Common use of Partial Project Releases Clause in Contracts

Partial Project Releases. Provided that no Event of Default exists (unless the matter giving rise to such Event of Default can be cured by effectuating a Partial Project Release), Borrower may obtain the release of a Partial Project Release Parcel listed on Schedule 2.12 attached hereto (a “Partial Project Release”) from the lien of the Mortgage thereon (and other related Loan Documents) and the release of the applicable Borrower’s obligations under the Loan Documents with respect to such Partial Project Release Parcel (other than those expressly stated to survive) in connection with (and at the time of) the conveyance of such Partial Project Release Parcel(s) pursuant to an arm’s length transaction with a Person that is not an Affiliate of Borrower or Guarantor, upon the satisfaction of each of the following conditions: (a) The amount of the Principal Balance to be prepaid in accordance with the terms hereof shall not be less than the Partial Release Price for the applicable a Partial Project Release Parcel or group of a Partial Project Release Parcels and any such prepayment shall be in accordance with Section 2.3(d), including, without limitation, payment of any applicable Prepayment Fee; (b) The aggregate amount of the Principal Balance to be prepaid in connection with all Project Releases and all Partial Project Releases shall not exceed $36,000,000.00; (c) Borrower shall provide Lender with at least thirty (30) days but no more than one hundred eighty (180) days prior written notice of Xxxxxxxx’s request to obtain a release of such a Partial Project Release Parcel (a “Partial Release Date”); (d) Xxxxxx shall have determined that the Debt Yield, after giving effect to such Partial Project Release, would be no less than the greater of (i) the Debt Yield for all Projects (including the a Partial Project Release Parcel being released) immediately prior to such Partial Project Release and (ii) ten percent (10.00%); (e) Lender shall have received a new Appraisal of the proposed Partial Project Release Parcel(s); and (f) Lender shall have received payment of all of Lender’s reasonable out-of-pocket costs and expenses, including appraisal costs and reasonable attorney’s fees and disbursements incurred in connection with such Partial Project Release and the preparation, review and approval of the documents and information required to be delivered in connection therewith. It is understood and agreed that no Partial Project Release shall impair or otherwise adversely affect the Liens or other rights of Lender under the Loan Documents not being released (or as to parties to the Loan Documents and the Projects other than the affected Partial Project Release Parcel(s) and the Borrower subject of such Partial Project Release).

Partial Project Releases. Provided that no Event of Default exists (unless the matter giving rise to such Event of Default can be cured by effectuating a Partial Project Release), Borrower may obtain the release of a Partial Project Release Parcel listed on Schedule 2.12 attached hereto (a “Partial Project Release”) from the lien of the Mortgage thereon (and other related Loan Documents) and the release of the applicable Borrower’s obligations under the Loan Documents with respect to such Partial Project Release Parcel (other than those expressly stated to survive) in connection with (and at the time of) the conveyance of such Partial Project Release Parcel(s) pursuant to an arm’s length transaction with a Person that is not an Affiliate of Borrower or Guarantor, upon the satisfaction of each of the following conditions: (a) The amount of the Principal Balance to be prepaid in accordance with the terms hereof shall not be less than the Partial Release Price for the applicable a Partial Project Release Parcel or group of a Partial Project Release Parcels and any such prepayment shall be in accordance with Section 2.3(d), including, without limitation, payment of any applicable Prepayment Fee; (b) The aggregate amount of the Principal Balance to be prepaid in connection with all Project Releases and all Partial Project Releases shall not exceed $36,000,000.0019,500,000.00; (c) Borrower shall provide Lender with at least thirty (30) days but no more than one hundred eighty (180) days prior written notice of Xxxxxxxx’s request to obtain a release of such a Partial Project Release Parcel (a “Partial Release Date”); (d) Xxxxxx shall have determined that the Debt Yield, after giving effect to such Partial Project Release, would be no less than the greater of (i) the Debt Yield for all Projects (including the a Partial Project Release Parcel being released) immediately prior to such Partial Project Release and (ii) ten percent (10.00%); (e) Lender shall have received a new Appraisal of the proposed Partial Project Release Parcel(s); andand US_ACTIVE\123288794\V-8 (f) Lender shall have received payment of all of Lender’s reasonable out-of-pocket costs and expenses, including appraisal costs and reasonable attorney’s fees and disbursements incurred in connection with such Partial Project Release and the preparation, review and approval of the documents and information required to be delivered in connection therewith. It is understood and agreed that no Partial Project Release shall impair or otherwise adversely affect the Liens or other rights of Lender under the Loan Documents not being released (or as to parties to the Loan Documents and the Projects other than the affected Partial Project Release Parcel(s) and the Borrower subject of such Partial Project Release).

Partial Project Releases. Provided that no Event of Default exists (unless the matter giving rise to such Event of Default can be cured by effectuating a Partial Project Release), Borrower may obtain the release of a Partial Project Release Parcel listed on Schedule 2.12 attached hereto (a “Partial Project Release”) from the lien of the Mortgage thereon (and other related Loan Documents) and the release of the applicable Borrower’s obligations under the Loan Documents with respect to such Partial Project Release Parcel (other than those expressly stated to survive) in connection with (and at the time of) the conveyance of such Partial Project Release Parcel(s) pursuant to an arm’s length transaction with a Person that is not an Affiliate of Borrower or Guarantor, upon the satisfaction of each of the following conditions: (a) The amount of the Principal Balance to be prepaid in accordance with the terms hereof shall not be less than the Partial Release Price for the applicable a Partial Project Release Parcel or group of a Partial Project Release Parcels and any such prepayment shall be in accordance with Section 2.3(d), including, without limitation, payment of any applicable Prepayment Fee; (b) The aggregate amount of the Principal Balance to be prepaid in connection with all Project Releases and all Partial Project Releases shall not exceed $36,000,000.0025,000,000.00; (c) Borrower shall provide Lender with at least thirty (30) days but no more than one hundred eighty (180) days prior written notice of XxxxxxxxBorrower’s request to obtain a release of such a Partial Project Release Parcel (a “Partial Release Date”); (d) Xxxxxx Lender shall have determined that the Debt Yield, after giving effect to such Partial Project Release, would be no less than the greater of (i) the Debt Yield for all Projects (including the a Partial Project Release Parcel being released) immediately prior to such Partial Project Release and (ii) ten nine and one-half of one percent (10.009.50%); (e) Lender shall have received a new Appraisal of the proposed Partial Project Release Parcel(s); and (f) Lender shall have received payment of all of Lender’s reasonable out-of-pocket costs and expenses, including appraisal costs and reasonable attorney’s fees and disbursements incurred in connection with such Partial Project Release and the preparation, review and approval of the documents and information required to be delivered in connection therewith. It is understood and agreed that no Partial Project Release shall impair or otherwise adversely affect the Liens or other rights of Lender under the Loan Documents not being released (or as to parties to the Loan Documents and the Projects other than the affected Partial Project Release Parcel(s) and the Borrower subject of such Partial Project Release).