Release Conditions. It shall be a condition precedent to the Bank’s obligation to issue and deliver the Partial Release that all of the following conditions be satisfied as determined by the Bank in its sole discretion (collectively, the “Release Conditions”): (i) no Event of Default exists under this Agreement, the Note, the Mortgage or the Other Security Documents which remains uncured at the time the Release Notice (as hereinafter defined) is received by the Bank and at the time the Bank issues and delivers the Partial Release, (ii) Borrower delivers to the Bank a written request for the Partial Release (the “Release Notice”), (iii) the Bank delivers to the Borrower the Bank’s written consent to the Partial Release, which consent will not be unreasonably withheld, (iv) the Bank receives all third party reports as the Bank reasonably requires in connection with the Partial Release, including, without limitation, updated appraisals, title reports, surveys, and the like, each acceptable to the Bank in its sole discretion, (v) Borrower shall execute and deliver to the Bank all documents and instruments as the Bank or the Bank’s counsel in their judgment deems necessary to document the Partial Release, which shall be in form and substance satisfactory to the Bank, and (vi) Borrower pays all expenses incurred by the Bank in connection with the Partial Release, including, but not limited to, recording charges, title charges and reasonable attorneys’ fees. In addition to all of the above, it shall be a condition precedent to the Bank’s obligation to issue and deliver the Partial Release that the Bank shall be satisfied that in granting any Partial Release the balance of the Property shall continue to be subject to the lien of the Mortgage and will not be affected in any way which, in the sole judgment of the Bank or the Bank’s counsel, would adversely affect the security position of the Bank under the Mortgage.
Appears in 2 contracts
Sources: Revolving Line of Credit Loan Agreement (Griffin Land & Nurseries Inc), Revolving Line of Credit Loan Agreement (Griffin Land & Nurseries Inc)
Release Conditions. It Notwithstanding anything contained herein to the contrary, the location and configuration of the tract or tracts, requested to be released (herein called “Tract” or “Tracts”) shall be reasonably satisfactory to Bank and no Partial Release shall result in any remaining Tract being without access to a condition precedent public street (which may be via a private drive or private street providing perpetual means of access). Any and all Partial Releases shall be in accordance with the following procedures:
(a) Borrowers’ request for a Partial Release shall be given to Bank and accompanied by (i) the legal description of the Tract or Tracts to be released, together with a draft closing statement prepared for the proposed sale; (ii) information necessary to process the request for Partial Release, including whether the property to be released is Primary Collateral or Other Collateral and whether it is being sold to a Related Party; (iii) any appraisal reconciliation of value information as may be required by Bank’s obligation , together with a reimbursement of the cost of same, which cost shall not exceed $750.00; and (iv) the name and address of the title company, if any, to issue and deliver whose attention the Partial Release that all of the following conditions be satisfied as determined by the Bank in its sole discretion (collectively, the “Release Conditions”): (i) no Event of Default exists under this Agreement, the Note, the Mortgage or the Other Security Documents which remains uncured at the time the Release Notice Instrument (as hereinafter defined) should be directed, numbers that should be referenced (order number, loan number, etc.) and the date when such Partial Release is received by to be made. Borrowers shall also specify the name and address of the prospective purchaser and the intended use of the or Tract to be released and shall supply such other documents and information concerning such Partial Release as Bank may reasonably request.
(b) Within fifteen (15) days after receipt of such request, and at the time the Bank issues in accordance with and delivers the Partial Release, (ii) Borrower delivers pursuant to the terms and conditions of this Addendum 3 and the other applicable provisions of this Agreement, Bank a written request for the shall execute an instrument effecting such Partial Release (the “Partial Release NoticeInstrument”), (iii) the Bank delivers and deliver same to the Borrower the Bank’s written consent to the title company so specified; provided that all costs and expenses of Bank associated with such Partial Release, which consent will not be unreasonably withheld, Release (iv) the Bank receives all third party reports as the Bank reasonably requires in connection with the Partial Release, including, without limitation, updated appraisals, title reports, surveys, and the like, each acceptable to the Bank in its sole discretion, (v) Borrower shall execute and deliver to the Bank all documents and instruments as the Bank or the Bank’s counsel in their judgment deems necessary to document the Partial Release, which shall be in form and substance satisfactory to the Bank, and (vi) Borrower pays all expenses incurred by the Bank in connection with the Partial Release, including, but not limited to, recording charges, title charges and reasonable attorneys’ legal fees. In addition to all of the above, it ) shall be a condition precedent to paid by Borrowers. Borrowers shall also obtain all title insurance endorsements reasonably required by Bank in connection with such Partial Release.
(c) The execution and delivery of such Partial Release Instrument shall not affect any of Borrowers’ obligations under the Bank’s obligation to issue and deliver Loan Documents, except that the payment of the Partial Release that Price must be actually received by Bank. Regardless of the time such Partial Release is executed, delivered and recorded, the payment made by Borrowers to Bank in respect to such Partial Release shall be satisfied that credited against the Indebtedness in granting any accordance with the terms of this Agreement only upon receipt by Bank of the Partial Release Price. The Partial Release Instrument shall be delivered, in escrow, by Bank to the balance title company so designated, to be held, released, delivered and recorded in accordance with Bank’s escrow instructions, which shall require payment, in cash, of the Property shall continue Partial Release Price to be subject Bank prior to the lien delivery and recordation of the Mortgage and will not be affected in any way which, in the sole judgment of the Bank or the Bank’s counsel, would adversely affect the security position of the Bank under the MortgagePartial Release Instrument.
Appears in 1 contract
Release Conditions. It Notwithstanding anything contained herein to the contrary, the location and configuration of the tract or tracts, requested to be released (herein called “Tract” or “Tracts”) shall be reasonably satisfactory to Bank and no Partial Release shall result in any remaining Tract being without access to a condition precedent public street (which may be via a private drive or private street providing perpetual means of access). Any and all Partial Releases shall be in accordance with the following procedures:
(a) Borrowers’ request for a Partial Release shall be given to Bank and accompanied by (i) the legal description of the Tract or Tracts to be released, together with a draft closing statement prepared for the proposed sale; (ii) information necessary to process the request for Partial Release, including whether the property to be released is Primary Collateral or Other Collateral and whether it is being sold to a Related Party; (iii) any appraisal reconciliation of value information as may be required by Bank’s obligation , together with a reimbursement of the cost of same, which cost shall not exceed $750.00; and (iv) the name and address of the title company, if any, to issue and deliver whose attention the Partial Release that all of the following conditions be satisfied as determined by the Bank in its sole discretion (collectively, the “Release Conditions”): (i) no Event of Default exists under this Agreement, the Note, the Mortgage or the Other Security Documents which remains uncured at the time the Release Notice Instrument (as hereinafter defined) should be directed, numbers that should be referenced (order number, loan number, etc.) and the date when such Partial Release is received by to be made. Borrowers shall also specify the name and address of the prospective purchaser and the intended use of the or Tract to be released and shall supply such other documents and information concerning such Partial Release as Bank may reasonably request. Addendum 3, Page 2 017104 000349 15171164.4
(b) Within fifteen (15) days after receipt of such request, and at the time the Bank issues in accordance with and delivers the Partial Release, (ii) Borrower delivers pursuant to the terms and conditions of this Addendum 3 and the other applicable provisions of this Agreement, Bank a written request for the shall execute an instrument effecting such Partial Release (the “Partial Release NoticeInstrument”), (iii) the Bank delivers and deliver same to the Borrower the Bank’s written consent to the title company so specified; provided that all costs and expenses of Bank associated with such Partial Release, which consent will not be unreasonably withheld, Release (iv) the Bank receives all third party reports as the Bank reasonably requires in connection with the Partial Release, including, without limitation, updated appraisals, title reports, surveys, and the like, each acceptable to the Bank in its sole discretion, (v) Borrower shall execute and deliver to the Bank all documents and instruments as the Bank or the Bank’s counsel in their judgment deems necessary to document the Partial Release, which shall be in form and substance satisfactory to the Bank, and (vi) Borrower pays all expenses incurred by the Bank in connection with the Partial Release, including, but not limited to, recording charges, title charges and reasonable attorneys’ legal fees. In addition to all of the above, it ) shall be a condition precedent to paid by Borrowers. Borrowers shall also obtain all title insurance endorsements reasonably required by Bank in connection with such Partial Release.
(c) The execution and delivery of such Partial Release Instrument shall not affect any of Borrowers’ obligations under the Bank’s obligation to issue and deliver Loan Documents, except that the payment of the Partial Release that Price must be actually received by Bank. Regardless of the time such Partial Release is executed, delivered and recorded, the payment made by Borrowers to Bank in respect to such Partial Release shall be satisfied that credited against the Indebtedness in granting any accordance with the terms of this Agreement only upon receipt by Bank of the Partial Release Price. The Partial Release Instrument shall be delivered, in escrow, by Bank to the balance title company so designated, to be held, released, delivered and recorded in accordance with Bank’s escrow instructions, which shall require payment, in cash, of the Property Partial Release Price to Bank prior to delivery and recordation of the Partial Release Instrument.
(d) The requested partial release shall continue not result in (i) the principal amount of of the Loan outsanding exceeding the Maximum Loan Amount, (ii) the principal amount of the Loan outstanding under each of the Revolving Loan Tranche and the Term Loan Tranche exceeding the Maximum Loan Amount with respect to be subject such tranche as set forth in the definition of Maximum Loan Amount or (iii) the principal amount of the Loan outstanding under the Letter of Credit Tranche plus the Letter of Credit Liabilities exceeding the Maximum Loan Amount with respect to the lien Letter of the Mortgage and will not be affected in any way which, Credit Tranche as set forth in the sole judgment definition of the Bank or the Bank’s counselMaximum Loan Amount. Addendum 3, would adversely affect the security position of the Bank under the Mortgage.Page 3 017104 000349 15171164.4
SECTION 1. THE LOAN
Appears in 1 contract
Release Conditions. It Notwithstanding anything contained herein to the contrary, the location and configuration of the tract or tracts, requested to be released (herein called “Tract” or “Tracts”) shall be reasonably satisfactory to Bank and no Partial Release shall result in any remaining Tract being without access to a condition precedent public street (which may be via a private drive or private street providing perpetual means of access). Any and all Partial Releases shall be in accordance with the following procedures:
(a) Borrowers' request for a Partial Release shall be given to Bank and accompanied by (i) the legal description of the Tract or Tracts to be released, together with a draft closing statement prepared for the proposed sale; (ii) information necessary to process the request for Partial Release, including whether the property to be released is Primary Collateral or Other Collateral and whether it is being sold to a Related Party; (iii) any appraisal reconciliation of value information as may be required by Bank’s obligation , together with a reimbursement of the cost of same, which cost shall not exceed $750.00; and (iv) the name and address of the title company, if any, to issue and deliver whose attention the Partial Release that all of the following conditions be satisfied as determined by the Bank in its sole discretion (collectively, the “Release Conditions”): (i) no Event of Default exists under this Agreement, the Note, the Mortgage or the Other Security Documents which remains uncured at the time the Release Notice Instrument (as hereinafter defined) should be directed, numbers that should be referenced (order number, loan number, etc.) and the date when such Partial Release is received by to be made. Borrowers shall also specify the name and address of the prospective purchaser and the intended use of the or Tract to be released and shall supply such other documents and information concerning such Partial Release as Bank may reasonably request.
(b) Within five (5) days after receipt of such request, and at the time the Bank issues in accordance with and delivers the Partial Release, (ii) Borrower delivers pursuant to the terms and conditions of this Addendum 3 and the other applicable provisions of this Agreement, Bank a written request for the shall execute an instrument effecting such Partial Release (the “Partial Release NoticeInstrument”), (iii) the Bank delivers and deliver same to the Borrower the Bank’s written consent to the title company so specified; provided that all costs and expenses of Bank associated with such Partial Release, which consent will not be unreasonably withheld, Release (iv) the Bank receives all third party reports as the Bank reasonably requires in connection with the Partial Release, including, without limitation, updated appraisals, title reports, surveys, and the like, each acceptable to the Bank in its sole discretion, (v) Borrower shall execute and deliver to the Bank all documents and instruments as the Bank or the Bank’s counsel in their judgment deems necessary to document the Partial Release, which shall be in form and substance satisfactory to the Bank, and (vi) Borrower pays all expenses incurred by the Bank in connection with the Partial Release, including, but not limited to, recording charges, title charges and reasonable attorneys’ legal fees. In addition to all of the above, it ) shall be a condition precedent to paid by Borrowers. Borrowers shall also obtain all title insurance endorsements reasonably required by Bank in connection with such Partial Release.
(c) The execution and delivery of such Partial Release Instrument shall not affect any of Borrowers' obligations under the Bank’s obligation to issue and deliver Loan Documents, except that the payment of the Partial Release that Price must be actually received by Bank. Regardless of the time such Partial Release is executed, delivered and recorded, the payment made by Borrowers to Bank in respect to such Partial Release shall be satisfied that credited against the Indebtedness in granting any accordance with the terms of this Agreement only upon receipt by Bank of the Partial Release Price. The Partial Release Instrument shall be delivered, in escrow, by Bank to the balance title company so designated, to be held, released, delivered and recorded in accordance with Bank’s escrow instructions, which shall require payment, in cash, of the Property shall continue Partial Release Price to Bank prior to delivery and recordation of the Partial Release Instrument. Inputs Report for month ending: Tract Description1 Release Price Requirements2 Quantity Rel. Pty Ref # Land Use Projected Gross Area Appraised Value 4 Min. Net Proceeds Req'd Released Release Price Achieved Net Proceeds % of Date Transaction? Type Unit Density (Acres) Unit Price 3 Extended Amount 2 (50% for rel. pty.; 85% all others) (Gross Acres) Unit Price Extended Amount at Closing Value Released (Yes/No) BCN1 Retail - Sm 14,000 SF 2.6683 $ 87,600 $ 233,700 85% $ 199,000 0.0000 $ - $ - $ - 0.0% BCN1 Single Family 1 lot 1.3836 $ 13,600 $ 18,800 85% $ 16,000 0.0000 $ - $ - $ - 0.0% ▇▇▇▇▇, ▇▇▇▇. E Ind. Living 1 ea 27.8000 $ 81,800 $ 2,274,000 85% $ 1,933,000 0.0000 $ - $ - $ - 0.0% ▇▇▇▇▇, ▇▇▇▇. E Retail - Sm 27,800 SF 4.0360 $ 86,000 $ 347,100 85% $ 295,000 0.0000 $ - $ - $ - 0.0% ▇▇▇▇▇, ▇▇▇▇. ABC Ind. Living 1 ea 10.2000 $ 81,800 $ 834,400 85% $ 709,000 0.0000 $ - $ - $ - 0.0% ▇▇▇▇▇, ▇▇▇▇. ABC 4 Single Family 47 lots 120.2450 $ 72,772 $ 3,420,300 85% $ 2,907,000 18.0000 $ 196,120 $ 3,530,200 $ 3,165,571 92.6% Note 5 No Pod #9, Sect. ABC Single Family 1 lot 82.8600 $ - $ - 85% $ - 82.8600 $ 21,120 $ 1,750,000 $ 1,647,804 #DIV/0! 29-Sep-04 No BCN17, Sect. E Retail - Sm 27,800 SF 4.0960 $ 87,600 $ 358,800 85% $ 305,000 0.0000 $ - $ - $ - 0.0% ▇▇▇▇, ▇▇▇▇. ▇ - ▇▇▇▇▇▇ ▇▇▇▇▇ Single Family 53 lots 70.0000 $ 13,600 $ 952,000 85% $ 809,000 0.0000 $ - $ - $ - 0.0% BCS1, Sect. H Single Family 74 lots 124.9190 $ 13,600 $ 1,698,900 BCS2, Sect. I Single Family 125 lots 288.2000 $ 13,600 $ 3,919,500 85% $ 3,332,000 0.0000 $ - $ - $ - 0.0% BCS2, Sect. I Single Family 40 lots 79.4240 $ 13,600 $ 1,080,200 85% $ 918,000 0.0000 $ - $ - $ - 0.0% BCS4, Sect. K Single Family 54 lots 113.7450 $ 13,600 $ 1,546,900 85% $ 1,315,000 0.0000 $ - $ - $ - 0.0% BCS5, Sect. L Single Family 222 lots 164.1300 $ 13,600 $ 2,232,200 85% $ 1,897,000 0.0000 $ - $ - $ - 0.0% BCS7, Sect. N Retail - Lg 1,500,000 SF 317.3350 $ 12,900 $ 4,093,600 85% $ 3,480,000 0.0000 $ - $ - $ - 0.0% BCS7, Sect. N Multi-Family 1,860 units 300.0000 $ 28,300 $ 8,490,000 85% $ 7,217,000 0.0000 $ - $ - $ - 0.0% BCS8, Sect. O Single Family 237 lots 217.2250 $ 13,600 $ 2,954,300 85% $ 2,511,000 0.0000 $ - $ - $ - 0.0% ▇▇▇▇▇ & ▇▇▇▇▇▇ ▇▇▇▇ Outparcels Outparcels 3 ea 30.7850 $ 58,900 $ 1,813,200 85% $ 1,541,000 0.0000 $ - $ - $ - 0.0% BCS, N/A Roadways N/A 6.4400 $ - $ - 85% $ - 0.0000 $ - $ - $ - N/A Less Releases: (82.8600) Less improvemts BCN14-Wimb Ph 2: (1,785,000)
1. Source:p. 71, December 31, 2004 appraisal by Dugger, Canaday, ▇▇▇▇▇, Inc. ($34.5M value)
2. Dollar amount rounded to the nearest $500. Summary by Land Use Type
3. Source:Summary Land Use Table on this sheet & Separate Release Price Derivation Worksheet. Land Use Type Gross Area (Acres) Value/Acre2
4. BCN14, Sect ABC, ▇▇▇▇▇▇▇▇ Phase 2 appraised value is $13,600/acre plus $1,785,000 for improvements. Multi-Family 300.0000 28,300
5. Lots sold as follows: Independent Living 38.0000 81,800 December-04 6 Retail - Sm 10.8003 87,600 February-05 1 Retail - Lg 317.3350 12,900 April-05 5 Single Family 1,179.2716 13,600 July-05 3 Outparcels 30.7850 58,900 August-05 1 Roadways 6.440 - 18 Total/Average1: 1,882.6319 $ 18,300 1 Average Value/Acre includes Open/Other acreage. None. Unimproved Land $ 57,800,000 45% $ 26,010,000 Discounted Value of MUD Receivables $ 21,119,000 45% $ 9,503,550 Discounted Value of Credit Bank Receivables $ 6,521,000 45% $ 2,934,450 Land Under Development $ - 75% $ - Finished Lots $ 18,066,000 75% $ 13,549,500 Circle C $ 12,800,000 Jan of 2005 463.84 Planned XX lot development. ▇▇▇▇▇▇ Creek $ 32,600,000 Jan of 2005 1,851.85 Planned XX lot development. Lantana $ 12,400,000 Jan of 2005 315.50 Planned XX lot development. Subtotal $ 57,800,000 2,631.19 MUD & Credit Bank A/R: $ 27,640,000 Jan of 2005 N/A Discounted at 6% over 6 years. Land Under Development: $ - N/A N/A N/A Mirador $ 3,776,000 Jan of 2005 13 A 29 lot development. Absorption = x Calera Court $ 784,000 Jan of 2005 9 A 17 lot development. Absorption = x Escala $ 1,878,000 Jan of 2005 6 A 54 lot development. Absorption = x ▇▇▇▇▇▇▇▇ Phase II $ 3,138,000 Jan of 2005 31 A 31 lot development. Absorption = x Calera Drive $ 8,490,000 Jan of 2005 53 A 53 lot development. Absorption = x Subtotal $ 18,066,000 112
1. That certain Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 3 and FM Properties Operating Co., executed to be subject effective as of November 30, 1995, as amended by that certain First Amendment to Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 3 and FM Properties Operating Co., executed to be effective as of August 16, 1999.
2. That certain Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 4 and FM Properties Operating Co., executed to be effective as of November 20, 1995, as amended by that certain First Amendment to Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 4 and FM Properties Operating Co., executed to be effective as of August 16, 1999.
3. That certain Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 5 and FM Properties Operating Co., executed to be effective as of November 27, 1995, as amended by that certain First Amendment to Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 5and FM Properties Operating Co., executed to be effective as of August 19, 1999.
4. That certain Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 6 and FM Properties Operating Co., executed to be effective as of November 28, 1995, as amended by that certain First Amendment to Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 6 and FM Properties Operating Co., executed to be effective as of August 17, 1999.
5. That certain Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 7 and FM Properties Operating Co., executed to be effective as of November 30, 1995, as amended by that certain First Amendment to Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 7 and FM Properties Operating Co., executed to be effective as of August 25, 1999.
6. That certain Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 8 and FM Properties Operating Co., executed to be effective as of November 28, 1995, as amended by that certain First Amendment to Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 8 and FM Properties Operating Co., executed to be effective as of August 31, 1999.
7. That certain Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 9 and FM Properties Operating Co., executed to be effective as of November 29, 1995, as amended by that certain First Amendment to Utility Construction Agreement Between ▇▇▇▇▇▇ County Municipal Utility District No. 9 and FM Properties Operating Co., executed to be effective as of August 25, 1999. The undersigned hereby requests COMERICA BANK ("Bank") to make an Advance under the Loan to the lien of the Mortgage and will not be affected in any way whichundersigned on _________________, in the sole judgment amount of ________________________ Dollars ($_________) under the Loan Agreement dated as of September 30, 2005, by and between the undersigned and Bank (the "Credit Agreement"). The undersigned represent, warrant and certify that no Default or Event of Default has occurred and is continuing under the Loan Agreement, and none will exist upon the making of the Bank or Advance requested hereunder. The undersigned further certify that upon making the Bank’s counsel, would adversely affect Advance in the security position amount of the Bank sum requested hereunder, the aggregate principal amount outstanding under the MortgageNote will not exceed the Maximum Loan Amount. The undersigned hereby authorize Bank to disburse the proceeds of the Advance being requested by this Request for Advance by crediting the Special Account of the undersigned with Bank separately designated by the undersigned or as the undersigned and Bank may otherwise agree. Capitalized terms used but not otherwise defined herein shall have the respective meanings given to them in the Loan Agreement. Dated this ___ day of ______________, __________. STRATUS PROPERTIES INC., a Delaware corporation By: ▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President STRATUS PROPERTIES OPERATING CO., L.P., a Delaware limited partnership By: STRS L.L.C., a Delaware limited liability company, General Partner By: Stratus Properties Inc., a Delaware corporation, its General Partner By: ▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President CIRCLE C LAND, L.P., a Texas limited partnership By: Circle C GP, L.L.C., a Delaware limited liability company, General Partner By Stratus Properties Inc., a Delaware corporation, Sole Member By: ▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President AUSTIN 290 PROPERTIES, INC., a Texas corporation By: ▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President CALERA COURT, L.P. a Texas limited partnership By: Calera Court Management, L.L.C., a Texas limited liability company, its general partner By: Stratus Properties Operating Co., L.P., a Delaware limited partnership, its Manager By: STRS L.L.C., a Delaware limited liability company, its general partner By: Stratus Properties Inc., a Delaware corporation, its Manager By: ▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President This Compliance Certificate is executed and delivered to Comerica Bank ("Bank") by Stratus Properties Inc., Stratus Properties Operating Co, L.P., Circle C Land, L.P., and Austin 290 Properties, Inc. ("Borrower"), this _____ day of ______________, _____. All capitalized terms used but not defined herein, shall have the meanings given to such terms in that certain Loan Agreement, dated as of September 30, 2005, between Bank and Borrower (as renewed, extended, modified and restated from time to time, the "Loan Agreement"). The undersigned hereby certifies to Bank as follows:
(1) The undersigned are authorized to make and deliver this Certificate.
(2) The undersigned have reviewed the provisions of the Loan Agreement and confirms that, as of the date hereof:
Appears in 1 contract
Release Conditions. It shall be a condition precedent to the Bank’s obligation to issue and deliver the Partial Release that all of the following conditions be satisfied as determined by the Bank in its sole discretion (collectively, the “Release Conditions”): (i) no Event of Default exists under this Agreement, the Note, the Mortgage Mortgages or the Other Security Documents which remains uncured at the time the Release Notice (as hereinafter defined) is received by the Bank and at the time the Bank issues and delivers the Partial Release, (ii) Borrower delivers to the Bank a written request for the Partial Release (the “Release Notice”), (iii) the Bank delivers to the Borrower the Bank’s written consent to the Partial Release, which consent will not be unreasonably withheld, (iv) the Bank receives all third party reports as the Bank reasonably requires in connection with the Partial Release, including, without limitation, updated appraisals, title reports, surveys, and the like, each acceptable to the Bank in its sole discretion, (v) Borrower shall execute and deliver to the Bank all documents and instruments as the Bank or the Bank’s counsel in their judgment deems necessary to document the Partial Release, which shall be in form and substance satisfactory to the Bank, and (vi) Borrower pays all expenses incurred by the Bank in connection with the Partial Release, including, but not limited to, recording charges, title charges and reasonable attorneys’ fees. In addition to all of the above, it shall be a condition precedent to the Bank’s obligation to issue and deliver the Partial Release that the Bank shall be satisfied that in granting any Partial Release the balance of the Property shall continue to be subject to the lien of the Mortgage Mortgages and will not be affected in any way which, in the sole judgment of the Bank or the Bank’s counsel, would adversely affect the security position of the Bank under the MortgageMortgages.
Appears in 1 contract
Sources: Revolving Line of Credit Loan Agreement (Griffin Land & Nurseries Inc)
Release Conditions. It Notwithstanding anything contained herein to the contrary, the location and configuration of the tract or tracts, requested to be released (herein called “Tract” or “Tracts”) shall be reasonably satisfactory to Bank and no Partial Release shall result in any remaining Tract being without access to a condition precedent public street (which may be via a private drive or private street providing perpetual means of access). Any and all Partial Releases shall be in accordance with the following procedures:
(a) Borrowers’ request for a Partial Release shall be given to Bank and accompanied by (i) the legal description of the Tract or Tracts to be released, together with a draft closing statement prepared for the proposed sale; (ii) information necessary to process the request for Partial Release, including whether the property to be released is Primary Collateral or Other Collateral and whether it is being sold to a Related Party; (iii) any appraisal reconciliation of value information as may be required by Bank’s obligation , together with a reimbursement of the cost of same, which cost shall not exceed $750.00; and (iv) the name and address of the title company, if any, to issue and deliver whose attention the Partial Release that all of the following conditions be satisfied as determined by the Bank in its sole discretion (collectively, the “Release Conditions”): (i) no Event of Default exists under this Agreement, the Note, the Mortgage or the Other Security Documents which remains uncured at the time the Release Notice Instrument (as hereinafter defined) should be directed, numbers that should be referenced (order number, loan number, etc.) and the date when such Partial Release is received by to be made. Borrowers shall also specify the name and address of the prospective purchaser and the intended use of the or Tract to be released and shall Addendum 3, Page2 supply such other documents and information concerning such Partial Release as Bank may reasonably request.
(b) Within five (5) days after receipt of such request, and at the time the Bank issues in accordance with and delivers the Partial Release, (ii) Borrower delivers pursuant to the terms and conditions of this Addendum 3 and the other applicable provisions of this Agreement, Bank a written request for the shall execute an instrument effecting such Partial Release (the “Partial Release NoticeInstrument”), (iii) the Bank delivers and deliver same to the Borrower the Bank’s written consent to the title company so specified; provided that all costs and expenses of Bank associated with such Partial Release, which consent will not be unreasonably withheld, Release (iv) the Bank receives all third party reports as the Bank reasonably requires in connection with the Partial Release, including, without limitation, updated appraisals, title reports, surveys, and the like, each acceptable to the Bank in its sole discretion, (v) Borrower shall execute and deliver to the Bank all documents and instruments as the Bank or the Bank’s counsel in their judgment deems necessary to document the Partial Release, which shall be in form and substance satisfactory to the Bank, and (vi) Borrower pays all expenses incurred by the Bank in connection with the Partial Release, including, but not limited to, recording charges, title charges and reasonable attorneys’ legal fees. In addition to all of the above, it ) shall be a condition precedent to paid by Borrowers. Borrowers shall also obtain all title insurance endorsements reasonably required by Bank in connection with such Partial Release.
(c) The execution and delivery of such Partial Release Instrument shall not affect any of Borrowers’ obligations under the Bank’s obligation to issue and deliver Loan Documents, except that the payment of the Partial Release that Price must be actually received by Bank. Regardless of the time such Partial Release is executed, delivered and recorded, the payment made by Borrowers to Bank in respect to such Partial Release shall be satisfied that credited against the Indebtedness in granting any accordance with the terms of this Agreement only upon receipt by Bank of the Partial Release Price. The Partial Release Instrument shall be delivered, in escrow, by Bank to the balance title company so designated, to be held, released, delivered and recorded in accordance with Bank’s escrow instructions, which shall require payment, in cash, of the Property shall continue Partial Release Price to be subject Bank prior to the lien delivery and recordation of the Mortgage and will not be affected in any way which, in the sole judgment of the Bank or the Bank’s counsel, would adversely affect the security position of the Bank under the MortgagePartial Release Instrument.
Appears in 1 contract