying (i) the aggregate borrowings of Loans that occurred during such month and that have occurred as of the end of such month, (ii) the use of proceeds of each such Loan setting forth in reasonable detail (x) the pool of assets funded by such proceeds and the purchase price of each asset therein, or (y) the corporate purposes for which such proceeds were utilized, (iii) the amount of Permitted Indebtedness relating to warehouse financings or securitizations utilized by each Loan Party and each Subsidiary of a Loan Party, and the applicable advance rate on each asset in the related warehouse or securitization, (iv) the Permitted Guarantees in effect as of the last day of such month, in substantially the same form as Schedule 2 hereto, including in respect of each Permitted Payment Guarantee, the maximum dollar amount guaranteed thereby (excluding ordinary course fees, expenses and indemnities), (v) the Recourse Indebtedness in effect as of the last day of such month, in substantially the same form as Schedule 3 hereto, indicating whether such Recourse Indebtedness constitutes Permitted Recourse Indebtedness and the Maximum Exposure Amount of such Recourse Indebtedness, and demonstrating in reasonable detail compliance with each of the provisions of Section 6.1(e), including, without limitation, the assets of each Borrower Subsidiary and of BSPRT on a consolidated basis, and (vi) aggregate Disregarded CMBS Balance Sheet Items and the aggregate amount of B-Piece Investments, in each case, as of the last day of such month, and (vii) such other information as reasonably requested by the Administrative Agent from time to time, including in respect of any Subsidiary of the Loan Parties.
Appears in 1 contract
Sources: Loan and Security Agreement (Benefit Street Partners Realty Trust, Inc.)