Financing Permitted. (a) Nothing herein contained shall prevent Lessee or Owner from encumbering the Hotels by mortgage, deed of trust, or trust deed in the nature of a mortgage. (b) Subject to availability of Lessee funds, Manager shall use diligent efforts to cause the operation of the Hotels to comply with all terms, conditions, and obligations contained in any loan documents entered into by Lessee or Owner, at any time and from time to time, in connection with Lessee’s or Owner’s financing arrangements (collectively, the “Loan Documents”), of which Manager is made aware (provided that Manager shall be under no obligation to ensure that sufficient funds for payment thereof are generated from Hotels operations), and with any leases, Lessee’s organizational documents, or other agreements of which Manager is made aware that are executed by Lessee or Owner and that relate to the Hotels. Manager acknowledges that the terms and provisions of the Loan Documents may provide different standards or requirements with respect to certain matters covered by this Agreement. To the extent the provisions of this Agreement are inconsistent with restrictions imposed by the Loan Documents, so long as Manager has been notified in writing of such restrictions, the provisions of the Loan Documents shall govern with respect to the matters covered hereby. (c) Upon the execution of any Loan Documents, Lessee shall furnish Manager with a duplicate copy thereof and, if not designated in such Loan Documents, shall designate the post office address where notices may be served upon the lender thereunder (“Lender”). Manager agrees that, so long as any such Loan Document shall constitute a lien on the Hotels, when Lender shall request in writing copies of any and all financial or other information, required to be prepared or maintained by Manager, pursuant to the terms and provisions of this Agreement, Manager shall, at Lessee’s direction, deliver same to Lender as often as Lessee may reasonably request. Moreover, Manager shall allow, upon request of Lessee, any person designated in writing by Lender to examine, audit, inspect, and transcribe all books of account and all other records relating to or reflecting the operation of the Hotels. (d) Subject to the applicable terms and conditions of the Loan Documents, this Agreement and the rights of Manager hereunder are and shall be expressly subordinate and inferior to the rights of Lender under the Loan Documents as and to the extent provided therein.
Appears in 2 contracts
Sources: Management Agreement (ESH Hospitality, Inc.), Management Agreement (ESH Hospitality, Inc.)