Common use of Release Provisions Clause in Contracts

Release Provisions. 11.1 Upon entry of the Final Approval Order and Judgment and after the Final Effective Date, each and every Settlement Class Member (including the Named Plaintiffs) shall be deemed to and does hereby release and forever discharge all Settling Defendants and all Related Persons and Entities from any and all Released Claims. Each Settlement Class Member shall be barred and enjoined from initiating, asserting or prosecuting any of the Released Claims against any of the Settling Defendants or Related Persons and Entities. 11.2 Upon entry of the Final Approval Order and Judgment, and after the Final Effective Date, the Settling Defendants and Related Persons and Entities, and each of them, shall be deemed to and does hereby release and forever discharge all Named Plaintiffs, Settlement Class Members and Class Counsel from any claim arising from or related to the prosecution of the Action, including without limitation, any claim for malicious prosecution or abuse of process. The Settling Defendants and Related Persons and Entities, and each of them, shall be barred and enjoined from initiating, asserting or prosecuting any such claim. 11.3 With respect to any and all claims released herein, for good and valuable consideration, the Named Plaintiffs alone shall be deemed to have, and by operation of the Final Approval Order and Judgment contemplated by this Agreement shall have, fully, finally, and forever expressly waived and relinquished, to the fullest extent permitted by law, any and all provisions, rights and benefits of section 1542 of the Civil Code and any and all provisions, rights and benefits conferred by any law of any state or territory of the United States or principle of common law that is similar, comparable or equivalent to section 1542 of the Civil Code, which provides: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. 11.4 This waiver shall apply even if facts are later discovered that are different from or in addition to those which they now know or believe to be true with respect to the matters released herein. 11.5 This Agreement shall constitute a full and complete defense to, and may be used as a basis for, a permanent injunction against any such action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of this Agreement.

Release Provisions. 11.1 Upon entry a. By its acceptance of this Mortgage and the Note, the Mortgagee agrees that, so long as the Mortgagor shall not be in default beyond any applicable grace or cure period at the time of any requested release, of any of the Final Approval Order stipulations, agreements, conditions and Judgment covenants of the Note, this Mortgage or other instruments referred to herein or given in connection with this Mortgage, the Mortgagee shall, upon the request of the Mortgagor in accordance with the provisions of this Mortgage and after the Final Effective Datepayment or prepayment on account of the principal amount of the indebtedness represented by the Note of the applicable Release Payment hereinafter specified, release portions of the Mortgaged Property from the lien and encumbrance hereof upon and subject to the conditions, set forth herein. (i) Release of Lots or Units from the lien of this Mortgage. Mortgagor may elect, at any time prior to payment of the Note in full, by means of a written request delivered to Mortgagee (each and every Settlement Class Member (including such request being a “Release Request”), to request the Named Plaintiffs) shall be deemed to and does hereby release and forever discharge from the lien of this Mortgage of all Settling Defendants and all Related Persons and Entities from or any and all Released Claims. Each Settlement Class Member shall be barred and enjoined from initiating, asserting or prosecuting any portion of the Released Claims against any Mortgaged Property either in the form of particular lots or units specified by Mortgagor as shown on a subdivision plat approved by ▇▇▇ County or in the form of particular acreage tracts specified by Mortgagor as shown on the Approved Site Plan, upon payment to Mortgagee of the Settling Defendants required “Release Payment” (as determined in accordance with the procedure set forth below) for such lots/units or Related Persons and Entities. 11.2 acreage tracts which the Mortgagor desires to be released. Upon entry submission to Mortgagee of the Final Approval Order and Judgment, and after the Final Effective Date, the Settling Defendants and Related Persons and Entities, and each of them, shall be deemed to and does hereby release and forever discharge all Named Plaintiffs, Settlement Class Members and Class Counsel from any claim arising from or related to the prosecution of the Action, including without limitation, any claim for malicious prosecution or abuse of process. The Settling Defendants and Related Persons and Entities, and each of them, shall be barred and enjoined from initiating, asserting or prosecuting any such claim. 11.3 With respect to any Release Request and all claims released hereinthe applicable Release Payment, Mortgagee shall execute a partial release of mortgage, sufficient for good and valuable considerationrecording in the official records of ▇▇▇ County, the Named Plaintiffs alone shall be deemed to have, and by operation of the Final Approval Order and Judgment contemplated by this Agreement shall have, fully, finally, and forever expressly waived and relinquished, to the fullest extent permitted by law, any and all provisions, rights and benefits of section 1542 of the Civil Code and any and all provisions, rights and benefits conferred by any law of any state or territory of the United States or principle of common law that is similar, comparable or equivalent to section 1542 of the Civil CodeFlorida, which provides: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. 11.4 This waiver shall apply even if facts are later discovered that are different releases from or in addition to those which they now know or believe to be true with respect to the matters released herein. 11.5 This Agreement shall constitute a full and complete defense to, and may be used as a basis for, a permanent injunction against any such action, suit or other proceeding which may be instituted, prosecuted or attempted in breach lien of this AgreementMortgage the lots/units or acreage identified by Mortgagor in such Release Request.

Release Provisions. 11.1 Upon entry Lender will release the lien of the Final Approval Order and Judgment and after Deed of Trust on any Property provided the Final Effective Datefollowing conditions are satisfied: (a) Prior to such release, each and every Settlement Class Member Borrower provides Lender 30 days advance written notice of its request to have a certain Property released; (b) If applicable, at Lender's request, Borrower shall provide supplemental information that addresses what effect the requested release might have on the remaining Property, the operations thereon, or any uses thereof (including public utilities, public access roads and the Named Plaintiffsautomobile dealerships); (c) If applicable, at the time of such release, Borrower shall deliver to lender an endorsement to the Title Policy insuring Lender's first lien granted under the Deed of Trust, in form and substance satisfactory to Lender, assuring that Lender's first lien remains in full force and effect as to all Properties remaining subject to such Deed of Trust, subject only to the permitted encumbrances, and is in no way adversely affected by such release, and remains in the full Loan amount; (d) Prior to such release, Borrower shall provide evidence acceptable and satisfactory to Lender demonstrating that the requested release will not violate any local, state or other governmental plat act or other governmental regulatory restriction, or any covenant, condition, restriction, limitation, zoning or other requirement applicable to any other portion of the Property; (e) No Event of Default on the part of Borrower or Guarantor shall have occurred and be deemed continuing under the Loan; (f) Borrower pays a release amount equal to and does hereby release and forever discharge the then outstanding balance of all Settling Defendants Disbursements in respect of the applicable Construction Project, or the pro rata share of Disbursements if the Construction Project includes one or more Properties and all Related Persons and Entities from are not being released (the "Release Amount"); (g) Borrower will pay Lender's reasonable out of pocket expenses incurred in connection with any and all Released Claims. Each Settlement Class Member shall be barred and enjoined from initiating, asserting or prosecuting any of the Released Claims against any of the Settling Defendants or Related Persons and Entities. 11.2 Upon entry of the Final Approval Order and Judgment, and after the Final Effective Date, the Settling Defendants and Related Persons and Entities, and each of them, shall be deemed to and does hereby release and forever discharge all Named Plaintiffs, Settlement Class Members and Class Counsel from any claim arising from or related to the prosecution of the Actionsuch partial release, including without limitation, any claim for malicious prosecution or abuse of process. The Settling Defendants and Related Persons and Entities, and each of them, shall be barred and enjoined from initiating, asserting or prosecuting any such claim. 11.3 With respect to any and all claims released herein, for good and valuable consideration, the Named Plaintiffs alone shall be deemed to have, and by operation of the Final Approval Order and Judgment contemplated by this Agreement shall have, fully, finally, and forever expressly waived and relinquished, to the fullest extent permitted by law, any and all provisions, rights and benefits of section 1542 of the Civil Code and any and all provisions, rights and benefits conferred by any law of any state or territory of the United States or principle of common law that is similar, comparable or equivalent to section 1542 of the Civil Code, which provides: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. 11.4 This waiver shall apply even if facts are later discovered that are different from or in addition to those which they now know or believe to be true with respect to the matters released herein. 11.5 This Agreement shall constitute a full and complete defense but not limited to, escrow fees, legal fees and may be used as a basis forexpenses, a permanent injunction against any such actionappraisal fees, suit or other proceeding which may be instituted, prosecuted or attempted in breach of this Agreementrecording fees and endorsements to Lender's Title Policy.

Release Provisions. 11.1 Upon entry a. By its acceptance of this Mortgage and the Note, the Mortgagee agrees that, so long as the Mortgagor shall not be in default beyond any applicable grace or cure period at the time of any requested release, of any of the Final Approval Order stipulations, agreements, conditions and Judgment covenants of the Note, this Mortgage or other instruments referred to herein or given in connection with this Mortgage, the Mortgagee shall, upon the request of the Mortgagor in accordance with the provisions of this Mortgage and after the Final Effective Datepayment or prepayment on account of the principal amount of the indebtedness represented by the Note of the applicable Release Payment hereinafter specified, release portions of the Mortgaged Property from the lien and encumbrance hereof upon and subject to the conditions, set forth herein. (i) Release of Lots or Units from the lien of this Mortgage. Mortgagor may elect, at any time prior to payment of the Note in full, by means of a written request delivered to Mortgagee (each and every Settlement Class Member such request being a "Release Request"), to request the release from the lien of this Mortgage of all or any portion of the Mortgaged Property either in the form of particular lots or units specified by Mortgagor as shown on a subdivision plat approved by ▇▇▇ County or in the form of particular acreage tracts specified by Mortgagor as shown on the Approved Site Plan, upon payment to Mortgagee of the required "Release Payment" (including as determined in accordance with the Named Plaintiffsprocedure set forth below) for such lots/units or acreage tracts which the Mortgagor desires to be released. Upon submission to Mortgagee of any such Release Request and the applicable Release Payment, Mortgagee shall execute a partial release of mortgage, sufficient for recording in the official records of ▇▇▇ County, Florida, which releases from the lien of this Mortgage the lots/units or acreage identified by Mortgagor in such Release Request. The Release Payment for the lots/units or acreage requested to be released from the lien of this Mortgage pursuant to any particular Release Request shall be deemed determined as follows: (i) if the Release Request specifies lots/units to and does hereby release and forever discharge all Settling Defendants and all Related Persons and Entities from any and all Released Claims. Each Settlement Class Member be released, then the Release Payment applicable to such Release Request shall be barred and enjoined from initiatingcalculated by multiplying the Per Lot Release Price (hereinafter defined) by the number of lots or units requested to be released in the applicable Release Request, asserting or prosecuting (ii) if the Release Request specifies any of acreage tract to be released, then the Released Claims against any of the Settling Defendants or Related Persons and Entities. 11.2 Upon entry of the Final Approval Order and Judgment, and after the Final Effective Date, the Settling Defendants and Related Persons and Entities, and each of them, Release Payment applicable to such Release Request shall be deemed calculated by multiplying the Per Lot Release Price by the number of lots/units approved by the applicable governmental authority for development contained within the acreage tract to and does hereby release and forever discharge all Named Plaintiffs, Settlement Class Members and Class Counsel from any claim arising from or related to be released as shown on the prosecution of the Action, including without limitation, any claim for malicious prosecution or abuse of processApproved Site Plan. The Settling Defendants and Related Persons and Entities, and each of them, shall be barred and enjoined from initiating, asserting or prosecuting any such claim. 11.3 With respect to any and all claims released herein, for good and valuable consideration, the Named Plaintiffs alone shall be deemed to have, and by operation of the Final Approval Order and Judgment contemplated by this Agreement shall have, fully, finally, and forever expressly waived and relinquished, to the fullest extent permitted by law, any and all provisions, rights and benefits of section 1542 of the Civil Code and any and all provisions, rights and benefits conferred by any law of any state or territory of the United States or principle of common law that is similar, comparable or equivalent to section 1542 of the Civil Code, which provides: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR "Per Lot Release Price" [AT THE TIME OF EXECUTING THE RELEASECLOSING, AND THATAN ACTUAL NUMBER SHOULD BE INSERTED HEREIN.] shall be equal to (i) the sum of the aggregate cash Purchase Price due under the Purchase and Sale Agreement if all acres included in the Purchase and Sale Agreement were purchased at the Closing, IF KNOWN BY HIM OR HERdivided by (ii) the total number of approved lots shown on the Approved Site Plan for residential development, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTYmultiplied by (iii) 110%. Mortgagor shall be required, at the times specified in the Note, to make the required minimum annual principal payments due under the Note for every year of the term of the Note. All sums paid by Mortgagor in any given year for the release of lots/units and/or acreage, in accordance with any Release Request or otherwise, shall be credited towards the minimum annual principal payment due under the Note for such year (or if applicable, the following year or years until the credit is exhausted), thus thereby reducing the balance of the minimum annual principal payment due in such year by the amount so paid. In the event that Mortgagor does not make a Release Request in any given year or the Release Request(s) made by Mortgagor in any given year do not result in a payment to Mortgagee of the total amount of the minimum annual principal payment due for such year under the Note, then Mortgagor may specify to Mortgagee, at the time Mortgagor makes such year’s minimum annual principal payment or any balance thereof which is due, the lots/units and/or acreage tracts desired and identified by Mortgagor by reference to the Property Subdivision Plat to be released by Mortgagee from the lien of this Mortgage, the value of which lots or acreage tracts shall not exceed the minimum annual principal payment. Upon delivery of any such Release Request and payment by Mortgagor to Mortgagee of any minimum annual principal payment, Mortgagee shall deliver a partial release of mortgage, sufficient for recording in the official records of ▇▇▇ County, Florida, which releases from the lien of this Mortgage the lots or acreage so requested by Mortgagor to be released. If at any time during the term of the Note, Mortgagor makes any payments of principal thereunder but does not desire any particular release at the time of such payment, then Mortgagee shall acknowledge such payment by Mortgagor and at any time thereafter, Mortgagor shall be entitled to submit a Release Request to Mortgagee requesting release of lots or acreage with a value not in excess of the amount of Mortgagor’s credit balance under the Note, and upon submission of such Release Request to Mortgagee (and without the need for any Release Payment), Mortgagee shall deliver a partial release of mortgage, sufficient for recording in the official records of ▇▇▇ County, Florida, which releases from the lien of this Mortgage the lots or acreage identified by Mortgagor by reference to the Approved Site Plan requested by Mortgagor to be released. 11.4 This waiver shall apply even if facts are later discovered that are different from or in addition to those which they now know or believe (ii) Release of portions of the Mortgaged Property to be true used for Golf Courses and Infrastructure and Common Improvements from the lien of this Mortgage. Notwithstanding anything contained herein to the contrary, from time to time upon satisfaction of the Project Infrastructure Release Conditions (hereinafter defined), Mortgagor shall be entitled to obtain a release from the lien of this Mortgage, without the necessity of any payment being made under the Note, of any portion of the Mortgaged Property shown on the Approved Site Plan (as such plan may be amended from time to time in accordance with the provisions of the Purchase and Sale Agreement) to be designated for use as, or on which will be constructed, a golf course or golf courses, lakes, roads, utilities, rights-of-way, or other infrastructure improvements, common improvements or facilities (i.e., improvements or facilities which are for the common use and benefit of more than one lot or unit) for the benefit of and/or necessary or required for or by Mortgagor’s development, the public, any homeowner’s association or any community development district, all as contemplated by the Approved Site Plan (the golf courses and other infrastructure improvements and common facilities shall be hereinafter collectively referred to as the "Approved Common Infrastructure Improvements"). Should Mortgagor at any time desire to have released any portion of the Mortgaged Property for the purpose of using such portions of the Mortgaged Property for Approved Common Infrastructure Improvements, Mortgagor shall deliver a written request to Mortgagee (each and every such request being a "Project Infrastructure Release Request") wherein Mortgagor shall specify the acreage tracts to be released and the use for such acreage tracts, which request shall be accompanied by evidence, or state the date on which such evidence is estimated to be available, that all of the following conditions (" Project Infrastructure Release Conditions") have been satisfied by Mortgagor: (i) Mortgagor shall not be in default under this Mortgage beyond any applicable grace or cure period at the time of any requested release; (ii) Mortgagor has entered into a construction contract with an unaffiliated contractor for the construction of the particular improvements that qualify as Approved Common Infrastructure Improvements on the land requested by Mortgagor to be released, which construction contract shall only include the particular Approved Common Infrastructure Improvements to be constructed on the land to be released, and (iii) the land to be released shall only include the land necessary for construction of the Approved Common Infrastructure Improvements which are the subject of the construction contract, (iv) Mortgagor shall have obtained a surety payment and performance bond for the work subject to the construction contract in the amount of 100% of the construction contract price, (v) Mortgagor shall have obtained all development and/or building permits necessary for construction of the Approved Common Infrastructure Improvements which are the subject of the construction contract, (vi) at the time of such release, Mortgagor shall assign to Mortgagee as additional and collateral security Mortgagor's rights under the construction contract and the surety bonds (such collateral security agreements shall allow Mortgagor to exercise all rights thereunder as the owner) and (vii) in respect to any land to be released for a Golf Course to be constructed in accordance with the matters Approved Site Plan, then also, the Golf Course shall be made subject to a declaration of covenants, conditions and restrictions, that cannot be amended without the consent of Mortgagee that (a) restricts the use of the Golf Course land being released hereinto only a golf course and (b) provides for play on the golf course when it is completed by all owners of lots and/or units in the land remaining encumbered by this Mortgage and allows such owners to purchase memberships in the applicable golf club on the same basis as the owners of lots and/or units in the Mortgaged Property that has been released from the lien of this Mortgage. Upon the submission by Mortgagor to Mortgagee of any Project Infrastructure Release Request with evidence appropriate to show satisfaction of the above conditions, Mortgagee shall execute a partial release of mortgage, sufficient for recording in the official records of ▇▇▇ County, Florida, which releases from the lien of this Mortgage the portion of the Mortgaged Property which is the subject of the Project Infrastructure Release Request. 11.5 This Agreement shall constitute a full and complete defense tob. Notwithstanding any provision herein to the contrary, and may be used in the event that any release of property requested by Mortgagor would result in any of the Mortgaged Property remaining encumbered by the lien of this Mortgage being landlocked without access to publicly dedicated roads and/or utility systems, then as a basis forcondition to such release, a permanent injunction against any Mortgagor shall grant and/or Mortgagee shall retain, as appurtenant easements to such action, suit or other proceeding which may be instituted, prosecuted or attempted in breach remaining portions of the Mortgaged Property encumbered by the lien of this AgreementMortgage, easements in form and content reasonably necessary over the portion(s) of the Mortgaged Property which has been released from the lien of this Mortgage sufficient to allow Mortgagee access to public roads and/or utility systems. Such easements to the extent practical shall conform to the development of the Mortgaged Property contemplated by the Approved Site Plan.

Release Provisions. 11.1 Upon entry The Mortgagee and its assignees and subsequent holders of the Final Approval Order Note, shall deliver to Mortgagor partial releases of this Mortgage for portions of Property secured by this Mortgage upon payment of a release price equal to Fourteen Thousand Dollars ($14,000.00) per acre for each acre of area within each parcel which Mortgagee seeks a release for a release payment, provided (i) Mortgagor will not be entitled to a partial release if there is any default remaining uncured pursuant to the Note or Mortgage; (ii) Mortgagor shall first have submitted a survey designating the parcel to be released and Judgment its total square footage, and after also showing the Final Effective Date, each and every Settlement Class Member remainder of the Property or a copy of the recorded plat for any platted lot being released; (including the Named Plaintiffsiii) such release shall be deemed to and does hereby release and forever discharge all Settling Defendants and all Related Persons and Entities from any and all Released Claims. Each Settlement Class Member shall be barred and enjoined from initiating, asserting or prosecuting not cause any of the Released Claims against any remaining Property to become landlocked; (iv) the dimensions and layout of the Settling Defendants or Related Persons and Entities. 11.2 Upon entry of the Final Approval Order and Judgment, and after the Final Effective Date, the Settling Defendants and Related Persons and Entities, and each of them, parcel being released shall be deemed to and does hereby release and forever discharge all Named Plaintiffs, Settlement Class Members and Class Counsel from any claim arising from or related reasonably acceptable to the prosecution of the Action, including without limitation, any claim for malicious prosecution or abuse of process. The Settling Defendants and Related Persons and Entities, and each of them, shall be barred and enjoined from initiating, asserting or prosecuting any such claim. 11.3 With respect to any and all claims released herein, for good and valuable consideration, the Named Plaintiffs alone shall be deemed to have, and by operation of the Final Approval Order and Judgment contemplated by this Agreement shall have, fully, finally, and forever expressly waived and relinquished, to the fullest extent permitted by law, any and all provisions, rights and benefits of section 1542 of the Civil Code and any and all provisions, rights and benefits conferred by any law of any state or territory of the United States or principle of common law that is similar, comparable or equivalent to section 1542 of the Civil Code, which provides: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. 11.4 This waiver shall apply even if facts are later discovered that are different from or in addition to those which they now know or believe to be true Mortgagee with respect to the matters released herein. 11.5 This Agreement shall constitute there not being a full and complete defense todisproportionate amount of road frontage included, and may the release shall not render the size or configuration of the remainder of the Property to be used commercially unacceptable or otherwise adversely impacted; (v) any easements necessary to extend utility lines or facilities under or across the parcel to be released to serve the remainder of the Property shall be created and granted concurrently with the release; and (vi) the principal payment shall be applied against the Note in the reverse order of maturity. Each such payment of a release price shall be applied as a basis foran advance payment of principal of the Note. EXECUTED effective the 27 day of September, 2002. MORTGAGOR: CAPITOL DEVELOPMENT OF ARKANSAS, INC., an Arkansas corporation By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇ ------------------- Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇ Title: President MORTGAGE PAGE 10 OF 13 PAGES STATE OF FLORIDA COUNTY OF PALM BEACH ACKNOWLEDGMENT -------------- On this 27 day of September, 2002, before me, a permanent injunction against any Notary Public, duly commissioned, qualified and acting, within and for said County and State, appeared in person the within named ▇▇▇▇ ▇▇▇▇, being the person authorized by Capitol Development of Arkansas, Inc. to execute such actioninstrument, suit or other proceeding which may be institutedto me personally well known, prosecuted or attempted in breach who stated that he was the President of this AgreementCapitol Development of Arkansas, Inc., executed and delivered said foregoing instrument for the consideration, uses and purposes therein mentioned and set forth.