Property Releases Sample Clauses
Property Releases. From time to time the Borrower may request that any Collateral Property be released from the Security Documents (a “Property Release”), and the Liens created thereby to the extent applicable to such Property and related Collateral, in connection with a Specified Property Sale, subject to the satisfaction of the following conditions:
(i) No Default in respect of any payment obligations owing by the Borrower under this Agreement or in respect of any material non-monetary obligations of the Borrower under this Agreement and no Event of Default has occurred and is continuing (other than a Default or Event of Default solely with respect to the Collateral Property subject to such Property Release) or would occur as a result of such Property Release;
(ii) If any Collateral Property to be released pursuant to such Property Release is subject to an agreement which restricts such Collateral Property from being owned, operated or encumbered independently from another Collateral Property, then the Agent shall have received evidence in form and substance satisfactory to the Agent (acting at the direction of the Requisite Lenders, in their reasonable discretion) that the applicable agreement has been amended or replaced (in accordance with this Agreement) such that applicable Collateral Properties may be owned, operated and/or encumbered separately and independently from each other;
(iii) With respect to the release of any Collateral Property that is dependent upon, assessed with or otherwise reliant on any other Collateral Property not then subject to release, to the extent required by the Agent (acting at the written direction of the Requisite Lenders), the Agent shall have received evidence reasonably satisfactory to the Agent (acting at the written direction of the Requisite Lenders) that: (1) the Collateral Property subject to release and the Collateral Property which shall remain encumbered by the Security Documents immediately following such release (as used in this Section, the “Remaining Collateral Property”) are each separate legal parcels, lawfully created and described, in compliance in all material respects with Applicable Laws, including, without limitation, applicable ordinances pertaining to zoning, subdivisions, parcel maps, condominiums or other land divisions; (2) that immediately following such release the Remaining Collateral Property complies in all material respects with Applicable Law and has the benefit of all utilities, easements, public and/or...
Property Releases. (a) So long as no Event of Default is then continuing (other than an Event of Default that would be eliminated after giving effect to the release of the Mortgaged Property proposed to be released pursuant to Section 7.1(k)), Borrower may from time to time obtain the release of one or more of the Mortgaged Properties from the Liens of the Loan Documents and Transfer such Mortgaged Property to an unaffiliated third party in an arms’-length transaction (except that, if the release is being effectuated pursuant to the provisions of Section 7.1(k), Borrower may Transfer such Mortgaged Property to an Affiliate of Borrower) upon satisfaction of the following conditions:
(i) Borrower shall deliver to Lender notice (a “Release Notice”) of its intent to release one or more of the Mortgaged Properties, which notice must be given at least 10 Business Days and not more than 60 days prior to the Business Day upon which the release is to be made and shall specify the Mortgaged Property or Mortgaged Properties that Borrower intends to release. Borrower shall promptly reimburse Lender for any actual out-of-pocket costs and expenses (including the reasonable fees and expenses of legal counsel and the Servicer) incurred by Lender in connection with a release pursuant to this Section 2.2.
(ii) At the time of such release: (1) Borrower shall prepay a portion of the Loan, in accordance with Section 2.1, in an amount equal to (x) subject to Section 2.2(d), the applicable Release Price, plus (y) any additional amount required to be prepaid in accordance with Section 2.2(d) in order to reduce the Release Price Deficit, which prepayment, in each case under clauses (x) and (y), shall be accompanied by the applicable Spread Maintenance Amount, which prepayment shall be accompanied by the other amounts specified in Section 2.1, to the extent applicable (and without duplication of any amounts otherwise payable by Borrower under this Agreement), and (2) DSCR for the Fiscal Quarter then most recently ended, recalculated to include only income and expense attributable to the Mortgaged Properties remaining after the release and to exclude the interest expense and principal payments on the aggregate amount to be prepaid, shall be equal to or greater than the applicable DSCR Threshold; provided, however, that, except with respect to a release of a Mortgaged Property pursuant to Section 7.1(k), the DSCR Threshold need not be satisfied if at the time of such sale Borrower (I) prepays the Loan ...
Property Releases. (a) So long as no Event of Default is then continuing and all amounts then due and owing to Lender have been paid in full, Borrower may from time to time obtain the release of one or more of the Properties or direct or indirect equity interests therein from the Liens of the Loan Documents in connection with a sale to an unaffiliated third-party in an arms’-length transaction or a Permitted Affiliate Sale, or pursuant to Section 5.24, provided that: (1) at the time of such release (but provided that no Event of Default has occurred and is continuing, not in connection with the transfer of any Disposition Asset), Borrower shall prepay the Loan in accordance with Section 2.1 in an amount equal to the applicable Release Price, plus any additional amount required to be prepaid in accordance with Section 2.2(c) in order to reduce the Release Price Deficit, which aggregate prepayment shall be accompanied by the other amounts specified in Section 2.1, including the applicable Prepayment Fee if such prepayment is made prior to the Par Prepayment Date (for the avoidance of doubt, provided no Event of Default or Junior Mezzanine Event of Default is continuing, Borrower shall not be required to deposit into the Cash Management Account the proceeds from the permitted sale of any Disposition Assets, except if and to the extent that Borrower is required hereunder to pay to Lender a Release Price or other amount in connection therewith), (2) except with respect to the sale of the ▇▇▇▇ Portfolio to an unaffiliated third party, DSCR for the Test Period most recently ended, recalculated to include only income and expense attributable to Borrower’s interest in the Properties remaining after the contemplated release and to exclude the interest expense and principal payments on the aggregate amount to be prepaid, shall be equal to or greater than DSCR immediately prior to such release (as reasonably determined by Lender) (for these purposes, in the case of the sale of a Mortgage Loan Collateral Property, DSCR shall be adjusted to ignore the effect of so-called “rate creep” resulting from the fact that the prepayment of the Loan and the Mortgage Loan will not result in a pro-rata reduction of their respective principal amounts), (3) after giving effect to such release, the aggregate Senior Collateral Value shall not be less than 120% of the sum of the Principal Indebtedness and the Junior Mezzanine Loan Principal Indebtedness and (4) Borrower shall reimburse Lender for any actua...
Property Releases. Provided that no Event of Default shall then exist, Borrower may and may cause Mortgage Borrower to (w) obtain the release of all or any of the Select Release Properties in connection with a Select Release, (x) obtain the release of all or any of the Prime ROFO Release Properties in connection with a Prime ROFO Release or (y) obtain the release of an Individual Property from the Lien of the Mortgage thereon (and related Mortgage Loan Documents) (such release, a “Property Release”) and, in each case, obtain the release of the applicable Borrower’s obligations under the Loan Documents (other than those expressly stated to survive) with respect to the Individual Property, Select Release Properties or Prime ROFO Release Properties, as applicable, then being released and, only to the extent such Mortgage Borrower no longer owns any Property, obtain the release of the Collateral related to such Mortgage Borrower (such obligations or Collateral being released in accordance with the foregoing, the “Released Collateral”), upon the satisfaction of each of the following conditions:
Property Releases. The final sentence of Section 2.2(a)(iv) of the Loan Agreement is hereby amended and restated in its entirety as follows: Notwithstanding the foregoing, Borrower may, with respect to any Release Property, deposit a portion of the Net Sales Proceeds thereof in excess of 150% of the sum of the Allocated Loan Amount and the Mezzanine Loan Allocated Loan Amount of such Release Property into the Redevelopment Project Reserve Account or the TI/LC Reserve Account (any such Net Sales Proceeds so deposited, “Designated Net Sales Proceeds”); provided that (1) the aggregate amount of the Designated Net Sales Proceeds deposited pursuant to this sentence and the corresponding sentence in Section 2.2(a)(iv) of the Mezzanine Loan Agreement shall not exceed $75,000,000 during the life of the Loan and (2) not more than $50,000,000 in the aggregate of such Net Sales Proceeds shall remain in the Redevelopment Project Reserve Account and/or the TI/LC Reserve Account at any one time.
Property Releases. From time to time after the Prepayment Lockout Expiration Date (or earlier in connection with a Qualified Redevelopment Release) but prior to the Maturity Date, Borrower may request, upon not less than thirty (30) days prior written notice to the Administrative Agent or such shorter period as may be acceptable to Administrative Agent, that any Non-Key Property or Redevelopment Property (but not any Key Property) be released from the Collateral Pool and from the Liens created by the Mortgage and other Loan Documents, which release (a “Property Release”) shall be effected by a written release executed by Administrative Agent when all of the following conditions are satisfied as of the date of such Property Release:
(a) No Default or Potential Default exists under the Loan Documents, or will exist immediately after giving effect to such Property Release;
Property Releases. Subject to the terms and conditions set forth herein, a Borrower shall have the right, from time to time, on any Payment Date (as defined in the Notes), or on any Business Day provided that a payment of the Interest Shortfall (as defined in the Note) is made, to obtain a release (a "Property Release") of a Property (other than the Properties identified as property 00231 and property 00251 on Schedule 2 (the "Plano Properties")) from the lien of the related Security Instruments (i) provided that no Event of Default has occurred and is continuing, (ii) subject to compliance with the provisions set forth below in this Section 3; (iii) provided that the Release Premises is no longer subject to the Management Agreement (as defined in the Security Instrument); and (iv) provided that, legal, record, economic and beneficial ownership of the Property for which a Property Release is being requested (the "Release Premises") is simultaneously with the granting of the Property Release transferred (a "Release Premises Transfer") to and shall be owned immediately after such Property Release by a person(s), party(ies) or entity(ies) other than Borrower. In the event that Borrower seeks to release a Property from the lien of the related Security Instruments, Lender shall release such Property from the lien of the related Security Instrument and the Loan Documents, but only upon compliance with all of the following conditions:
(a) Receipt by Lender, at least thirty (30) days but no more than sixty (60) days of prior written notice of Borrower's request to obtain a release of the Release Premises;
Property Releases. From and after the Permitted Prepayment Date, Borrower may obtain the release of any Individual Property (such Individual Property shall be referred to as the "Release Property") from the lien of the applicable Mortgage and related Loan Documents upon the satisfaction of each of the following conditions:
(a) Immediately prior to, and after giving effect to, the proposed release, no Event of Default shall have occurred and be continuing (unless the Default would be cured by the release of the Release Property).
(b) Lender receives notice thereof at least thirty (30) days before the date of the proposed release (the "Release Date");
(c) Lender shall have received (i) payment of an amount (the "Release Amount") equal to one hundred fifteen percent (115%) of the Allocated Loan Amount of the applicable Release Property or such greater amount such that the condition set forth in Section 11.28(d) shall be satisfied and (ii) payment of any reasonable expenses incurred by Lender in connection with such release (including, without limitation, reasonable attorneys' fees).
Property Releases. Borrower shall cause Partial Releases to be consummated in accordance with the terms of Section 6.7 hereof and Section 6.7 of the Senior Loan Agreement such that (a) by the date which is six (6) calendar months after the Closing Date Borrower shall have paid Partial Release Prices to Senior Lender, and/or to Lender if the Senior Loan has been paid in full, in accordance with the terms hereof and of the Senior Loan Agreement in an aggregate amount equal to at least $45,000,000.00, (b) by the first anniversary of the Closing Date, Borrower shall have paid Partial Release Prices to Senior Lender, and/or to Lender if the Senior Loan has been paid in full, in accordance with the terms hereof and of the Senior Loan Agreement in an aggregate amount equal to at least $90,000,000.00, and (c) by the date which is eighteen (18) calendar months after the Closing Date Borrower shall have paid Partial Release Prices to Senior Lender, and/or to Lender if the Senior Loan has been paid in full,
Property Releases. (a) So long as no Event of Default is then continuing and all amounts then due and owing to Lender have been paid in full, Borrower may from time to time obtain the release of one or more of the Properties from the Liens of the Loan Documents in connection with a sale to an unaffiliated third-party in an arms’-length transaction or a Permitted Affiliate Sale, provided that (1) at the time of such release, Borrower shall prepay the Loan, in accordance with Section 2.1, in an amount equal to the applicable Release Price, which prepayment shall be accompanied by the other amounts specified in Section 2.1, including the applicable Prepayment Fee if such prepayment is made prior to the Par Prepayment Date, (2) DSCR for the Test Period most recently ended, recalculated to include only income and expense attributable to Borrower’s interest in the Properties remaining after the contemplated release and to exclude the interest expense and principal payments on the aggregate amount to be prepaid, shall be equal to or greater than DSCR immediately prior to such release (as reasonably determined by Lender) and (3) Borrower shall reimburse Lender for any actual reasonable out-of-pocket costs and expenses incurred by Lender in connection with this Section 2.2 (including the reasonable fees and expenses of legal counsel and the Servicer).
(b) Upon satisfaction of the requirements set forth in Sections 2.1 and 2.2, Lender will execute and deliver to Borrower such instruments, prepared by Borrower and approved by Lender, as shall be necessary to release the applicable Property or Properties from the Liens of the Loan Documents or to assign the applicable portion of such Liens to a third party to the extent necessary to avoid the incurrence of mortgage recording taxes.