Intu (SGS) Finance PLC - Standard and Poor's 17g-7

EMEA CMBSStandard & Poor's Ratings Services 17g-7 Disclosure Report: Intu (SGS) Finance PLCfraudulently undertaken by the related valuer and to thebest of the Seller‟s [Originator‟s] knowledge (as acommercial property lender only and not, for the avoidanceof doubt, as a valuer) the Valuation did not disclose anyfact or circumstance that if disclosed would have causedthe Seller [Originator] to decline to proceed with itsorigination of the relevant Loan.23 To the best of the Seller‟s [Originator‟s] knowledge afterusing reasonable endeavours to ensure the same: (i) withregard to the Properties securing the Loans, the Propertiesare covered by insurance on the Properties and plant andmachinery (including fixtures and improvements); (ii) thirdparty liability insurance is in place; and (iii) the relevantinsurance policy for the Properties provides cover inrespect of three years‟ loss of rent.24 The Seller [Originator] has not received and (insofar as theSeller [Originator] is aware) neither the Borrower FacilityAgent nor the Borrower Security Trustee has receivedwritten notice that any insurance policy is about to lapse onaccount of failure by the relevant entity maintaining suchinsurance to pay the relevant premiums.(a) All information supplied by it or onits behalf to the Valuer for the purposes ofthe each Valuation was true, complete andaccurate in all material respects as at itsdate.(b) The information referred to inClause (a) above did not omit anyinformation which, if disclosed, mightadversely affect the relevant Valuation inany material respect.(c) Any financial projections providedby it or on its behalf in relation to theValuation have been prepared on the basisof recent historical information and on thebasis of assumptions believed by it to bereasonable at the time of such preparationin accordance with Good Industry Practice.(d) Each Obligor Valuation has beeninstructed by the Obligors to beundertaken in accordance with the thencurrentedition of the RICS Appraisal andValuation Standards and FinCo‟sinstructions in respect of each ObligorValuation has not contained any specialassumptions which would be unusual inthe context of such a valuation ofproperties of the same type and nature asthe Properties.Common Terms AgreementSchedule 1, General Representations andWarranties28 Insurances(a) In respect of all Insurances:(i) such Insurances are infull force and effect and allpremiums have been paid, and(ii) to the best of itsknowledge and belief, there areno outstanding claims under suchInsurances which are reasonablylikely to be adversely determinedand, if adversely determined,could reasonably be expected tohave a Material Adverse Effect.(b) There has been no breach of anyterm of any Insurances that, so far as it isaware, would entitle the relevant insurer tomaterially avoid such Insurances.(c) The Insurances maintained byeach of the Obligors are consistent withGood Industry Practice.Common Terms AgreementSchedule 1, General Representations andWarranties28 Insurances(a) In respect of all Insurances:(i) such Insurances are infull force and effect and allpremiums have been paid, and(ii) to the best of itsCopyright © 2013 by Standard & Poor's Ratings Services LLC. All rights reserved. No reprint or dissemination without S&P‟s permission.See Disclaimer on the last page. Page 10