Common use of Collateral substitution Clause in Contracts

Collateral substitution. Borrower shall have the right from time to time to obtain the release of a Parcel or group of Parcels within a single office or office/industrial park (a "group") and to substitute the same for a new parcel or group of parcels not then subject to the lien of the Mortgage ("New Property"), the value of which New Property must be equal to or greater than 110% of the initial value (as determined by Lender in Lender's sole discretion acting in good faith and which determination may, at Lender's sole discretion, be based on an MAI appraisal) of the Parcel(s) to be replaced subject to the following: (i) Borrower is not in default under the Loan or an event has not occurred which with the giving of notice or passage of time would constitute a default, (ii) with respect to the Property and the Other Properties combined, substitution is limited to no more than one transaction involving a Parcel or group of Parcels per year, and to no more than five (5) transactions involving a Parcel or group of Parcels and in no event more than ten (10) Parcels over the term of the Loan, (iii) the Parcel(s) to be replaced shall be limited to the original Parcel(s) encumbered by this Mortgage and the Other Mortgages, respectively, (iv) the New Property is acceptable to Lender in its sole discretion acting in good faith and (v) Borrower and any other Liable Parties have complied with each of the provisions of the Loan Documents and Indemnity Agreement. Lender shall have the right to charge a processing fee for the substitution of each New Property, which processing fee shall be $20,000 per transaction. Borrower shall also pay to Lender all costs and expenses incurred by Lender in connection with any request for the collateral substitution or in connection with any appraisal required by Lender pursuant to this subsection 10.03(c), including, without limitation, reasonable attorneys' fees and costs, recording costs and title insurance premiums. In addition, the Property, including the New Property, shall be required to: (1) provide sufficient cash flow such that the ratio of the annual cash flow from the Property (following the substitution of the New Property) to the annual debt service for the Loan is at least 1.40:1, and (2) support a loan to value ratio based on the value of the Property less the value of the Parcel(s) to be replaced and including the value of the New Property being substituted (which will be determined by Lender at the time of the collateral substitution in Lender's sole discretion acting in good faith and which may, at Lender's sole discretion, be based on an MAI appraisal) which is not greater than the ratio resulting from dividing the outstanding principal balance of the Loan at the time of transfer by the agreed value of the Property as of the Acceptance Date as shown on Exhibit "B" to the Application, minus three percent (3%). Borrower acknowledges and agrees that Lender's right to accept or reject any New Property shall be exercisable in Lender's sole discretion acting in good faith. Without limiting the basis for Lender's rejection in good faith of a proposed collateral substitution, Lender shall be deemed to have exercised its sole discretion

Collateral substitution. Borrower shall have the right from time to time to obtain the release of a Parcel or group of Parcels within a single office or office/industrial park (a "“group"”) and to substitute the same for said Parcel or group a new parcel or group of parcels not then subject to the lien of the Mortgage ("“New Property"”), the value of which New Property must be equal to or greater than 110100% of the initial value (as determined by Lender in Lender's ’s sole discretion acting in good faith and which determination may, at Lender's ’s sole discretion, be based on an MAI appraisal) of the Parcel(s) to be replaced replaced, subject to the following: (i) Borrower is not in default under the Loan or an event has not occurred which with the giving of notice or passage of time would constitute a default, (ii) with respect to the Property and the Other Properties combined, substitution is limited to no more than one transaction involving a Parcel or group of Parcels per year, and to no more than five two (52) transactions involving a Parcel or group of Parcels and in no event more than ten six (106) Parcels over the term of the Loan, (iii) the Parcel(s) to be replaced shall be limited to the original Parcel(s) encumbered by this Mortgage and the Other Mortgages, respectively, (iv) the New Property is acceptable to Lender in its sole discretion acting in good faith and (v) Borrower and any other Liable Parties have complied with each of the provisions of the Loan Documents and Indemnity Agreement. Lender shall have the right to charge a processing fee for the substitution of each New Property, which processing fee shall be $20,000 per transaction. Borrower shall also pay to Lender all costs and expenses incurred by Lender in connection with any request for the collateral substitution or in connection with any appraisal required by Lender pursuant to this subsection 10.03(c), including, without limitation, reasonable attorneys' ’ fees and costs, recording costs and title insurance premiums. In addition, the Property, including the New PropertyProperty and the Other Properties, shall be required to: (1) provide sufficient cash flow such that the ratio of the annual cash flow from the Property (following the substitution of the New Property) and the Other Properties to the annual debt service for the Loan is at least 1.40:1, and (2) support a loan to value ratio based on the value of the Property and the Other Properties less the value of the Parcel(s) to be replaced and including the value of the New Property being substituted (which will be determined by Lender at the time of the collateral substitution in Lender's ’s sole discretion acting in good faith and which may, at Lender's ’s sole discretion, be based on an MAI appraisal) ), which is not greater than the 75%. The maximum ratio resulting from shall be calculated by dividing the outstanding aggregate principal balance of the Loan Loan, at the time of transfer substitution, by the combined agreed value of the Property and the Other Properties as of the Acceptance Date as shown on Exhibit "B" to the Application, minus three percent (3%)date of substitution. Borrower acknowledges and agrees that Lender's ’s right to accept or reject any New Property shall be exercisable in Lender's ’s sole discretion acting in good faith. Without limiting the basis for Lender's ’s rejection in good faith of a proposed collateral substitution, Lender shall be deemed to have exercised its sole discretiondiscretion in good faith if it rejects a proposed collateral substitution based on any of the following criteria: value, environmental condition, market, location, product type, governmental restrictions, or condition of improvements or the rent rolls, tenants, and terms of the leases of tenants remaining after the substitution of the New Property. Borrower further acknowledges and agrees that Lender’s right is a material inducement to Lender’s agreeing to this collateral substitution provision, and but for Borrower’s agreement that Lender may accept or reject any New Property Lender would not agree to provide this collateral substitution provision.

Collateral substitution. Borrower shall have the right from time to time to obtain the release of a Parcel or group of Parcels within a single office or office/industrial park (a "“group"”) and to substitute the same for said Parcel or group a new parcel or group of parcels not then subject to the lien of the Mortgage ("“New Property"”), the value of which New Property must be equal to or greater than 110100% of the initial value (as determined by Lender in Lender's ’s sole discretion acting in good faith and which determination may, at Lender's ’s sole discretion, be based on an MAI appraisal) of the Parcel(s) to be replaced replaced, subject to the following: (i) Borrower is not in default under the Loan or an event has not occurred which with the giving of notice or passage of time would constitute a default, (ii) with respect to the Property and the Other Properties combined, substitution is limited to no more than one transaction involving a Parcel or group of Parcels per year, and to no more than five two (52) transactions involving a Parcel or group of Parcels and in no event more than ten six (106) Parcels over the term of the Loan, (iii) the Parcel(s) to be replaced shall be limited to the original Parcel(s) encumbered by this Mortgage and the Other Mortgages, respectively, (iv) the New Property is acceptable to Lender in its sole discretion acting in good faith and (v) Borrower and any other Liable Parties have complied with each of the provisions of the Loan Documents and Indemnity Agreement. Lender shall have the right to charge a processing fee for the substitution of each New Property, which processing fee shall be $20,000 per transaction. Borrower shall also pay to Lender all costs and expenses incurred by Lender in connection with any request for the collateral substitution or in connection with any appraisal required by Lender pursuant to this subsection 10.03(c), including, without limitation, reasonable attorneys' ’ fees and costs, recording costs and title insurance premiums. In addition, the Property, including the New PropertyProperty and the Other Properties, shall be required to: (1) provide sufficient cash flow such that the ratio of the annual cash flow from the Property (following the substitution of the New Property) and the Other Properties to the annual debt service for the Loan is at least 1.40:1, and (2) support a loan to value ratio based on the value of the Property and the Other Properties less the value of the Parcel(s) to be replaced and including the value of the New Property being substituted (which will be determined by Lender at the time of the collateral substitution in Lender's ’s sole discretion acting in good faith and which may, at Lender's ’s sole discretion, be based on an MAI appraisal) ), which is not greater than the 75%. The maximum ratio resulting from shall be calculated by dividing the outstanding aggregate principal balance of the Loan Loan, at the time of transfer substitution, by the combined agreed value of the Property and the Other Properties as of the Acceptance Date as shown on Exhibit "B" to date of the Application, minus three percent (3%)substitution. Borrower acknowledges and agrees that Lender's ’s right to accept or reject any New Property shall be exercisable in Lender's ’s sole discretion acting in good faith. Without limiting the basis for Lender's ’s rejection in good faith of a proposed collateral substitution, Lender shall be deemed to have exercised its sole discretiondiscretion in good faith if it rejects a proposed collateral substitution based on any of the following criteria: value, environmental condition, market, location, product type, governmental restrictions, or condition of improvements or the rent rolls, tenants, and terms of the leases of tenants remaining after the substitution of the New Property. Borrower further acknowledges and agrees that Lender’s right is a material inducement to Lender’s agreeing to this collateral substitution provision, and but for Borrower’s agreement that Lender may accept or reject any New Property Lender would not agree to provide this collateral substitution provision.

Collateral substitution. Borrower shall have the right from time to time to obtain the release of a Parcel or group of Parcels within a single office or office/industrial park (a "“group"”) and to substitute the same for said Parcel or group a new parcel or group of parcels not then subject to the lien of the Mortgage ("“New Property"”), the value of which New Property must be equal to or greater than 110100% of the initial value (as determined by Lender in Lender's ’s sole discretion acting in good faith and which determination may, at Lender's ’s sole discretion, be based on an MAI appraisal) of the Parcel(s) to be replaced replaced, subject to the following: (i) Borrower is not in default under the Loan or an event has not occurred which with the giving of notice or passage of time would constitute a default, (ii) with respect to the Property and the Other Properties combined, substitution is limited to no more than one transaction involving a Parcel or group of Parcels per year, and to no more than five two (52) transactions involving a Parcel or group of Parcels and in no event more than ten six (106) Parcels over the term of the Loan, (iii) the Parcel(s) to be replaced shall be limited to the original Parcel(s) encumbered by this Mortgage and the Other Mortgages, respectively, (iv) the New Property is acceptable to Lender in its sole discretion acting in good faith and (v) Borrower and any other Liable Parties have complied with each of the provisions of the Loan Documents and Indemnity Agreement. Lender shall have the right to charge a processing fee for the substitution of each New Property, which processing fee shall be $20,000 per transaction. Borrower shall also pay to Lender all costs and expenses incurred by Lender in connection with any request for the collateral substitution or in connection with any appraisal required by Lender pursuant to this subsection 10.03(c), including, without limitation, reasonable attorneys' ’ fees and costs, recording costs and title insurance premiums. In addition, the Property, including the New Property, and the Other Properties, shall be required to: (1) provide sufficient cash flow such that the ratio of the annual cash flow from the Property (following the substitution of the New Property) and the Other Properties to the annual debt service for the Loan is at least 1.40:1, and (2) support a loan to value ratio based on the value of the Property and the Other Properties less the value of the Parcel(s) to be replaced and including the value of the New Property being substituted (which will be determined by Lender at the time of the collateral substitution in Lender's ’s sole discretion acting in good faith and which may, at Lender's ’s sole discretion, be based on an MAI appraisal) ), which is not greater than the 75%. The maximum ratio resulting from shall be calculated by dividing the outstanding aggregate principal balance of the Loan Loan, at the time of transfer substitution, by the combined agreed value of the Property and the Other Properties as of the Acceptance Date as shown on Exhibit "B" to date of the Application, minus three percent (3%)substitution. Borrower acknowledges and agrees that Lender's ’s right to accept or reject any New Property shall be exercisable in Lender's ’s sole discretion acting in good faith. Without limiting the basis for Lender's ’s rejection in good faith of a proposed collateral substitution, Lender shall be deemed to have exercised its sole discretiondiscretion in good faith if it rejects a proposed collateral substitution based on any of the following criteria: value, environmental condition, market, location, product type, governmental restrictions, or condition of improvements or the rent rolls, tenants, and terms of the leases of tenants remaining after the substitution of the New Property. Borrower further acknowledges and agrees that Lender’s right is a material inducement to Lender’s agreeing to this collateral substitution provision, and but for Borrower’s agreement that Lender may accept or reject any New Property Lender would not agree to provide this collateral substitution provision.

Collateral substitution. Borrower shall have the right from time to time to obtain the release of a Parcel or group of Parcels within a single office or office/industrial park (a "group") and to substitute the same for a new parcel or group of parcels not then subject to the lien of the Mortgage ("New Property"), the value of which New Property must be equal to or greater than 110% of the initial value (as determined by Lender in Lender's sole discretion acting in good faith and which determination may, at Lender's sole discretion, be based on an MAI appraisal) of the Parcel(s) to be replaced subject to the following: (i) Borrower is not in default under the Loan or an event has not occurred which with the giving of notice or passage of time would constitute a default, (ii) with respect to the Property and the Other Properties combined, substitution is limited to no more than one transaction involving a Parcel or group of Parcels per year, and to no more than five (5) transactions involving a Parcel or group of Parcels and in no event more than ten (10) Parcels over the term of the Loan, (iii) the Parcel(s) to be replaced shall be limited to the original Parcel(s) encumbered by this Mortgage and the Other Mortgages, respectively, (iv) the New Property is acceptable to Lender in its sole discretion acting in good faith and (v) Borrower and any other Liable Parties have complied with each of the provisions of the Loan Documents and Indemnity Agreement. Lender shall have the right to charge a processing fee for the substitution of each New Property, which processing fee shall be $20,000 per transaction. Borrower shall also pay to Lender all costs and expenses incurred by Lender in connection with any request for the collateral substitution or in connection with any appraisal required by Lender pursuant to this subsection 10.03(c), including, without limitation, reasonable attorneys' fees and costs, recording costs and title insurance premiums. In addition, the Property, including the New Property, shall be required to: (1) provide sufficient cash flow such that the ratio of the annual cash flow from the Property (following the substitution of the New Property) to the annual debt service for the Loan is at least 1.40:1, and (2) support a loan to value ratio based on the value of the Property less the value of the Parcel(s) to be replaced and including the value of the New Property being substituted (which will be determined by Lender at the time of the collateral substitution in Lender's sole discretion acting in good faith and which may, at Lender's sole discretion, be based on an MAI appraisal) which is not greater than the ratio resulting from dividing the outstanding principal balance of the Loan at the time of transfer by the agreed value of the Property as of the Acceptance Date as shown on Exhibit "B" to the Application, minus three percent (3%). Borrower acknowledges and agrees that Lender's right to accept or reject any New Property shall be exercisable in Lender's sole discretion acting in good faith. Without limiting the basis for Lender's rejection in good faith of a proposed collateral substitution, Lender shall be deemed to have exercised its sole discretiondiscretion in good faith if it rejects a proposed collateral substitution based on any of the following criteria: value,

Collateral substitution. Borrower shall have the right from time to time to obtain the release of a Parcel or group of Parcels within a single office or office/industrial park (a "group") and to substitute the same for said Parcel or group a new parcel or group of parcels not then subject to the lien of the Mortgage ("New Property"), the value of which New Property must be equal to or greater than 110% of the initial value (as determined by Lender in Lender's sole discretion acting in good faith and which determination may, at Lender's sole discretion, be based on an MAI appraisal) of the Parcel(s) to be replaced subject to the following: (i) Borrower is not in default under the Loan or an event has not occurred which with the giving of notice or passage of time would constitute a default, (ii) with respect to the Property and the Other Properties combined, substitution is limited to no more than one transaction involving a Parcel or group of Parcels per year, and to no more than five two (52) transactions involving a Parcel or group of Parcels and in no event more than ten four (104) Parcels over the term of the Loan, (iii) the Parcel(s) to be replaced shall be limited to the original Parcel(s) encumbered by this Mortgage and the Other Mortgages, respectively, (iv) the New Property is acceptable to Lender in its sole discretion acting in good faith and (v) Borrower and any other Liable Parties have complied with each of the provisions of the Loan Documents and Indemnity Agreement. Lender shall have the right to charge a processing fee for the substitution of each New Property, which processing fee shall be $20,000 per transaction. Borrower shall also pay to Lender all costs and expenses incurred by Lender in connection with any request for the collateral substitution or in connection with any appraisal required by Lender pursuant to this subsection 10.03(c), including, without limitation, reasonable attorneys' fees and costs, recording costs and title insurance premiums. In addition, the Property, including the New Property, shall be required to: (1) provide sufficient cash flow such that the ratio of the annual cash flow from the Property (following the substitution of the New Property) to the annual debt service for the Loan is at least 1.40:1, and (2) support a loan to value ratio based on the value of the Property less the value of the Parcel(s) to be replaced and including the value of the New Property being substituted (which will be determined by Lender at the time of the collateral substitution in Lender's sole discretion acting in good faith and which may, at Lender's sole discretion, be based on an MAI appraisal) which is not greater than the ratio resulting from dividing the outstanding principal balance of the Loan at the time of transfer by the agreed value of the Property as of the Acceptance Date as shown on Exhibit "B" to the Application, minus three percent (3%). Borrower acknowledges and agrees that Lender's right to accept or reject any New Property shall be exercisable in Lender's sole discretion acting in good faith. Without limiting the basis for Lender's rejection in good faith of a proposed collateral substitution, Lender shall be deemed to have exercised its sole discretiondiscretion in good faith if it rejects a proposed collateral substitution based on any of the following criteria: value, environmental condition, market, location, product type, governmental restrictions, or condition of improvements or the rent rolls, tenants, and terms of the leases of tenants remaining after the substitution of the New Property. Borrower further acknowledges and agrees that Lender's right is a material inducement to Lender's agreeing to this collateral substitution provision, and but for Borrower's agreement that Lender may accept or reject any New Property Lender would not agree to provide this collateral substitution provision.

Collateral substitution. Borrower shall have the right from time to time to obtain the release of a Parcel or group of Parcels within a single office or office/industrial park (a "group") and to substitute the same for a new parcel or group of parcels not then subject to the lien of the Mortgage ("New Property"), the value of which New Property must be equal to or greater than 110% of the initial value (as determined by Lender in Lender's sole discretion acting in good faith and which determination may, at Lender's sole discretion, be based on an MAI appraisal) of the Parcel(s) to be replaced subject to the following: (i) Borrower is not in default under the Loan or an event has not occurred which with the giving of notice or passage of time would constitute a default, (ii) with respect to the Property and the Other Properties combined, substitution is limited to no more than one transaction involving a Parcel or group of Parcels per year, and to no more than five (5) transactions involving a Parcel or group of Parcels and in no event more than ten (10) Parcels over the term of the Loan, (iii) the Parcel(s) to be replaced shall be limited to the original Parcel(s) encumbered by this Mortgage and the Other Mortgages, respectively, (iv) the New Property is acceptable to Lender in its sole discretion acting in good faith and (v) Borrower and any other Liable Parties have complied with each of the provisions of the Loan Documents and Indemnity Agreement. Lender shall have the right to charge a processing fee for the substitution of each New Property, which processing fee shall be $20,000 per transaction. Borrower shall also pay to Lender all costs and expenses incurred by Lender in connection with any request for the collateral substitution or in connection with any appraisal required by Lender pursuant to this subsection 10.03(c), including, without limitation, reasonable attorneys' fees and costs, recording costs and title insurance premiums. In addition, the Property, including the New Property, shall be required to: (1) provide sufficient cash flow such that the ratio of the annual cash flow from the Property (following the substitution of the New Property) to the annual debt service for the Loan is at least 1.40:1, and (2) support a loan to value ratio based on the value of the Property less the value of the Parcel(s) to be replaced and including the value of the New Property being substituted (which will be determined by Lender at the time of the collateral substitution in Lender's sole discretion acting in good faith and which may, at Lender's sole discretion, be based on an MAI appraisal) which is not greater than the ratio resulting from dividing the outstanding principal balance of the Loan at the time of transfer by the agreed value of the Property as of the Acceptance Date as shown on Exhibit "B" to the Application, minus three percent (3%). Borrower acknowledges and agrees that Lender's right to accept or reject any New Property shall be exercisable in Lender's sole discretion acting in good faith. Without limiting the basis for Lender's rejection in good faith of a proposed collateral substitution, Lender shall be deemed to have exercised its sole discretiondiscretion in good faith if it rejects a proposed collateral substitution based on any of the following criteria: value, environmental condition, market, location, product type, governmental restrictions, or condition of improvements or the rent rolls, tenants, and terms of the leases of tenants remaining after the substitution of the New Property. Borrower further acknowledges and agrees that Lender's right is a material inducement to Lender's agreeing to this collateral substitution provision, and but for Borrower's agreement that Lender may accept or reject any New Property Lender would not agree to provide this collateral substitution provision.

Collateral substitution. Borrower shall have the right from time to time to obtain the release of a Parcel or group of Parcels within a single office or office/industrial park (a "group") and to substitute the same for such Parcel or group a new parcel or group of parcels not then subject to the lien of the Mortgage ("New Property"), the value of which New Property must be equal to or greater than 110% of the initial value (as determined by Lender in Lender's sole discretion acting in good faith and which determination may, at Lender's sole discretion, be based on an MAI appraisal) of the Parcel(s) to be replaced subject to the following: (i) Borrower is not in default under the Loan or an event has not occurred which with the giving of notice or passage of time would constitute a default, (ii) with respect to the Property and the Other Properties combined, substitution is limited to no more than one transaction involving a Parcel or group of Parcels per year, and to no more than five two (52) transactions involving a Parcel or group of Parcels and in no event more than ten four (104) Parcels over the term of the Loan, (iii) the Parcel(s) to be replaced shall be limited to the original Parcel(s) encumbered by this Mortgage and the Other Mortgages, respectively, (iv) the New Property is acceptable to Lender in its sole discretion acting in good faith and (v) Borrower and any other Liable Parties have complied with each of the provisions of the Loan Documents and Indemnity Agreement. Lender shall have the right to charge a processing fee for the substitution of each New Property, which processing fee shall be $20,000 per transaction. Borrower shall also pay to Lender all costs and expenses incurred by Lender in connection with any request for the collateral substitution or in connection with any appraisal required by Lender pursuant to this subsection 10.03(c), including, without limitation, reasonable attorneys' fees and costs, recording costs and title insurance premiums. In addition, the Property, including the New Property, shall be required to: (1) provide sufficient cash flow such that the ratio of the annual cash flow from the Property (following the substitution of the New Property) to the annual debt service for the Loan is at least 1.40:1, and (2) support a loan to value ratio based on the value of the Property less the value of the Parcel(s) to be replaced and including the value of the New Property being substituted (which will be determined by Lender at the time of the collateral substitution in Lender's sole discretion acting in good faith and which may, at Lender's sole discretion, be based on an MAI appraisal) which is not greater than the ratio resulting from dividing the outstanding principal balance of the Loan at the time of transfer by the agreed value of the Property as of the Acceptance Date as shown on Exhibit "B" to the Application, minus three percent (3%). Borrower acknowledges and agrees that Lender's right to accept or reject any New Property shall be exercisable in Lender's sole discretion acting in good faith. Without limiting the basis for Lender's rejection in good faith of a proposed collateral substitution, Lender shall be deemed to have exercised its sole discretiondiscretion in good faith if it rejects a proposed collateral substitution based on any of the following criteria: value, environmental condition, market, location, product type, governmental restrictions, or condition of improvements or the rent rolls, tenants, and terms of the leases of tenants remaining after the substitution of the New Property. Borrower further acknowledges and agrees that Lender's right is a material inducement to Lender's agreeing to this collateral substitution provision, and but for Borrower's agreement that Lender may accept or reject any New Property Lender would not agree to provide this collateral substitution provision.