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Contract analysis / ucc3-greystone-terminations.docx
ucc3-greystone-terminations.docx
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1. Form 1 — UCC-3 Termination: Verimark Hospitality Group Inc. (Debtor) — Delaware Secret
1. Form 1 — UCC-3 Termination: Verimark Hospitality Group Inc. (Debtor) — Delaware Secretary of State
2. Form 2 — UCC-3 Termination: Verimark Resort Properties LLC (Debtor) — Delaware Secreta
2. Form 2 — UCC-3 Termination: Verimark Resort Properties LLC (Debtor) — Delaware Secretary of State
3. Form 3 — UCC-3 Termination: VHG Management Services Inc. (Debtor) — Delaware Secretary
3. Form 3 — UCC-3 Termination: VHG Management Services Inc. (Debtor) — Delaware Secretary of State
4. Form 4 — UCC-3 Termination: Verimark Convention Holdings LLC (Debtor) — Delaware Secre
4. Form 4 — UCC-3 Termination: Verimark Convention Holdings LLC (Debtor) — Delaware Secretary of State
5. Form 5 — UCC-3 Termination: Cascadia Hospitality Corp. (Debtor) — Delaware Secretary o
5. Form 5 — UCC-3 Termination: Cascadia Hospitality Corp. (Debtor) — Delaware Secretary of State
6. Form 6 — UCC-3 Termination: Palmetto Beachfront Hotels LLC (Debtor) — Florida Departme
Medium
⚑ Forum / governing law
6. Form 6 — UCC-3 Termination: Palmetto Beachfront Hotels LLC (Debtor) — Florida Department of State, Division of Corporations (Florida Secured Transaction Registry) Lien Search Confirmation. All filings in this package correspond to the existing UCC-1 financing statements identified in the Lien Search Summary and Analysis dated July 15, 2022, prepared by Daniel Obi of Calderwood & Harkness LLP (the "Lien Search Repo
1. Delaware Secretary of State Filing No. 2020-0891247 (Debtor: Verimark Hospitality Grou
1. Delaware Secretary of State Filing No. 2020-0891247 (Debtor: Verimark Hospitality Group Inc.)
2. Delaware Secretary of State Filing No. 2020-0891263 (Debtor: Verimark Resort Propertie
2. Delaware Secretary of State Filing No. 2020-0891263 (Debtor: Verimark Resort Properties LLC)
3. Delaware Secretary of State Filing No. 2020-0891278 (Debtor: VHG Management Services I
3. Delaware Secretary of State Filing No. 2020-0891278 (Debtor: VHG Management Services Inc.)
4. Delaware Secretary of State Filing No. 2020-0891285 (Debtor: Verimark Convention Holdi
4. Delaware Secretary of State Filing No. 2020-0891285 (Debtor: Verimark Convention Holdings LLC)
5. Delaware Secretary of State Filing No. 2020-0891296 (Debtor: Cascadia Hospitality Corp
5. Delaware Secretary of State Filing No. 2020-0891296 (Debtor: Cascadia Hospitality Corp.)
6. Florida Department of State Filing No. 202002140871 (Debtor: Palmetto Beachfront Hotel
6. Florida Department of State Filing No. 202002140871 (Debtor: Palmetto Beachfront Hotels LLC) In addition, Greystone hereby authorizes the Borrower and its counsel to prepare, execute, and file any and all mortgage releases, intellectual property lien releases, and other lien termination documentation necessary to release and discharge all liens and security interests granted by any Loan Party in favor of the Agent
1. Debtor: Verimark Hospitality Group Inc. — Secured Party: Crescent Harbor Bank, N.A. (a
1. Debtor: Verimark Hospitality Group Inc. — Secured Party: Crescent Harbor Bank, N.A. (as Collateral Agent), 600 Lexington Avenue, 34th Floor, New York, NY 10022
2. Debtor: Verimark Resort Properties LLC — Secured Party: Crescent Harbor Bank, N.A. (as
2. Debtor: Verimark Resort Properties LLC — Secured Party: Crescent Harbor Bank, N.A. (as Collateral Agent), 600 Lexington Avenue, 34th Floor, New York, NY 10022
3. Debtor: VHG Management Services Inc. — Secured Party: Crescent Harbor Bank, N.A. (as C
3. Debtor: VHG Management Services Inc. — Secured Party: Crescent Harbor Bank, N.A. (as Collateral Agent), 600 Lexington Avenue, 34th Floor, New York, NY 10022
4. Debtor: Verimark Convention Holdings LLC — Secured Party: Crescent Harbor Bank, N.A. (
4. Debtor: Verimark Convention Holdings LLC — Secured Party: Crescent Harbor Bank, N.A. (as Collateral Agent), 600 Lexington Avenue, 34th Floor, New York, NY 10022
5. Debtor: Cascadia Hospitality Corp. — Secured Party: Crescent Harbor Bank, N.A. (as Col
5. Debtor: Cascadia Hospitality Corp. — Secured Party: Crescent Harbor Bank, N.A. (as Collateral Agent), 600 Lexington Avenue, 34th Floor, New York, NY 10022 New UCC-1 Filing — Florida Secured Transaction Registry
6. Debtor: Palmetto Beachfront Hotels LLC — Secured Party: Crescent Harbor Bank, N.A. (as
Standard
⚑ Commercial term
6. Debtor: Palmetto Beachfront Hotels LLC — Secured Party: Crescent Harbor Bank, N.A. (as Collateral Agent), 600 Lexington Avenue, 34th Floor, New York, NY 10022 Cross-Reference Documentation. The new UCC-1 financing statements described above are documented in separate filing packages: • UCC-1 Financing Statements — Delaware Secretary of State (Crescent Harbor Bank, N.A., as Collateral Agent) — five (5) filings • UC
1. Authorization. Calderwood & Harkness LLP is authorized to file the foregoing UCC-3 ter
1. Authorization. Calderwood & Harkness LLP is authorized to file the foregoing UCC-3 termination statements on behalf of the Secured Party of Record, Greystone Federal Credit Corp., in its capacity as Administrative Agent and Collateral Agent under the $625,000,000 Term Loan B Credit Agreement dated February 14, 2020 (the "Existing Credit Agreement"). Such authorization is evidenced by the Lien Release and Terminati
2. Accuracy. The information contained in each of the six (6) UCC-3 Financing Statement A
2. Accuracy. The information contained in each of the six (6) UCC-3 Financing Statement Amendments (Terminations) included in this filing package is accurate and complete to the best of the filer's knowledge, information, and belief, based upon a review of the original UCC-1 financing statements, the Lien Search Summary and Analysis dated July 15, 2022, the Existing Credit Agreement and related Loan Documents, and th
3. Purpose of Filing. The filing of these termination statements is made in connection wi
Standard
⚑ Commercial term
3. Purpose of Filing. The filing of these termination statements is made in connection with the payoff and full discharge of all obligations of the Borrower and the Guarantors under the Existing Credit Agreement and the related Loan Documents. Upon receipt by Greystone of the total payoff amount of approximately $627,916,667.00 on July 21, 2022, all obligations under the Existing Credit Agreement were indefeasibly pa
4. Compliance with Applicable Law. Each UCC-3 Financing Statement Amendment (Termination)
Medium
⚑ Forum / governing law
4. Compliance with Applicable Law. Each UCC-3 Financing Statement Amendment (Termination) in this filing package has been prepared in compliance with Article 9 of the Uniform Commercial Code as adopted in the applicable filing jurisdiction (the State of Delaware and the State of Florida, as applicable), and is being filed with the appropriate filing office as determined under UCC Section 9-501 (filing office) and UCC
5. Filing Confirmation Tracking. Calderwood & Harkness LLP will track and obtain official
Standard
⚑ Commercial term
5. Filing Confirmation Tracking. Calderwood & Harkness LLP will track and obtain official filing confirmations for each of the six UCC-3 termination statements filed hereunder, will update the master closing checklist upon receipt, and will include all filing confirmations in the closing binder for this transaction. This certificate is given as of the date set forth below and may be relied upon by the Borrower, the G