Contract analysis

Section 1(a) — Exact Legal Names of Grantors The exact legal name of each Grantor, as such name appears in its certificate of incorporation, certificate of formation, or other organizational document filed with the applicable Secretary of State or equivalent governmental authority, and as reflected in the official records of its jurisdiction of organization, is set forth in the table below. Each name listed below is

Section 1(b) — Prior Legal Names, Trade Names, and Other Names Set forth below is a complete list of all prior legal names, former names, trade names, assumed names, fictitious business names, "doing business as" names, and any other names (including informal names or abbreviations) used by each Grantor at any time during the five (5) year period preceding the date hereof. This information is provided for the purpose

Section 1(c) — Changes in Identity or Structure Set forth below is a description of any merger, consolidation, conversion, reorganization, or other change in identity or corporate structure involving any Grantor at any time during the five (5) year period preceding the date hereof. (i) Palmetto Beachfront Hotels LLC was originally formed as Palmetto Beach Holdings Inc., a Florida corporation, on March 7, 2016. On Nov

Section 3(a) — Current Chief Executive Office / Principal Place of Business Under Section 9-307(b)(3) of the UCC, the location of an organization having only one place of business is the place of its business, and the location of an organization having more than one place of business is its chief executive office. Set forth below is the current chief executive office and principal mailing address for each Grantor. Th

Section 3(b) — Prior Chief Executive Offices (Past Five Years) None. The chief executive office of each Grantor has been located at 8200 West Palmetto Park Road, Suite 1500, Boca Raton, FL 33433 for the entire five (5) year period preceding the date hereof. Prior to occupying the current suite, Verimark Hospitality Group Inc. and certain of its subsidiaries maintained their chief executive office at 8200 West Palmett

Section 3(c) — Registered Agent / Registered Office Set forth below is the registered agent and registered office address for each Grantor in its jurisdiction of organization, as required for service of process and official communications from the applicable Secretary of State. Each Grantor confirms that its registered agent designation is current and has not lapsed, and that such registered agent has consented to it

Section 4(a) — Real Property Owned (Fee Simple and Leasehold) The real property interests owned by the Grantors, including both fee simple and leasehold interests, are summarized below. A complete listing of all real property by state, county, street address, owning entity, appraised value, and mortgage status is set forth on Schedule 2 attached hereto. (i) Verimark Resort Properties LLC holds fee simple title to for

Section 4(b) — Locations of Tangible Personal Property (Equipment, Inventory, Fixtures) The principal location at which the books and records of the Grantors are maintained is 8200 West Palmetto Park Road, Suite 1500, Boca Raton, FL 33433. Additionally, certain operational records, maintenance logs, and guest services records are maintained at each individual hotel property. Tangible personal property of the Grantors

Section 4(c) — Deposit Accounts and Securities Accounts A complete list of all deposit accounts and securities accounts maintained by the Grantors is set forth on Schedule 5 attached hereto. For convenience, a summary of the material deposit accounts is provided below. As of the Closing Date, unrestricted cash and cash equivalents held across all accounts of the Grantors is approximately $87,000,000. Deposit account

Section 4(d) — Locations of Goods Covered by Documents of Title or Held by Bailees or Warehouses None. No Grantor has any goods that are covered by a negotiable document of title, held by a bailee, or stored in a warehouse, in each case that are material in value or that are not held in the ordinary course of the hotel operations of the Grantors. PART 5 — EQUITY INTERESTS OWNED BY EACH GRANTOR

Section 5(a) — Domestic Subsidiaries (100% Pledged) Set forth below is a description of all equity interests in domestic subsidiaries owned by each Grantor as of the date hereof. Pursuant to Section 3.01 of the Security Agreement, 100% of the equity interests in each direct domestic subsidiary of the Borrower and the Guarantors are pledged to the Collateral Agent for the ratable benefit of the Secured Parties. A comp

Section 5(b) — First-Tier Foreign Subsidiaries (65% Pledged) None. As of the date hereof, neither the Borrower nor any Guarantor owns, directly or indirectly, any equity interests in any foreign subsidiary or any entity organized under the laws of any jurisdiction outside the United States of America. Accordingly, no pledge of equity interests in foreign subsidiaries is required under the Security Agreement. In the e

Section 6(a) — Registered Patents and Patent Applications Set forth below is a complete list of all United States patents and patent applications owned by any Grantor as of the date hereof and filed with or registered by the United States Patent and Trademark Office ("USPTO"). A complete listing is also set forth on Schedule 4 attached hereto. An intellectual property security agreement notice covering the foregoing

Section 6(b) — Registered Trademarks and Trademark Applications Set forth below is a complete list of all United States trademark registrations and pending trademark applications owned by any Grantor as of the date hereof and filed with or registered by the USPTO. A complete listing is also set forth on Schedule 4 attached hereto. All trademark registrations listed above are currently in active status. Maintenance fi

Section 6(c) — Registered Copyrights Set forth below is a complete list of all United States copyright registrations owned by any Grantor as of the date hereof and registered with the United States Copyright Office. An intellectual property security agreement notice covering the foregoing copyright registrations has been prepared for recording with the United States Copyright Office, and will be recorded on or prompt

Section 6(d) — Material License Agreements Set forth below is a summary of all material intellectual property license agreements (whether in-bound or out-bound) to which any Grantor is a party as of the date hereof. For purposes of this Section, "material" means any license agreement under which the aggregate annual license fees payable or receivable exceed $500,000, or which is otherwise material to the business ope