Common use of Reconveyances Clause in Contracts

Reconveyances. Upon request of the Borrower to obtain the release and reconveyance of the RIF I - Xxx Xxxxxx Mortgage, the RIF I - Xxxxx Road Mortgage, the RIF I - Oxnard Mortgage, the RIF I - Walnut Mortgage, the RIF II - Kaiser Mortgage or the RIF III - Irwindale Mortgage to be designated and described at the time of request (the Property to be conveyed being referred to herein as the “Release Parcel”), Lender will grant such release and execute and deliver to Borrower, with respect to the Release Parcel, a Deed of Reconveyance and modifications to the financing statements in connection with the Loan, provided the following conditions are met: (a) Borrower provides, and Lender will have approved, in its reasonable discretion, any easements, reciprocal easement agreements, covenants, conditions and restrictions or any modification to existing easements, reciprocal easement agreements, covenants, conditions and restrictions or other documents or agreements necessitated by the release for the use, maintenance and operation of the Release Parcel and the remaining portion of the Property which burden or benefit the Release Parcel or the remainder of the Property; (b) not less than 30 days prior to the proposed date of the reconveyance, Borrower deliver to Lender a notice setting forth (i) the identity of the Release Parcel, (ii) the date of the reconveyance; (iii) the name of the proposed transferee or proposed lender; and (iv) any other information reasonably necessary for Lender to analyze the terms of the reconveyance. The notice will be accompanied by a copy of the documents effecting the transfer of the Release Parcel (c) on the date Borrower delivers to Lender notice of the proposed reconveyance and on the date of the reconveyance, there is no Default or Event of Default under the Loan Documents on either the notice date or the release date; (d) Borrower delivers to Lender evidence satisfactory to Lender that Borrower have complied with any applicable requirements of easements, covenants conditions and restrictions affecting the Property or the leases applicable to the reconveyance, that the reconveyance does not violate any of the provisions thereof and, to the extent necessary to comply therewith or the leases, that the transferee has assumed all of Borrower’s obligations relating to the Release Parcel thereunder; (e) Borrower delivers to Lender an endorsement to Lender’s title insurance policy or policies satisfactory to Lender that (i) extends the effective date of the policy to the effective date of the reconveyance; (ii) confirms no change in the priority of the Mortgages on the balance of the Property or in the amount of coverage; (iii) consents to the reconveyance; (iv) waives any defense resulting from the reconveyance; (v) to the extent of the value of the Release Parcel, waives any right of subrogation; and (vi) confirms that the Release Parcel and the balance of the Property constitute a separate tax lot; (f) not less than ten (10) days prior to the date of the reconveyance, Borrower deliver to Lender consents to the reconveyance by and estoppels from entities holding liens affecting the Property or holding any other interests in the Property that would be affected by the reconveyance, including parties to any Leases; (g) Borrower deliver to Lender evidence satisfactory to Lender that the Release Parcel and the balance of the Property each separately conforms to and is in compliance with all subdivision laws (as evidenced by the issuance of an endorsement to Lender’s title insurance policy or policies satisfactory to Lender) and the balance of the Property is a self-contained unit, having direct on-site connection to all utilities or via easements acceptable to Lender in its sole discretion and direct access to one or more public streets, all in a location and configuration acceptable to Lender; (h) Borrower pay Lender all of Lender’s reasonable costs and expenses relating to the reconveyance, including Lender’s attorneys’ fees, appraisal fees, engineering fees, title fees and Trustee’s attorneys’ fees; (i) Borrower deliver to Lender copies of the executed documents evidencing the transfer or refinancing of the Release Parcel; (j) Borrower deliver to Lender any other information, approvals and documents reasonably required by Lender relating to the reconveyance; and (k) prior to or concurrently with the reconveyance of the Release Parcel, Lender shall have received a repayment on the Loan in an amount equal to the greatest of (x) the Allocated Loan Amount for such Release Parcel, (y) such amount, as determined by Lender in its sole discretion, as would cause the Debt Service Coverage Ratio (using the definitions set forth in Schedule 8) to equal 1.35 to 1.00 after the reconveyance and after taking into account the paydown required by this subsection, or (z) such amount, as determined by Lender in its sole discretion, as would cause the Loan-to-Value Ratio to equal to sixty-five percent (65%) after taking into account the paydown required by this subsection. “Loan-to-Value Ratio” means the current Net Commitment Amount of the Loan divided by the appraised “As-Is” value of the Property which will remain subject to the lien of the Mortgage following the reconveyance. The appraised “As-Is” value of the Property shall be based upon appraisals prepared by a third-party appraiser acceptable to, and engaged directly by, Lender. Each appraisal shall be satisfactory to Lender in all respects, as reviewed, adjusted and approved by Lender. Upon the reconveyance of a Mortgage pursuant to this Section 2.6, the obligations of the Grantor named therein under the Loan Documents shall terminate as and to the same extent as said obligations would terminate upon the full repayment of the Loan.

Reconveyances. Upon request of the Borrower to obtain the release and reconveyance of the RIF I - Xxx Xxxxxx V – 3360 Mortgage, but not the RIF I - Xxxxx Road Mortgage, the RIF I - Oxnard Mortgage, the RIF I - Walnut Mortgage, the RIF II - Kaiser V – Glendale Mortgage or the RIF III - Irwindale Mortgage to be designated and described at the time of request (the Property to be conveyed being referred to herein as the “Release Parcel”)V – Xxxxxx Mortgage, Lender will grant such release and execute and deliver to Borrower, with respect to the Release ParcelRIF V – 3360 Property, a Deed of Reconveyance and modifications to a termination of the financing statements statement filed with respect to RIF V – 3360 in connection with the Loan, provided the following conditions are met: (a) Borrower provides, and Lender will have approved, in its reasonable discretion, any easements, reciprocal easement agreements, covenants, conditions and restrictions or any modification to existing easements, reciprocal easement agreements, covenants, conditions and restrictions or other documents or agreements necessitated by the release for the use, maintenance and operation of the Release Parcel RIF V – 3360 Property and the remaining portion of the Property which burden or benefit the Release Parcel or the remainder of the Property; (b) not less than 30 days prior to the proposed date of the reconveyance, Borrower deliver to Lender a notice setting forth (i) the identity of the Release Parcel, (ii) the date of the reconveyance; (iiiii) the name of the proposed transferee or proposed lender; and (iviii) any other information reasonably necessary for Lender to analyze the terms of the reconveyance. The notice will be accompanied by a copy of the documents effecting the transfer of the Release ParcelRIF V – 3360 Property; (c) on the date Borrower delivers to Lender notice of the proposed reconveyance and on the date of the reconveyance, there is no Default or Event of Default under the Loan Documents on either the notice date or the release date; (d) Borrower delivers to Lender evidence satisfactory to Lender that Borrower have complied with any applicable requirements of easements, covenants conditions and restrictions affecting the Property or the leases applicable to the reconveyance, that the reconveyance does not violate any of the provisions thereof and, to the extent necessary to comply therewith or the leases, that the transferee has assumed all of Borrower’s obligations relating to the Release Parcel RIF V – 3360 Property thereunder; (e) Borrower delivers to Lender an endorsement to Lender’s title insurance policy or policies satisfactory to Lender that (i) extends the effective date of the policy to the effective date of the reconveyance; (ii) confirms no change in the priority of the Mortgages this Mortgage on the balance of the Property or in the amount of coverage; (iii) consents to the reconveyance; (iv) waives any defense resulting from the reconveyance; (v) to the extent of the value of the Release ParcelRIF V – 3360 Property, waives any right of subrogation; and (vi) confirms that the Release Parcel RIF V – 3360 Property and the balance of the Property constitute a separate tax lot; (f) not less than ten (10) days prior to the date of the reconveyance, Borrower deliver to Lender consents to the reconveyance by and estoppels from entities holding liens affecting the Property or holding any other interests in the Property that would be affected by the reconveyance, including parties to any Leases; (g) Borrower deliver to Lender evidence satisfactory to Lender that the Release Parcel RIF V – 3360 Property and the balance of the Property each separately conforms to and is in compliance with all subdivision laws (as evidenced by the issuance of an endorsement to Lender’s title insurance policy or policies satisfactory to Lender) and the balance of the Property is a self-contained unit, having direct on-site connection to all utilities or via easements acceptable to Lender in its sole discretion and direct access to one or more public streets, all in a location and configuration acceptable to Lender; (h) Borrower pay Lender all of Lender’s reasonable costs and expenses relating to the reconveyance, including Lender’s attorneys’ fees, appraisal fees, engineering fees, title fees and Trustee’s attorneys’ fees; (i) Borrower deliver to Lender copies of the executed documents evidencing the transfer or refinancing of the Release ParcelRIF V – 3360 Property; (j) Borrower deliver to Lender any other information, approvals and documents reasonably required by Lender relating to the reconveyance; and (k) prior to or concurrently with the reconveyance of the Release ParcelRIF V – 3360 Property, Lender shall have received a repayment on the Loan in an amount equal to the greatest greater of (x) the Allocated Loan Amount for such Release ParcelTwo Million Six Hundred Thousand and No/100 Dollars ($2,600,000.00), or (y) such amount, as determined by Lender in its sole discretion, as would cause the Debt Service Coverage Ratio (using the definitions set forth in Schedule 8) to equal 1.35 1.20 to 1.00 after the reconveyance and after taking into account the paydown required by this subsection, or (z) such amount, as determined by Lender in its sole discretion, as would cause the Loan-to-Value Ratio to equal to sixty-five percent (65%) after taking into account the paydown required by this subsection. “Loan-to-Value Ratio” means the current Net Commitment Amount of the Loan divided by the appraised “As-Is” value of the Property which will remain subject to the lien of the Mortgage following the reconveyance. The appraised “As-Is” value of the Property shall be based upon appraisals prepared by a third-party appraiser acceptable to, and engaged directly by, Lender. Each appraisal shall be satisfactory to Lender in all respects, as reviewed, adjusted and approved by Lender. Upon the reconveyance of a the RIF V – 3360 Mortgage pursuant to this Section 2.6, the obligations of the Grantor named therein RIF V – 3360 under the Loan Documents shall terminate as and to the same extent as said obligations would terminate upon the full repayment of the Loan.

Reconveyances. Upon request At Borrower's request, Bank shall issue a partial release of the Borrower to obtain the release and reconveyance of the RIF I - Xxx Xxxxxx MortgageZoned Land, the RIF I - Xxxxx Road Mortgage, the RIF I - Oxnard Mortgage, the RIF I - Walnut Mortgage, the RIF II - Kaiser Mortgage A&D Land (or the RIF III - Irwindale Mortgage to be designated and described at the time of request (the Property to be conveyed being referred to herein as the “Release Parcel”Lots), Lender will grant such release and execute and deliver to Borrower, with respect to the Release Parcela Residential Unit, a Model, or a Recreational Facility encumbered by the Deed of Reconveyance and modifications to the financing statements in connection with the LoanTrust, provided so long as all of the following conditions are met: (a) Borrower providessatisfied at the time of, and Lender will have approvedwith respect to, in its reasonable discretion, any easements, reciprocal easement agreements, covenants, conditions and restrictions or any modification to existing easements, reciprocal easement agreements, covenants, conditions and restrictions or other documents or agreements necessitated by the release for the use, maintenance and operation of the Release Parcel and the remaining portion of the Property which burden or benefit the Release Parcel or the remainder of the Property; (b) not less than 30 days prior to the proposed date of the reconveyance, Borrower deliver to Lender a notice setting forth (i) the identity of the Release Parcel, (ii) the date of the reconveyance; (iii) the name of the proposed transferee or proposed lender; and (iv) any other information reasonably necessary for Lender to analyze the terms of the reconveyance. The notice will be accompanied by a copy of the documents effecting the transfer of the Release Parcel (c) on the date Borrower delivers to Lender notice of the proposed reconveyance and on the date of the reconveyance, there is no Default or Event of Default under the Loan Documents on either the notice date or the release date; (d) Borrower delivers to Lender evidence satisfactory to Lender that Borrower have complied with any applicable requirements of easements, covenants conditions and restrictions affecting the Property or the leases applicable to the reconveyance, that the reconveyance does not violate any of the provisions thereof and, to the extent necessary to comply therewith or the leases, that the transferee has assumed all of Borrower’s obligations relating to the Release Parcel thereunder; (e) Borrower delivers to Lender an endorsement to Lender’s title insurance policy or policies satisfactory to Lender that (i) extends the effective date of the policy to the effective date of the reconveyance; (ii) confirms no change in the priority of the Mortgages on the balance of the Property or in the amount of coverage; (iii) consents to the reconveyance; (iv) waives any defense resulting from the reconveyance; (v) to the extent of the value of the Release Parcel, waives any right of subrogation; and (vi) confirms that the Release Parcel and the balance of the Property constitute a separate tax lot; (f) not less than ten (10) days prior to the date of the reconveyance, Borrower deliver to Lender consents to the reconveyance by and estoppels from entities holding liens affecting the Property or holding any other interests in the Property that would be affected by the reconveyance, including parties to any Leases; (g) Borrower deliver to Lender evidence satisfactory to Lender that the Release Parcel and the balance of the Property each separately conforms to and is in compliance with all subdivision laws (as evidenced by the issuance of an endorsement to Lender’s title insurance policy or policies satisfactory to Lender) and the balance of the Property is a self-contained unit, having direct on-site connection to all utilities or via easements acceptable to Lender in its sole discretion and direct access to one or more public streets, all in a location and configuration acceptable to Lender; (h) Borrower pay Lender all of Lender’s reasonable costs and expenses relating to the reconveyance, including Lender’s attorneys’ fees, appraisal fees, engineering fees, title fees and Trustee’s attorneys’ fees;such partial release: (i) Borrower deliver to Lender copies No Event of Default has occurred and is continuing, and no event has occurred that with notice or the executed documents evidencing the transfer or refinancing passage of the Release Parceltime could become an Event of Default; (jii) Borrower deliver The Allocation(s) pertaining to Lender the Land requested to be released is "in balance"; (iii) Bank has been paid, in immediately available funds, the costs of preparing and delivering the partial release and any other informationsums then due and payable under the Loan Documents; (iv) Bank has been paid, approvals in immediately available funds, a release price for the Land to be released, to be applied to reduce the outstanding principal balance of the applicable Allocation, which release price shall equal the outstanding principal balance of the Allocation attributable to such Zoned Land, A&D Land (or Lots), Residential Unit, Model, or Recreational Facility to be released; PROVIDED, HOWEVER: (A) so long as (1) the Revolving Line has "Sufficient Work In Place," and documents reasonably required by Lender relating to (2) the reconveyanceRevolving Line Maturity Date has not occurred, Bank shall release Residential Units from the lien of the Deed of Trust without payment from Borrower; and (k1) prior at any time the Revolving Line has "Insufficient Work In Place", or (2) at all times after the Revolving Line Maturity Date (notwithstanding the accommodation period of Section 1.17(b)), Bank reserves the right to or concurrently with collect a release price upon the reconveyance release of any Residential Unit in the Release Parcel, Lender shall have received a repayment on the Loan in an amount equal to the greatest greater of (xY) the Allocated Loan Amount for net proceeds received by Borrower from the sale of such Release Parcel, (y) such amount, as determined by Lender in its sole discretion, as would cause the Debt Service Coverage Ratio (using the definitions set forth in Schedule 8) to equal 1.35 to 1.00 after the reconveyance and after taking into account the paydown required by this subsectionResidential Unit, or (z) the outstanding principal balance of the Allocation attributable to such amountResidential Unit. In the event Bank has the right to collect a release price, Bank may collect same (at its option) by reducing the amount of such release price from any disbursement to be made to Borrower. (v) All escrow, closing and recording costs, as determined by Lender in its sole discretion, well as would cause the Loan-to-Value Ratio to equal to sixty-five percent (65%) after taking into account the paydown cost of any title insurance endorsement required by this subsection. “Loan-to-Value Ratio” means the current Net Commitment Amount of the Loan divided by the appraised “As-Is” value of the Property which will remain Bank, have been paid at no expense to Bank. (vi) For Residential Unit or Models (subject to Section 3.7 below), same is subject to a sale to a third party, (vii) For Zoned Land and A&D Land, Borrower no longer desires to have such Land part of an approved Allocation or improved with Improvements and such Land is not necessary for the lien ownership and/or development of the Mortgage following the reconveyanceany other Land or Improvements; and (viii) For Recreational Facilities, Section 3.8 below is satisfied. The appraised “As-Is” value Bank shall have no obligation to release any Property from a Deed of the Property Trust, or to deposit any instrument or notice in any escrow for any such release, unless Borrower has up to that time fully performed all of its obligations under this Master Agreement and all Loan Documents. If Bank accepts any payment or issues any partial release, that shall be based upon appraisals prepared by a third-party appraiser acceptable to, and engaged directly by, Lender. Each appraisal shall be satisfactory not affect Borrower's obligation to Lender in repay all respects, as reviewed, adjusted and approved by Lender. Upon the reconveyance of a Mortgage pursuant to this Section 2.6, the obligations of the Grantor named therein amounts which are owing under the Loan Documents shall terminate as and to the same extent as said obligations would terminate upon the full repayment Documents. If Bank does not require satisfaction of all of the Loanconditions described above before releasing any Property, that alone shall not be a waiver of such conditions, and Bank reserves the right to require their satisfaction in full before releasing any further Property from the Deed of Trust.