Contract analysis
Clause-by-clause risk read on any document of the firm. Pick a contract, or open any document from a matter.
Contract analysis / closing-binder-index.docx
closing-binder-index.docx
High · 1
Medium · 3
Standard · 1
1. Verimark Hospitality Group Inc. — Attn: Priya Narayanan, General Counsel & Corporate S
1. Verimark Hospitality Group Inc. — Attn: Priya Narayanan, General Counsel & Corporate Secretary
2. Crescent Harbor Bank, N.A. — Attn: Theodore Marchetti, Managing Director, and Anika Ho
2. Crescent Harbor Bank, N.A. — Attn: Theodore Marchetti, Managing Director, and Anika Holm, Director
3. Whitfield Gage & Partridge LLP — Attn: Harrison Whitfield III, Partner, and Megan Yeun
3. Whitfield Gage & Partridge LLP — Attn: Harrison Whitfield III, Partner, and Megan Yeung, Partner
4. Each Syndicate Lender (as listed in the Distribution List at the end of this index)
High
⚑ Non-compete / exclusivity restraint
4. Each Syndicate Lender (as listed in the Distribution List at the end of this index) TAB-BY-TAB INDEX TAB 1 — CREDIT AGREEMENT AND AMENDMENTS Tab 1.1 — Credit Agreement — Execution Version Credit Agreement, dated as of July 21, 2022 (the "Credit Agreement"), among Verimark Hospitality Group Inc., a Delaware corporation (as Borrower), the Guarantors party thereto (as identified in the Guarantee Agreement referenced
1. Verimark Hospitality Group Inc. — a corporation organized and existing under the laws
1. Verimark Hospitality Group Inc. — a corporation organized and existing under the laws of the State of Delaware.
2. Verimark Resort Properties LLC — a limited liability company organized and existing un
2. Verimark Resort Properties LLC — a limited liability company organized and existing under the laws of the State of Delaware.
3. VHG Management Services Inc. — a corporation organized and existing under the laws of
3. VHG Management Services Inc. — a corporation organized and existing under the laws of the State of Delaware.
4. Verimark Convention Holdings LLC — a limited liability company organized and existing
4. Verimark Convention Holdings LLC — a limited liability company organized and existing under the laws of the State of Delaware.
5. Palmetto Beachfront Hotels LLC — a limited liability company organized and existing un
5. Palmetto Beachfront Hotels LLC — a limited liability company organized and existing under the laws of the State of Florida.
6. Cascadia Hospitality Corp. — a corporation organized and existing under the laws of th
Standard
⚑ Commercial term
6. Cascadia Hospitality Corp. — a corporation organized and existing under the laws of the State of Delaware. The certificate attaches, as exhibits thereto, true, correct, and complete copies of: (a) the certificate of incorporation or certificate of formation (as applicable) of each entity; (b) the bylaws or operating agreement (as applicable) of each entity, each as in effect on the Closing Date; (c) the board reso
1. Verimark Resort Properties LLC, a Delaware limited liability company;
1. Verimark Resort Properties LLC, a Delaware limited liability company;
2. VHG Management Services Inc., a Delaware corporation;
2. VHG Management Services Inc., a Delaware corporation;
3. Verimark Convention Holdings LLC, a Delaware limited liability company;
3. Verimark Convention Holdings LLC, a Delaware limited liability company;
4. Palmetto Beachfront Hotels LLC, a Florida limited liability company; and
4. Palmetto Beachfront Hotels LLC, a Florida limited liability company; and
5. Cascadia Hospitality Corp., a Delaware corporation.
Medium
⚑ Assignment / subcontracting
5. Cascadia Hospitality Corp., a Delaware corporation. Pursuant to the Guarantee Agreement, each Guarantor unconditionally and irrevocably guarantees the full and punctual payment and performance of all Obligations (as defined in the Credit Agreement) of the Borrower under the Credit Agreement and the other loan documents. The guarantee is a continuing guarantee of payment and not merely of collection. The Guarantee
1. Verimark Hospitality Group Inc.
1. Verimark Hospitality Group Inc.
2. Verimark Resort Properties LLC
2. Verimark Resort Properties LLC
3. VHG Management Services Inc.
3. VHG Management Services Inc.
4. Verimark Convention Holdings LLC
4. Verimark Convention Holdings LLC
5. Cascadia Hospitality Corp.
Medium
⚑ Forum / governing law
5. Cascadia Hospitality Corp. In each case, the secured party is Crescent Harbor Bank, National Association, in its capacity as Collateral Agent. The financing statements cover "all assets" of each debtor, in accordance with the Pledge and Security Agreement. Filing acknowledgment copies from the Delaware Secretary of State are included. Tab 7.2 — UCC-1 Financing Statement — Florida Secured Transaction Registry UCC-1
1. Ridgeline Capital Partners, LP — Commitment: $125,000,000
1. Ridgeline Capital Partners, LP — Commitment: $125,000,000
2. Beacon Atlantic Credit Fund III — Commitment: $100,000,000
2. Beacon Atlantic Credit Fund III — Commitment: $100,000,000
3. Tidewater Institutional Investors, Inc. — Commitment: $75,000,000
3. Tidewater Institutional Investors, Inc. — Commitment: $75,000,000
4. Ironbridge Loan Management LLC — Commitment: $100,000,000
4. Ironbridge Loan Management LLC — Commitment: $100,000,000
5. Northway Savings Bank — Commitment: $75,000,000
5. Northway Savings Bank — Commitment: $75,000,000
6. Copperleaf Asset Management, LP — Commitment: $100,000,000
6. Copperleaf Asset Management, LP — Commitment: $100,000,000
7. Harborview Mutual Life Insurance Company — Commitment: $75,000,000
Medium
⚑ Liability cap to check against exposure
7. Harborview Mutual Life Insurance Company — Commitment: $75,000,000 Each Lender Accession Agreement was countersigned by Crescent Harbor Bank, N.A. (as Administrative Agent) and acknowledged by Verimark Hospitality Group Inc. (as Borrower). Each agreement includes the lender's representations regarding its status as a sophisticated institutional investor, confirmation of receipt of the Credit Agreement and related