Common use of Frequency of Appraisals Clause in Contracts

Frequency of Appraisals. Appraisals of the Borrowing Base Property shall be conducted, and the Appraised Value of Borrowing Base Property shall be determined or redetermined, as applicable, under each of the following circumstances: (a) in connection with the acceptance of a Property into the Borrowing Base, the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to Section 8.15; or (b) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (i) if a material adverse change occurs with respect to such Borrowing Base Property, including, without limitation, a major casualty at such Property that is not substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (ii) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisals; or (f) at any time and from time to time when an Event of Default exists, the Administrative Agent may, in its own discretion, and shall, upon the request of the Requisite Lenders, redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s expense; or (g) at any time and from time to time, the Requisite Lenders may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to the Administrative Agent such Xxxxxx’s Revolving Commitment Percentage of such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and the appraisers to cause such Appraisals to be completed.

Frequency of Appraisals. Appraisals The As-Is Appraised Value of the a Borrowing Base Property shall be conducted, and (or in the Appraised Value case of a Borrowing Base Property that is part of the Kroger Portfolio, the Kroger Portfolio Hypothetical As-Is Appraised Value) shall be determined or redetermined, as applicable, under each of the following circumstances: (a) in In connection with the acceptance of a Property into as a Borrowing Base Property the Borrowing Base, Administrative Agent will determine the As-Is Appraised Value thereof (or in the case of a Borrowing Base Property will be determined based on that is part of the Appraisal obtainedKroger Portfolio, the Kroger Portfolio Hypothetical As-Is Appraised Value thereof) as provided in Section 4.1, all at the Borrower’s sole cost and Borrowers’ expense, pursuant to Section 8.15; or (b) to In connection with any Extension Request, the extent Administrative Agent will determine the initial Appraisal for As-Is Appraised Value of the Borrowing Base Properties (or in the case of a Borrowing Base Property does not include values for each Property typethat is part of the Kroger Portfolio, then the Kroger Portfolio Hypothetical As-Is Appraised Value) as provided in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g.Section 2.14, from Lots Under Development to Finished Lots), Administrative Agent, all at the Borrower’s sole cost and Borrowers’ expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at At any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated time but no more than eighteen (18) months prior to once during the date initial term of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expenseLoan, the Administrative Agent may redetermine the As-Is Appraised Value of a Borrowing Base Property (or in the case of a Borrowing Base Property that is part of the Kroger Portfolio, the Kroger Portfolio Hypothetical As-Is Appraised Value) based on a new Appraisal obtained by the Administrative Agent) Agent in any of the following circumstances, all at the Borrowers’ expense: (i) if a material adverse change occurs with respect to such Borrowing Base Property, including, without limitation, a material deterioration in the Net Operating Income of such Property, a major casualty at such Property that is not substantially fully covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition market conditions affecting such Property or a material decrease in the leasing level of such Property; or (ii) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisalsthe Lenders; or (fiii) at if the Administrative Agent determines an Appraisal of such Property is necessary in connection with its determination under Section 4.2(b) regarding the release of a Borrowing Base Property; or (d) At any time and from time to time when an while a Default or Event of Default exists, the Administrative Agent may, in its own discretion, may (and shall, upon shall at the request written direction of the Requisite Lenders, ) redetermine the As-Is Appraised Value of a Borrowing Base Property (or in the case of a Borrowing Base Property that is part of the Kroger Portfolio, the Kroger Portfolio Hypothetical As-Is Appraised Value) based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s Borrowers’ expense; or (ge) at At any time and from time to time, the Administrative Agent may (and shall at the written direction of the Requisite Lenders may Lenders) redetermine the As-Is Appraised Value of a Borrowing Base Property (or in the case of a Borrowing Base Property that is part of the Kroger Portfolio, the Kroger Portfolio Hypothetical As-Is Appraised Value) based on a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to the Administrative Agent such Xxxxxx’s Revolving Commitment Percentage of such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and the appraisers to cause such Appraisals to be completed’ expense.

Frequency of Appraisals. Appraisals of the Borrowing Base Property shall be conducted, and the The Appraised Value of a Borrowing Base Property shall be determined or redetermined, as applicable, under each of the following circumstances: (a) in In connection with the acceptance of a Property into the Borrowing Base, the Appraised Value of as a Borrowing Base Property the Administrative Agent will be determined based on determine the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to Appraised Value thereof as provided in Section 8.154.1.; or (b) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from From time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense's expense (except as provided below), the Administrative Agent may (and shall at the direction of the Requisite Lenders) redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (i) if a material adverse change occurs with respect to such Borrowing Base Property, including, without limitation, a material deterioration in the Net Operating Income of such Property, a major casualty at such Property that is not substantially fully covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition market conditions affecting such Property or a material decrease in the leasing level of such Property; or (ii) at the Lender's expense if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisalsthe Lenders; or (fiii) at if the Administrative Agent determines an Appraisal of any or all of the Borrowing Base Properties is necessary in connection with its determination under Section 4.2.(b) regarding the release of a Borrowing Base Property; or (c) At any time and from time to time when an Event of Default existsbut no more than once prior to the initial Maturity Date, the Administrative Agent may, in its own discretion, may (and shall, upon shall at the request written direction of the Requisite Lenders, ) redetermine the Appraised Value of a each Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s 's expense; or (gd) at At any time and from time to timetime but no more than once during any one (1) year period, the Administrative Agent may (and shall at the written direction of the Requisite Lenders may Lenders) redetermine the Appraised Value of a each Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to the Administrative Agent such Xxxxxx’s Revolving Commitment Percentage of such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and the appraisers to cause such Appraisals to be completed' expense.

Frequency of Appraisals. Appraisals of Prior to the Borrowing Base Property shall be conductedCollateral Release Event, and the Appraised Value of Borrowing Base a Secured Pool Property shall be determined or redetermined, as applicable, under each of the following circumstances: (a) in In connection with the acceptance of a Property into as a Secured Pool Property the Borrowing Base, Administrative Agent will determine the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to thereof as provided in Section 8.154.1; or (b) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from From time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may (and shall at the direction of the Requisite Lenders) redetermine the Appraised Value of a Borrowing Base Secured Pool Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (i) if a material adverse change occurs with respect to such Borrowing Base Secured Pool Property, including, without limitation, a material deterioration in the Net Operating Income of such Property, a major casualty at such Property that is not substantially fully covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition market conditions affecting such Property or a material decrease in the leasing level of such Property; or (ii) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisalsthe Lenders; or (fiii) if the Administrative Agent determines an Appraisal of such Property is necessary in connection with its determination under Section 4.2(b) regarding the release of a Secured Pool Property; or (c) Once during the period prior to the Collateral Release Event (but not during the six month period prior to the Tranche B Term Loan Maturity Date), or more frequently if any Default or Event of Default has occurred and is continuing, upon written notice from the Administrative Agent to the Borrower, all at the Borrower’s expense; (d) At any time by the request of the Borrower, at the Borrower’s expense; or (e) At any time and from time to time when an Event of Default existstime, the Administrative Agent may, in its own discretion, may (and shall, upon shall at the request written direction of the Requisite Lenders, ) redetermine the Appraised Value of a Borrowing Base Secured Pool Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s Lenders’ expense; or (g) at any time and from time to time, the Requisite Lenders may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained . All Appraisals shall be engaged by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to the Administrative Agent such Xxxxxx’s Revolving Commitment Percentage of such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and subject to satisfactory review and approval of the appraisers to cause such Appraisals to be completedAdministrative Agent.

Frequency of Appraisals. Appraisals of the Borrowing Base Property shall be conducted, and the The Appraised Value of Borrowing Base a Collateral Property shall be determined or redetermined, as applicable, under each of the following circumstances: (a) The Agent will obtain new Appraisals for each of the Collateral Properties in connection with the acceptance first fiscal quarter of a Property into the Borrowing Base2010, the Appraised Value of a Borrowing Base Property will and such Appraisals shall be determined based on the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to Section 8.15; orof the Borrower; (b) The Agent will also be allowed to obtain new Appraisals of the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another Properties once every twelve (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (1812) months prior to following the date of the most recent respective Appraisal described in subsection (a) above, or more frequently if (a) the Agent has a reasonable basis to believe that the value of any Collateral Property has changed (but in no event more than once every six (6) months) or (b) a Default or an Event of Default exists. Any such Appraisals will be at the sole cost of the Borrower. The Borrowing Base shall be redetermined as a result of delivery of any new Appraisal performed under clause (a) or such lesser time(b) of this Section 4.4. or under Section 4.5. below, in each case to the extent required such Appraisal is accepted by internal policies of the Administrative Agent)Agent pursuant to Section 4.3.; or (d) [intentionally deleted]; or (e) from time to time upon at least and within five (5) Business Days written after Borrower’s receipt of notice from the Agent that the Agent has accepted such Appraisal, the Borrower shall deliver to the Borrower Agent, a Borrowing Base Certificate reflecting the Borrowing Base after giving effect to the new Appraised Value of any applicable Properties. (c) Following any “Casualty Event” under and at as defined in any Security Deed or any “Condemnation Event” under and as defined in any Security Deed; and (d) Upon the Borrower’s sole cost and expensewritten request for a redetermination of the Appraised Value of a Property, the Administrative Agent may shall redetermine the Appraised Value of a Borrowing Base such Property (based on a new Appraisal of such Property obtained by the Administrative Agent) in any of the following circumstances: (i) if a material adverse change occurs with respect to such Borrowing Base Property, including, without limitation, a major casualty at such Property that is not substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (ii) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisals; or (f) at any time and from time to time when an Event of Default exists, the Administrative Agent may, in its own discretion, and shall, upon the request of the Requisite Lenders, redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s expense; or (g) at any time and from time to timeprovided, that the Requisite Lenders Borrower may redetermine the Appraised Value of a Borrowing Base Property (based on request a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing a Property pursuant to pay to the Administrative Agent such Xxxxxx’s Revolving Commitment Percentage of such costs and expenses. The Borrower shall, at all this subsection only 2 times, cooperate with the Administrative Agent and the appraisers to cause such Appraisals to be completed.

Frequency of Appraisals. Appraisals of the Borrowing Base Property shall be conducted, and the The Appraised Value of Borrowing Base a Collateral Property shall be determined or redetermined, as applicable, under each of the following circumstances: (a) in In connection with the acceptance of a Property into as a Collateral Property the Borrowing Base, Administrative Agent will determine the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to thereof as provided in Section 8.154.1.; or (b) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from From time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may (and shall at the direction of the Requisite Lenders) redetermine the Appraised Value of a Borrowing Base Collateral Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (i) if a material adverse change occurs with respect to such Borrowing Base PropertyCollateral Property that has a Material Adverse Effect (as determined by the Administrative Agent or based on the direction of the Requisite Lenders), including, without limitation, a material deterioration in the Net Operating Income of such Collateral Property, a major casualty at such Collateral Property that is not substantially fully covered by insurance, a material condemnation of any part of such Property, Collateral Property or a material change in the environmental condition of market conditions affecting such Collateral Property; or (ii) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisalsthe Lenders; or (fiii) at if the Administrative Agent determines an Appraisal of such Property is necessary in connection with its determination under Section 4.2.(b) regarding the release of a Collateral Property; or (c) At any time and from time to time when an Event but no more than once during any period of Default existsone (1) year, the Administrative Agent may, in its own discretion, may (and shall, upon shall at the request written direction of the Requisite Lenders, ) redetermine the Appraised Value of a Borrowing Base Collateral Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s expense; or (gd) At any time at which there exists an Event of Default, the Administrative Agent may (and shall at the written direction of the Requisite Lenders) obtain an Appraisal of any one or more of the Collateral Properties, all at the Borrower’s expense; or (e) At any time and from time to time, the Administrative Agent may (and shall at the written direction of the Requisite Lenders may Lenders) redetermine the Appraised Value of a Borrowing Base any Collateral Property (based on a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to the Administrative Agent such Xxxxxx’s Revolving Commitment Percentage of such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and the appraisers to cause such Appraisals to be completed’ expense.

Frequency of Appraisals. Appraisals of the Borrowing Base Property shall be conducted, and the Appraised Value of Borrowing Base Property shall be determined or redetermined, as applicable, under each of the following circumstances: (a) in connection with the acceptance of a Property into the Borrowing Base, the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to Section 8.15; or (b) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (i) if a material adverse change occurs with respect to such Borrowing Base Property, including, without limitation, a major casualty at such Property that is not substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (ii) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisals; or (f) at any time and from time to time when an Event of Default exists, the Administrative Agent may, in its own discretion, and shall, upon the request of the Requisite Lenders, redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s expense; or (g) at any time and from time to time, the Requisite Lenders may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to the Administrative Agent such XxxxxxLxxxxx’s Revolving Commitment Percentage of such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and the appraisers to cause such Appraisals to be completed.

Frequency of Appraisals. Appraisals of the Borrowing Base Property shall be conducted, and the The Appraised Value of Borrowing Base the Florida Property shall be determined or redetermined, as applicable, under each of the following circumstances: (a) The Agent will obtain a new Appraisal for the Florida Property in connection with the acceptance second fiscal quarter of 2012, and such Appraisal shall be at the sole cost of the Borrowers; (b) The Agent may also obtain a new Appraisal of the Florida Property into once during every twelve (12) months following the date of the Appraisal described in subsection (a) above, or at any time and more frequently if a Default or an Event of Default exists. Any such Appraisal will be at the sole cost of the Borrowers. The Agent will also be allowed to obtain a new Appraisal of the Florida Property at any other time that the Agent has a reasonable basis to believe that the value of the Florida Property has changed (but in no event more than once every 6 months), in its discretion or at the request of the Requisite Lenders; provided, that any such Appraisal will be at the sole cost of the Lenders. The Borrowing Base shall be redetermined as a result of delivery of any new Appraisal performed under this Section 4.2. or under Section 4.3. below, in each case to the extent such Appraisal is accepted by the Agent pursuant to Section 4.1.; and within five Business Days after MG Borrower’s receipt of notice from the Agent that the Agent has accepted such Appraisal, the MG Borrower shall deliver to the Agent, a Borrowing Base Certificate reflecting the Borrowing BaseBase after giving effect to the new Appraised Value of any applicable Properties. (c) Following any Major Casualty or any “Major Taking” under and as defined in any Security Deed, and such Appraisal shall be at the sole cost of the Borrowers; and (d) Upon the MG Borrower’s written request for a redetermination of the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to Section 8.15; or (b) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to timeFlorida Property, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may redetermine the Appraised Value of a Borrowing Base the Florida Property (based on a new Appraisal of the Florida Property obtained by the Administrative Agent) in any of the following circumstances: (i) if a material adverse change occurs with respect to such Borrowing Base Property, including, without limitation, a major casualty at such Property that is not substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (ii) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisals; or (f) at any time and from time to time when an Event of Default exists, the Administrative Agent may, in its own discretion, and shall, upon the request of the Requisite Lenders, redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s Borrowers’ expense; or (g) at any time and from time to timeprovided, that the Requisite Lenders MG Borrower may redetermine the Appraised Value of a Borrowing Base Property (based on request a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing Florida Property pursuant to pay to the Administrative Agent such Xxxxxx’s Revolving Commitment Percentage of such costs and expenses. The Borrower shall, at all this subsection only 2 times, cooperate with the Administrative Agent and the appraisers to cause such Appraisals to be completed.

Frequency of Appraisals. (a) Prior to the occurrence of a Trigger Event, Appraisals of the Borrowing Base Property shall be conducted, and the Appraised Value of Borrowing Base Property shall be determined or redetermined, as applicable, under each of the following circumstances: (ai) in connection with the acceptance of a Property into the Borrowing Base, the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to Section 8.15; orIntentionally Deleted. (bii) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from From time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (iA) if a material adverse change occurs with respect to such Borrowing Base Property, including, without limitation, a major casualty at such Property that is not NAI-1502661059v7 63 substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (iiB) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisals; or. (fiii) at At any time and from time to time when an Event of Default exists, the Administrative Agent may, in its own discretion, and shall, upon the request of the Requisite Lenders, may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s expense; or (giv) at At any time and from time to time, the Requisite Lenders may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to Agent such Lender’s Pro Rata Share of such costs and expenses. (b) After the occurrence of a Trigger Event, Appraisals of the Borrowing Base Property shall be conducted, and the Appraised Value of Borrowing Base Property shall be determined or redetermined, as applicable, under each of the following circumstances: (i) In connection with the acceptance of a Property into the Borrowing Base, the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at Borrower’s sole cost and expense, pursuant to Section 4.3; or (ii) To the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at Borrower sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (iii) At any time and from time to time, Administrative Agent shall have the right to have a new Appraisal prepared, at Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than twelve (12) months prior to the date of the most recent Borrowing Base; provided; however, if the existing Appraisal is over twelve (12) months old with respect to Housing Units in a subdivision (i) that are actively selling with sales prices that are at least 95% of (1) the most recent Appraised Values or (2) the previously sold prices in such subdivision, or (ii) which have fewer than 10 Housing Units remaining to sell, then Administrative Agent may, in its sole and absolute discretion, refrain from ordering a new Appraisal; or (iv) At any time and from time to time, Administrative Agent shall have the right, on a quarterly basis, to have updated Appraisals prepared, at Borrower’s sole cost and expense, for up to 25% of the Property included in the Borrowing Base; or (v) From time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (A) if a material adverse change occurs with respect to such XxxxxxBorrowing Base Property, including, without limitation, a major casualty at such Property that is not NAI-1502661059v7 64 substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (B) if necessary in order to comply with FIRREA or other Applicable Law relating to Administrative Agent or any Lender. (vi) At any time and from time to time when an Event of Default exists, the Administrative Agent may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by Administrative Agent), all at the Borrower’s Revolving Commitment Percentage expense; or (vii) At any time and from time to time, the Requisite Lenders may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to Agent such Lender’s Pro Rata Share of such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and the appraisers act reasonably to cause such Appraisals to be completed.

Frequency of Appraisals. Appraisals The Appraised Value of the a Borrowing Base Property shall be conductedor the Parking License Agreement, and the Appraised Value of Borrowing Base Property as applicable, shall be determined or redetermined, as applicable, under each of the following circumstances: (a) in In connection with the acceptance of a Property into the Borrowing Base, the Appraised Value of as a Borrowing Base Property the Administrative Agent will be determined based on determine the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to Appraised Value thereof as provided in Section 8.154.1.; or (b) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at Upon the Borrower’s sole cost and expense, will re-determine written request for a redetermination of the Appraised Value of a Property or the Parking License Agreement, as applicable, the Administrative Agent shall redetermine the Appraised Value of such Property or the Parking License Agreement, as applicable, (based on a new Appraisal thereofof such Property or the Parking License Agreement, as applicable, obtained by the Administrative Agent), all at the Borrower’s expense; or (c) at At any time and from time to timeon or after [January 19, 2012], but no more than once during any calendar year, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date request of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may Joint Lead Arrangers redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by or the Administrative Agent) in any of the following circumstances: (i) if a material adverse change occurs with respect to such Borrowing Base PropertyParking License Agreement, including, without limitation, a major casualty at such Property that is not substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (ii) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisals; or (f) at any time and from time to time when an Event of Default exists, the Administrative Agent may, in its own discretion, and shall, upon the request of the Requisite Lenders, redetermine the Appraised Value of a Borrowing Base Property as applicable (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s expense; or (gd) at At any time and from time to timewhile a Default or an Event of Default exists, the Requisite Lenders Administrative Agent may redetermine the Appraised Value of a Borrowing Base Property or the Parking License Agreement, as applicable (based on a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to Borrower’s expense. The Borrower may request in writing that the Administrative Agent such Xxxxxx’s Revolving Commitment Percentage deliver a copy of such costs any of the above referenced Appraisals, and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent shall so provide such a copy within 5 Business Days of such request, so long as (x) the Administrative Agent has completed its review of such Appraisal and such Appraisal is final in the appraisers to cause Administrative Agent’s judgment, (y) the Borrower has given the Administrative Agent prior written request therefor and (z) the Borrower has reimbursed the costs and expenses of the Administrative Agent incurred in connection with obtaining such Appraisals to be completedAppraisal.

Frequency of Appraisals. (a) Prior to the occurrence of a Trigger Event, Appraisals of the Borrowing Base Property shall be conducted, and the Appraised Value of Borrowing Base Property shall be determined or redetermined, as applicable, under each of the following circumstances: (ai) in In connection with the acceptance of a Property into the Borrowing BaseMinimum Land Collateral, the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to Section 8.154.2; or (bii) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from From time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (iA) if a material adverse change occurs with respect to such Borrowing Base Property, including, without limitation, a major casualty at such Property that is not substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (iiB) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisals; or. (fiii) at At any time and from time to time when an Event of Default exists, the Administrative Agent may, in its own discretion, and shall, upon the request of the Requisite Lenders, may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s expense; or (giv) at At any time and from time to time, the Requisite Lenders may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to Agent such Lender’s Pro Rata Share of such costs and expenses. (b) After the occurrence of a Trigger Event, Appraisals of the Borrowing Base Property shall be conducted, and the Appraised Value of Borrowing Base Property shall be determined or redetermined, as applicable, under each of the following circumstances: (i) In connection with the acceptance of a Property into the Borrowing Base, the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at Borrower’s sole cost and expense, pursuant to Section 4.3; or (ii) To the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at Borrower sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (iii) At any time and from time to time, Administrative Agent shall have the right to have a new Appraisal prepared, at Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than twelve (12) months prior to the date of the most recent Borrowing Base; provided; however, if the existing Appraisal is over twelve (12) months old with respect to Housing Units in a subdivision (i) that are actively selling with sales prices that are at least 95% of (1) the most recent Appraised Values or (2) the previously sold prices in such subdivision, or (ii) which have fewer than 10 Housing Units remaining to sell, then Administrative Agent may, in its sole and absolute discretion, refrain from ordering a new Appraisal; or (iv) At any time and from time to time, Administrative Agent shall have the right, on a quarterly basis, to have updated Appraisals prepared, at Borrower’s sole cost and expense, for up to 25% of the Property included in the Borrowing Base; or (v) From time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (A) if a material adverse change occurs with respect to such XxxxxxBorrowing Base Property, including, without limitation, a major casualty at such Property that is not substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (B) if necessary in order to comply with FIRREA or other Applicable Law relating to Administrative Agent or any Lender. (vi) At any time and from time to time when an Event of Default exists, the Administrative Agent may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by Administrative Agent), all at the Borrower’s Revolving Commitment Percentage expense; or (vii) At any time and from time to time, the Requisite Lenders may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to Agent such Lender’s Pro Rata Share of such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and the appraisers act reasonably to cause such Appraisals to be completed.

Frequency of Appraisals. Appraisals of the Borrowing Base Property shall be conducted, and the The Appraised Value of Borrowing Base a Collateral Property shall be determined or redetermined, as applicable, under each of the following circumstances: (a) in In connection with the acceptance of a Property into as a Collateral Property the Borrowing Base, Agent shall determine the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to thereof as provided in Section 8.154.1.; or (b) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from From time to time upon at least five (5) 5 Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may (and shall at the direction of the Requisite Lenders) redetermine the Appraised Value of a Borrowing Base Collateral Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (i) if a material adverse change occurs with respect to such Borrowing Base Property, including, without limitation, a major casualty at such Property that is not substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (ii) if necessary in order to comply with a specific provision of FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or the Lenders pursuant to comply with Administrative Agent’s internal policies with respect to Appraisalsthe terms of Section 4.6.; or (fc) at Following any time “Casualty Event” under and from time as defined in any Security Deed or any “Condemnation Event” under and as defined in any Security Deed; provided that no Appraisal shall be required and no change shall occur in the value of the Collateral Property in the Borrowing Base affected by a Casualty Event so long as (i) insurance proceeds in an amount sufficient to time when an restore the Collateral Property to the state they existed prior to the Casualty Event are available, (ii) the Borrower has agreed with the Lenders to reconstruct the improvements to the state they existed prior to the Casualty Event and (iii) the Agent has a perfected first-priority Lien in such insurance proceeds; provided, further that no Appraisal shall be required for condemnations (x) that do not take any of Default existsthe improvements of a Collateral Property and do not otherwise impair the operations of the Collateral Property and (y) the condemnation proceeds are applied to repay the Obligations; or (d) Upon the Borrower’s written request for a redetermination of the Appraised Value of a Property, the Administrative Agent may, in its own discretion, and shall, upon the request of the Requisite Lenders, shall redetermine the Appraised Value of a Borrowing Base such Property (based on a new Appraisal of such Property obtained by the Administrative Agent), all at the Borrower’s expense; or (g) at any time and from time to time, the Requisite Lenders may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to the Administrative Agent such Xxxxxx’s Revolving Commitment Percentage of such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and the appraisers to cause such Appraisals to be completed.

Frequency of Appraisals. Appraisals of Prior to the Borrowing Base Property shall be conductedCollateral Release Event, and the Appraised Value of Borrowing Base a Secured Pool Property shall be determined or redetermined, as applicable, under each of the following circumstances: (a) in In connection with the acceptance of a Property into as a Secured Pool Property the Borrowing Base, Administrative Agent will determine the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to thereof as provided in Section 8.154.1; or (b) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from From time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may (and shall at the direction of the Requisite Lenders) redetermine the Appraised Value of a Borrowing Base Secured Pool Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (i) if a material adverse change occurs with respect to such Borrowing Base Secured Pool Property, including, without limitation, a material deterioration in the Net Operating Income of such Property, a major casualty at such Property that is not substantially fully covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition market conditions affecting such Property or a material decrease in the leasing level of such Property; or (ii) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisalsthe Lenders; or (fiii) if the Administrative Agent determines an Appraisal of such Property is necessary in connection with its determination under Section 4.2(b) regarding the release of a Secured Pool Property; or (c) Once during the period prior to the Collateral Release Event (but not during the six month period prior to the Term Loan Maturity Date), or more frequently if any Default or Event of Default has occurred and is continuing, upon written notice from the Administrative Agent to the Borrower, all at the Borrower’s expense; (d) At any time by the request of the Borrower, at the Borrower’s expense; or (e) At any time and from time to time when an Event of Default existstime, the Administrative Agent may, in its own discretion, may (and shall, upon shall at the request written direction of the Requisite Lenders, ) redetermine the Appraised Value of a Borrowing Base Secured Pool Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s Lenders’ expense; or (g) at any time and from time to time, the Requisite Lenders may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained . All Appraisals shall be engaged by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to the Administrative Agent such Xxxxxx’s Revolving Commitment Percentage of such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and subject to satisfactory review and approval of the appraisers to cause such Appraisals to be completedAdministrative Agent.

Frequency of Appraisals. Appraisals of the Borrowing Base Property shall be conducted, and the The Appraised Value of Borrowing Base a Collateral Property shall be determined or redetermined, as applicable, under each of the following circumstances: (a) in In connection with the acceptance of a Property into as a Collateral Property the Borrowing Base, Agent will determine the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to thereof as provided in Section 8.154.1.; or (b) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from From time to time upon at least five (5) 5 Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may (and shall at the direction of the Requisite Lenders) redetermine the Appraised Value of a Borrowing Base Collateral Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (i) if a material adverse change occurs with respect to such Borrowing Base Property, including, without limitation, a major casualty at such Property that is not substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (ii) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply the Lenders; (ii) if the Agent determines an Appraisal of such Property is necessary in connection with Administrative Agent’s internal policies its determination under Section 4.2.(b) regarding the release of a Collateral Property; (iii) with respect to AppraisalsNon-Stabilized Properties, upon (i) the cancellation or termination of a Major Lease (other than with the express prior written consent of the Agent or pursuant to the terms of such Major Lease) or (ii) upon the occurrence of a breach of the terms of a Major Lease which breach (A) would allow a Major Tenant to cancel, terminate, revoke or rescind a Major Lease within a specified period of time and (B) continues for 30 days (or, if such condition or breach is not reasonably capable of being cured within such 30 day period, such additional period of time as may be required in order to cure such condition or breach not to exceed 60 days); or (fiv) at any time upon the occurrence and from time to time when during the continuation of an Event of Default existsDefault; or (c) At any time during the period commencing 18 months after the later of (i) the Effective Date or (ii) the date a Non-Stabilized Property is admitted as a Collateral Property, and ending on the date 6 months prior to the Termination Date, the Administrative Agent may, in its own discretion, may (and shall, upon shall at the request written direction of the Requisite Lenders, ) determine or redetermine the Appraised Value of a Borrowing Base Non-Stabilized Property which is a Collateral Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s expense; or (gd) at any time and from time to time, the Requisite Lenders may redetermine the Appraised Value of Upon a Borrowing Base Collateral Property (based on initially classified as a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to the Administrative Agent such Xxxxxx’s Revolving Commitment Percentage of such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and the appraisers to cause such Appraisals to be completedStabilized Property becoming a Non-Stabilized Property.

Frequency of Appraisals. Appraisals of the Borrowing Base Property shall be conducted, and the The Appraised Value of a Borrowing Base Property shall be determined or redetermined, as applicable, under each of the following circumstances: (a) in In connection with the acceptance of a Property into the Borrowing Base, the Appraised Value of as a Borrowing Base Property the Administrative Agent will be determined based on determine the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to Appraised Value thereof as provided in Section 8.154.1.; or (b) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from From time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may (and shall at the direction of the Requisite Lenders) redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (i) if a material adverse change occurs with respect to such Borrowing Base Property, including, without limitation, a major casualty at such Property that is not substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (ii) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisalsthe Lenders; or (fc) Once during any 12-month period (but not during the six month period prior to the Termination Date unless otherwise required pursuant to Section 2.13.), or more frequently if any Default or Event of Default has occurred and is continuing, upon written notice from the Administrative Agent to the Borrower, all at the Borrower’s expense; (d) At any time by the request of the Borrower, at the Borrower’s expense; or (e) At any time and from time to time when an Event of Default existstime, the Administrative Agent may, in its own discretion, may (and shall, upon shall at the request written direction of the Requisite Lenders, ) redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s Lenders’ expense; or (g) at any time and from time to time, the Requisite Lenders may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained . All Appraisals shall be engaged by the Administrative Agent), all at the sole cost Agent and expense of the Lenders, with each Lender agreeing to pay subject to the Administrative Agent such Xxxxxx’s Revolving Commitment Percentage reasonably satisfactory review and approval of such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and the appraisers to cause such Appraisals to be completedInitial Lenders as provided in the definition of Appraised Value.

Frequency of Appraisals. (a) Prior to the occurrence of a Trigger Event, Appraisals of the Borrowing Base Property shall be conducted, and the Appraised Value of Borrowing Base Property shall be determined or redetermined, as applicable, under each of the following circumstances: (ai) in connection with the acceptance of a Property into the Borrowing Base, the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to Section 8.15; orIntentionally Deleted. (bii) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from From time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (iA) if a material adverse change occurs with respect to such Borrowing Base Property, including, without limitation, a major casualty at such Property that is not substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (iiB) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to Appraisals; or. (fiii) at At any time and from time to time when an Event of Default exists, the Administrative Agent may, in its own discretion, and shall, upon the request of the Requisite Lenders, may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s expense; or (giv) at At any time and from time to time, the Requisite Lenders may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to the Administrative Agent such XxxxxxLender’s Revolving Commitment Percentage Pro Rata Share of such costs and expenses. (b) After the occurrence of a Trigger Event, Appraisals of the Borrowing Base Property shall be conducted, and the Appraised Value of Borrowing Base Property shall be determined or redetermined, as applicable, under each of the following circumstances: (i) In connection with the acceptance of a Property into the Borrowing Base, the Appraised Value of a Borrowing Base Property will be determined based on the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to Section 4.3; or (ii) To the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a the Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), the Administrative Agent, at the Borrower sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (iii) At any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than twelve (12) months prior to the date of the most recent Borrowing Base; provided; however, if the existing Appraisal is over twelve (12) months old with respect to Housing Units in a subdivision (i) that are actively selling with sales prices that are at least 95% of (1) the most recent Appraised Values or (2) the previously sold prices in such subdivision, or (ii) which have fewer than 10 Housing Units remaining to sell, then the Administrative Agent may, in its sole and absolute discretion, refrain from ordering a new Appraisal; or (iv) At any time and from time to time, the Administrative Agent shall have the right, on a quarterly basis, to have updated Appraisals prepared, at the Borrower’s sole cost and expense, for up to 25% of the Property included in the Borrowing Base; or (v) From time to time upon at least five (5) Business Days written notice to the Borrower and at the Borrower’s sole cost and expense, the Administrative Agent may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent) in any of the following circumstances: (A) if a material adverse change occurs with respect to such Borrowing Base Property, including, without limitation, a major casualty at such Property that is not substantially covered by insurance, a material condemnation of any part of such Property, or a material change in the environmental condition of such Property; or (B) if necessary in order to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender. (vi) At any time and from time to time when an Event of Default exists, the Administrative Agent may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s expense; or (vii) At any time and from time to time, the Requisite Lenders may redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the sole cost and expense of the Lenders, with each Lender agreeing to pay to Agent such Lender’s Pro Rata Share of such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and the appraisers act reasonably to cause such Appraisals to be completed.

Frequency of Appraisals. Appraisals The Appraised Value of a Property included (or to be included) in calculations of the Borrowing Base Property shall be conducted, and the Appraised Value of Borrowing Base Property shall be determined or redetermined, as applicable, under each of the following circumstances: (a) in In connection with the acceptance of a Property into the Borrowing Base, the Appraised Value of as a Borrowing Base Property the Agent will be determined based on determine the Appraisal obtained, at the Borrower’s sole cost and expense, pursuant to Appraised Value thereof as provided in Section 8.154.1.; or (b) to the extent the initial Appraisal for a Borrowing Base Property does not include values for each Property type, then in connection with a Borrower request to re-designate a Borrowing Base Property from one Collateral Category to another (e.g., from Lots Under Development to Finished Lots), Administrative Agent, at the Borrower’s sole cost and expense, will re-determine the Appraised Value based on a new Appraisal thereof; or (c) at any time and from time to time, the Administrative Agent shall have the right to have a new Appraisal prepared, at the Borrower’s expense, for any Property included in the Borrowing Base, whose most recent Appraisal is dated more than eighteen (18) months prior to the date of the most recent Borrowing Base (or such lesser time, to the extent required by internal policies of the Administrative Agent); or (d) [intentionally deleted]; or (e) from From time to time upon at least five (5) 5 Business Days written notice to the Borrower and at the Borrower’s sole cost and 's expense, the Administrative Agent may (and shall at the direction of the Requisite Lenders) redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent) in any either of the following circumstances: (i) if a material adverse change occurs with respect to such a Borrowing Base Property, including, without limitation, a material deterioration in the Net Operating Income of such Borrowing Base Property, a major casualty at such Borrowing Base Property that is not substantially fully covered by insurance, a material condemnation of any part of such Borrowing Base Property, a material adverse change in the market conditions affecting such Borrowing Base Property or a material change decrease in the environmental condition leasing level of such Borrowing Base Property; or (ii) if necessary in order for the Agent or any Lender to comply with FIRREA or other Applicable Law relating to the Administrative Agent or any Lender, or to comply with Administrative Agent’s internal policies with respect to AppraisalsLaw; or (fc) at At any time and from time to time when an Event but no more than once during any period of Default existstwo years, the Administrative Agent may, in its own discretion, may (and shall, upon shall at the request written direction of the Requisite Lenders, ) redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the Borrower’s 's expense; or (gd) at At any time and from time to time, the Agent may (and shall at the written direction of the Requisite Lenders may Lenders) redetermine the Appraised Value of a Borrowing Base Property (based on a new Appraisal obtained by the Administrative Agent), all at the Lenders' expense if such redetermination is consented to by the Requisite Lenders (otherwise, such Appraisal shall be at the expense of the Lenders so consenting); or (e) At any time and from time to time, upon the written request of the Borrower and at the Borrower's sole cost and expense expense, the Agent will redetermine the Appraised Value of a Borrowing Base Property (based upon a new Appraisal obtained by the LendersAgent). At any time an Appraisal is obtained pursuant to subsections (b), with each Lender agreeing to pay (c), (d) and (e) above, the Borrower shall promptly deliver to the Administrative Agent a Borrowing Base Certificate which reflects the new Appraised Value for each such Xxxxxx’s Revolving Commitment Percentage of Borrowing Base Property determined with respect to any such costs and expenses. The Borrower shall, at all times, cooperate with the Administrative Agent and the appraisers to cause such Appraisals to be completedAppraisal.