Development Activity. Neither the Borrower, the Trust nor any of their respective Subsidiaries shall engage, directly or indirectly, in any development except as expressly provided in this §8.9 and subject to the terms of §8.10. The Borrower, the Trust or any of their respective Subsidiaries may engage, either directly or, in the case of the Borrower, through any Subsidiary or Unconsolidated Affiliate of the Borrower, an Investment in which is permitted under §8.3(i), in the development of property to be used principally for retail shopping centers or a use ancillary thereto (except for the development commonly referred to as Aquia) which at any time has a total cost (including acquisition, construction and other costs), whether such total costs are incurred directly by the Borrower, the Trust or such Subsidiary or through an Investment in an Unconsolidated Affiliate permitted under §8.3(i), individually for each development project that is not in excess of ten percent (10%) of the Consolidated Total Adjusted Asset Value of the Borrower, and in the aggregate for all development projects that is not in excess of fifteen percent (15%) of the Consolidated Total Adjusted Asset Value of the Borrower, without the prior written consent of the Majority Banks. For the purposes of calculating the cost of developments by Subsidiaries or Unconsolidated Affiliates, the cost of such developments shall be based upon the Borrower’s interest in such Subsidiaries or Unconsolidated Affiliates. For purposes of this §8.9, the term “total cost” shall not include (x) costs specifically reimbursable by tenants or shadow anchors (other than through rent or a gross up of rent), (y) capitalized general and administrative expenses, or (z) operating expenses and interest to the extent of operating income received from the applicable development property, and the term “development” shall include the new construction of a shopping center complex or the substantial renovation of improvements to real property which materially change the character or size thereof, but shall not include the addition of amenities or other related facilities to existing Real Estate which is already used principally for shopping centers; provided, however, that the term “development” shall not include demolition of existing structures performed by Borrower or the addition of an anchor store to an existing shopping center project provided that the construction of such improvements is performed by the tenant, and the Borrower (or any...
Development Activity. Engage, directly or indirectly, or permit any Subsidiary or Joint Venture to engage, in the ground-up development of Real Property except for the ground-up development of New Construction Assets to be used principally as a retail shopping center, provided that the book value of New Construction Assets by Borrower and its Subsidiaries and Joint Ventures shall not at any time exceed fifteen percent (15%) of the Borrower’s Adjusted Consolidated Total Assets. For purposes of this Section 8.18 the book value of any New Construction Assets not owned 100%, directly or indirectly, by the Borrower or any of its Subsidiaries shall be adjusted by multiplying the same by the Borrower’s Interest in such New Construction Asset during the fiscal quarter of the Borrower ending as of any date of determination of such book value.
Development Activity. NeitherAny new development project engaged in by the Company, the Trust nor any of their respective Subsidiaries shall engage, directly or indirectly, including through Unconsolidated Affiliates, in any development except as expressly provided in Section 10.12(b), Section 10.12(c) and this Section 10.13. The Company, the Trust or any of their respective Subsidiaries may not engage, either directly or, in the case of the Company, through (or any Subsidiary or Unconsolidated Affiliate of the Company, in an Investment which is permitted under Section 10.12(b), in the development of property to be used principally for retail shopping centers or a use ancillary thereto (except for the development commonly referred to as Aquia) which at any time has a total cost in excess of the limit set forth in Section 10.12(b), without the prior written consent of the Required Holdersthereof), the Trust or any Subsidiary thereof, before any vertical construction commences on any phase of such project, shall be either (i) at least fifty percent (50%) pre leased (based on the gross leasable area of the improvements to the development, or the phase of the development project being developed, excluding outlots), including all anchors in such phase (it being agreed that Company shall receive a credit against such pre-lease requirement for any space to be occupied by an anchor that has been conveyed to such anchor), or under a purchase agreement to sell and all construction bids shall be in place, and any such development shall continue to be deemed an undeveloped parcel until such time as construction commences, or (ii) sufficiently pre leased such that based on such Leases the gross income from such Leases upon completion of such project shall equal or exceed projected operating expenses (including reserves for expenses not paid on a monthly basis). For purposes of this Section 10.13, the term “development” shall include the new construction of a shopping center complex or the substantial renovation of improvements to real property which materially change the character or size thereof, but shall not include the addition of amenities or other related facilities to existing Real Estate which is already used principally for shopping centers; provided, however, that the term “development” shall not include demolition of existing structures performed by the Company or the addition of an anchor store to an existing shopping center project, provided that the construction of such improv...
Development Activity. Without the consent of the Majority Banks, neither the Borrower nor any Subsidiary shall engage, directly or indirectly, in the development, construction or substantial renovation or rehabilitation of commercial real estate (provided that the foregoing shall not be deemed to be breached by the residential real estate development activities by the Residential Corporations nor the restoration or rehabilitation of commercial real estate following damage by casualty or condemnation). The Borrower acknowledges that the decision of the Majority Banks to grant or withhold such consent shall be based on such factors as the Majority Banks deem relevant in their sole discretion, including without limitation, evidence of sufficient funds both from borrowings (other than from the Loans) and equity to complete such development and evidence that the Borrower or its Subsidiary has the resources and expertise necessary to complete such project. Notwithstanding the foregoing, the Borrower is currently developing for its own account an office building not exceeding 110,000 square feet on Phase II of the land owned by Borrower in Austin, Texas known as "The Avallon" and may develop an office building not exceeding 80,000 square feet on Phase III of the land owned by Borrower in Austin, Texas known as "The Avallon", provided that with respect to each such building (a) BMC Software or an affiliate thereof shall have executed and delivered to Borrower a lease to occupy not less than sixty-five percent (65%) of such building within one (1) year of completion of the same, and (b) the actual cost of developing improvements thereon with respect to each such building shall not exceed $15,000,000.00. Notwithstanding the foregoing, Borrower can engage in, and proceeds of the Loans may be used for, the construction of tenant improvements within space to be occupied by tenants of buildings owned by the Borrower or its Subsidiaries, and for the renovation or demolition and reconstruction of the Surtran Garage at Continental Plaza, provided that the cost of such renovation or demolition and reconstruction shall not exceed $20,000,000.00, and for the construction of the Frost Bank Garage in Austin, Texas. Nothing herein shall prohibit the Borrower or any Subsidiary from acquiring Real Estate which has been developed and initially leased by another Person.
Development Activity. The Borrower-SPE will not engage directly or indirectly in the development of properties (other than Eligible Real Estate) without the prior written consent of the Required Lenders in their sole discretion.
Development Activity. The Parties acknowledge and agree that the Services provided under this Agreement do not include the transfer to Company of any customized or packaged computer software or any services that are part of the transfer to the Company of any customized or packaged computer software.
Development Activity. The Company shall not, and shall not permit any of its Subsidiaries or any Permitted Partnership to, engage in real estate development activity other than projects involving at any time aggregate acquisition, development and construction costs, determined on a GAAP basis before depreciation, not to exceed at any time an amount equal to twenty percent (20%) of the consolidated assets of the Company and any Permitted Partnerships at such time; provided, however, that no individual project shall involve at any time aggregate acquisition, development and construction costs, determined on a GAAP basis before depreciation, in excess of five percent (5%) of the amount of the consolidated assets of the Company and any Permitted Partnerships. For purposes of this Section 7.15, real estate development activity begins when the Company, any Subsidiary or any Permitted Partnership first incurs costs relating to a project, and ends when (i) such project has received a certificate of occupancy or equivalent approval for the shell and core and (ii) more than eighty percent (80%) of the net rentable area of such project is covered by signed leases with third-party tenants having remaining terms of three (3) years or longer. 7.16
Development Activity. The Borrower will not, and will not permit its Subsidiaries or Affiliates to, engage, directly or indirectly (including through any Affiliate in which the Borrower or its Subsidiaries owns a Minority Interest or through other Investments), in the development of properties without the prior written consent of the Required Lenders in their sole discretion; provided that without the consent of the Required Lenders, prior to March 14, 2003 the Borrower or any of its Subsidiaries or Affiliates may engage in the development of Existing Pre-Development Properties, Announced Projects and Existing Properties Under Construction, provided that the aggregate amount of Construction in Progress with respect thereto at any time shall not exceed thirty percent (30%) of the Consolidated Total Assets of Borrower, and from and after March 14, 2003, the Borrower or any of its Subsidiaries or Affiliates may only engage in the development of Announced Projects in an aggregate amount not to exceed $50,000.00 in any fiscal quarter and Existing Properties Under Construction provided that the aggregate amount of Construction in Progress at any time shall not exceed thirty percent (30%) of the Consolidated Total Assets of the Borrower. For purposes of this Section 8.9, the term "development" shall include the new construction of a shopping center or a substantial renovation or expansion of improvements to Real Estate which materially change the -76- character or size thereof. The Borrower will, and will cause each of its Subsidiaries to, at all times that it is engaging in any development as provided herein, maintain available sources of capital acceptable to the Agent in its reasonable discretion equal to the total cost to acquire and complete such developments and to purchase such properties except where such a failure could not be reasonably expected to have a Material Adverse Effect. Amounts available to be disbursed for such purposes pursuant to this Agreement may be considered as a source of capital for the purposes of this Section 8.9.
Development Activity. Neither the Borrower, the Guarantor nor any of their respective Subsidiaries shall engage, directly or indirectly, in the development of more than three (3) properties (in addition to the Mortgaged Properties) at any one time to be used principally for shopping centers and having a total cost (including acquisition, construction and other costs) individually for each development project in excess of ten percent (10%) of the Consolidated Total Adjusted Asset Value of the Borrower and the Guarantor and in the aggregate for all development projects in excess of fifteen percent (15%) of the Consolidated Total Adjusted Asset Value of the Borrower and the Guarantor, without the prior written consent of the Majority Banks. For purposes of this Section 8.9, the term "development" shall include the new construction of a shopping center complex or the substantial renovation of improvements to real property which materially change the character or size thereof, but shall not include the addition of amenities or other related facilities to existing Real Estate which is already used principally for shopping centers. The Borrower and the Guarantor each acknowledges that the decision of the Majority Banks to grant or withhold such consent shall be based on such factors as the Majority Banks deem relevant in their sole discretion, including without limitation, evidence of sufficient funds both from borrowings and equity to complete such development and evidence that the Borrower, the Guarantor or either of its Subsidiaries has the resources and expertise necessary to complete such project. Nothing herein shall prohibit the Borrower, the Guarantor or any of their respective Subsidiaries thereof from entering into an agreement to acquire Real Estate which has been developed and initially leased by another Person. Neither the Borrower, the Guarantor nor any Subsidiary shall acquire or hold more than three undeveloped parcels of Real Estate without the prior written consent of the Majority Banks, provided that the acquisition or holding of any outlots or property adjacent to any Real Estate owned by the Borrower, the Guarantor or any Subsidiary shall not be deemed to be an undeveloped parcel of Real Estate for this purpose and options to acquire any property shall not be deemed an acquisition or holding of such property. Further, any new development project engaged in by the Borrower, the Guarantor or any Subsidiary shall be at least seventy percent (70%) pre- leased, includi...
Development Activity. The Company shall not, and shall not permit any of its Subsidiaries to, engage in real estate development activity other than projects involving at any time aggregate acquisition, development and construction costs, determined on a GAAP basis before depreciation, not to exceed at any time an amount equal to fifteen percent (15%) of the Gross Asset Value of the Company and its consolidated subsidiaries at such time; provided, however, that no individual project shall involve at any time aggregate acquisition, development and construction costs, determined on a GAAP basis before depreciation, in excess of five percent (5%) of the Gross Asset Value of the Company and its consolidated subsidiaries; and provided further, however, that at any time the aggregate amount of (i) advances, loans, extensions of credit or capital contributions that the Company and its consolidated subsidiaries have made to partnerships, limited liability companies or joint ventures, (ii) the acquisition, development and construction costs, determined on a GAAP basis before depreciation, of development projects with which the Company or its consolidated subsidiaries are then involved, and (iii) the value of undeveloped land then owned by the Company and its consolidated subsidiaries, shall not exceed twenty percent (20%) of the Gross Asset Value of the Company and its consolidated subsidiaries at such time. For purposes of this Section 7.16, real estate development activity begins when the Company or any Subsidiary first incurs costs relating to a project, and ends when (x) such project has received a certificate of occupancy or equivalent approval for the shell and core and (y) more than eighty percent (80%) of the net rentable area of such project is covered by signed leases with third-party tenants having remaining terms of three (3) years or longer. 7.17
