FCC Proudreed Properties 2005 HSBC SG CORPORATE ...

• details of the Property Manager fees and any sub-contractor fees;
• any change in the identity of the Property Manager and any sub-contractor appointed in respect of
any Secured Property in its Property Portfolio;
• details of the amount of any service charge shortfall, in excess of u22,000 per annum in respect of
any Secured Property in its Property Portfolio;
• details of any steps being taken to recover any due but unpaid rental income under any
Occupational Lease, where such due but unpaid rental income exceeds u37,500;
• a copy of the relevant extract of the minutes of any meeting held with the Property Manager with
respect to any Secured Property in its Property Portfolio since the most recent Quarterly Operating
Report (or, in the case of the first Quarterly Operating Report, since the Closing Date);
• a summary of any rent reviews and lease renewals in progress or agreed with respect to any Secured
Property in its Property Portfolio since the most recent Quarterly Operating Report;
• copies of all material correspondence with insurance brokers and insurers handling the insurance of
any Secured Property in its Property Portfolio, in respect of claims or liabilities where the potential
liabilities or claims exceed u250,000;
• details of any potential Occupational Tenant of any Secured Property in its Property Portfolio if the
value of the annual rent is in excess of u 50,000 and any potential buyer of any Secured Property
in its Property Portfolio;
• details of any proposed Minor Development the cost (excluding VAT) of which is estimated to be,
when aggregated with the cost (excluding VAT) of all other Minor Developments completed or
being undertaken by the relevant Borrower and/or any other Borrowers in the same Borrower
Group in excess of 10 per cent. of the applicable Reference Amount in respect of any Reference
Year;
• details of any proposed Development the cost (excluding VAT) of which is estimated to be in excess
of the greater of u250,000 and 10 per cent. of the Estimated Rental Value of the relevant Secured
Property;
• details of situations where it has become entitled to serve any notice on any former tenant of any
Occupational Lease;
• the aggregate amount of due but outstanding payments relating to Secured Properties within the
relevant Borrower’s Property Portfolio.
• if a Loan Event of Default or a Potential Loan Event of Default has occurred and is continuing,
obtain a full Valuation Report of the Secured Properties at the cost of the Borrower, from an
Approved Valuer appointed by the relevant FCC Servicer;
• forward to the each FCC Servicer on an annual basis written confirmation from the relevant insurer
or underwriter (or any broker acting for the relevant Borrower in connection with such insurance)
of the coverage provided by any Insurance Policy;
• supply to inter alios, each FCC Servicer, ongoing updated financial statements and certain other
information with respect to itself;
• in the event that an Information Meeting is held, if requested and subject to appropriate reasonable
prior notice, send one or more representatives to that Information Meeting, provided that it shall
not be required to send any representatives to more than one meeting per calendar year.
Financial Covenants
Pursuant to the terms of the relevant Commercial Mortgage Loan Agreement, each Borrower covenants
and undertakes to ensure that, from and including the Closing Date, in respect of each Historical
Calculation Period or each Forward-Looking Calculation Period, as the case may be, neither the
Historical ICR nor the Projected ICR in respect of the relevant Borrower Group is less than 1.2:1.
The Financial Covenants will be tested by or on behalf of each Borrower Group on each Loan Calculation
Date (and the results will be notified to the Management Company by the relevant FCC Servicer),
commencing on the Loan Calculation Date falling in February 2006, by reference to the financial
information delivered by the relevant Borrower.
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