Common use of Partial Reconveyance Clause in Contracts

Partial Reconveyance. Notwithstanding anything to the contrary contained in the Loan Documents, Lender will partially release its interest under the Deed of Trust with respect to a Project in connection with Borrower's bona fide sale of such Project to a third party, upon the satisfaction of all of the following conditions with respect to the release of each Project: (a) There shall be no Event of Default or Potential Default hereunder or under any of the other Loan Documents and no Event of Default shall have occurred under any of the Loan Documents; (b) Borrower shall give Lender at least thirty (30) days prior written notice of Borrower's request for the release of any Project; (c) Lender shall have determined that the outstanding principal balance of the Loan, after the release of the applicable Project, will not exceed, or shall be reduced with the proceeds of such sale to an amount which does not exceed, the Borrowing Base Amount (calculated excluding the Project which Borrower is requesting be released); (d) The Title Company shall issue appropriate endorsements to the Title Policy insuring the remaining Deed of Trust which provide that, (i) notwithstanding the release of the Deed of Trust for the Project in question, the lien of the Deed of Trust on the remaining Projects will continue to be a first lien, subject to no exceptions to title other than those shown on the Title Policy; (e) Borrower shall pay all reasonable costs associated with the release of Lender's interest in the applicable Project, including, without limitation, the costs of Lender's title policy endorsements referred to above, escrow costs, and Lender's reasonable legal fees and costs incurred in connection therewith; and (f) Lender shall have received payment, in immediately available funds of a non-refundable processing fee in the amount of Two Thousand Dollars ($2,000), which amount shall be nonrefundable and fully earned by Lender upon Borrower's request for the release of the applicable Project and shall be in addition to all other amounts required to be paid by Borrower under the Loan Documents.

Partial Reconveyance. Notwithstanding anything At any time after the Lockout Date, but prior to the contrary contained in Maturity Date of the Loan, Administrative Agent shall, at Borrower’s request, reconvey a Property from the lien of the applicable Security Documents (a “Property Release”) and shall release the applicable Borrower from the Loan DocumentsDocuments (including the Note); provided, Lender will partially release its interest under the Deed of Trust that prior to or simultaneously with respect to a Project in connection with Borrower's bona fide sale of such Project to a third party, upon the satisfaction of partial reconveyance all of the following conditions with respect to the release of each Projectshall be satisfied: (a) There shall be no Event of No Default or Potential Default hereunder or shall exist under any of the other Loan Documents and no Event of Default shall have occurred under any of the Loan Documents; (b) Borrower Administrative Agent shall give Lender at least thirty (30) days prior written notice have received any and all sums then due and owing under the Loan Documents together with all escrow, closing and recording costs, the costs of Borrower's request for preparing and delivering such reconveyance and the release cost of any Projecttitle insurance endorsements required by Administrative Agent; (c) Lender Administrative Agent shall have determined that the outstanding principal balance received from Borrower an amount equal to one hundred and ten percent (110%) of the Loan, after Allocated Loan Amount applicable to the release of the applicable Project, will not exceed, or shall Property to be reduced with the proceeds of such sale to an amount which does not exceed, the Borrowing Base Amount (calculated excluding the Project which Borrower is requesting be released)reconveyed; (d) The Title Company shall issue appropriate endorsements After giving effect to the Title Policy insuring Property Release, and any required payment to be made under subclause (c) above, the remaining Deed of Trust which provide that, DSCR shall be at least 1.50:1.00 (i) notwithstanding the release “Release DSCR”); provided Borrower shall be permitted to repay a portion of the Deed of Trust for the Project in question, the lien outstanding principal amount of the Deed of Trust on Loan in an amount sufficient to cause the remaining Projects will continue DSCR to be a first lien, subject to no exceptions to title other not less than those shown on the Title PolicyRelease DSCR; (e) Administrative Agent shall have received from Borrower shall pay all reasonable costs associated with the release of Lender's interest in the any applicable Project, including, without limitation, the costs of Lender's title policy endorsements referred to above, escrow costs, and Lender's reasonable legal fees and costs incurred in connection therewithPrepayment Fees and/or Fixed Rate Price Adjustment as determined by Administrative Agent; and (f) Lender Administrative Agent shall have received paymenta written release satisfactory to Administrative Agent of any letter of credit or other form of undertaking issued to any surety, governmental agency or any other party in immediately available funds of a non-refundable processing fee in the amount of Two Thousand Dollars ($2,000), which amount shall be nonrefundable and fully earned by Lender upon Borrower's request for the release of connection with the applicable Project and Property. Neither the acceptance of any payment nor the issuance of any reconveyance by Administrative Agent shall be in addition affect Borrower’s obligation to repay all other amounts required to be paid by Borrower owing under the Loan DocumentsDocuments or under the lien of the remaining Security Documents on the Property not reconveyed.