Common use of Release of Excess Land Clause in Contracts

Release of Excess Land. If at any time after the Closing the parcel of land included in the Premises referred to as Store No. 809, located at 4601 N. A St., Midland, Texas ("809 Premises") is subdivided or replxxxxx xx xxxxxx xxx xxxxxxxx parcels (the "Lot Split"), then the portion of the land not improved for use in and necessary for the conduct of the Permitted Concept at the 809 Premises (the "Excess Land"), shall be released from the lien of Lender, evidenced by the Mortgage on the 809 Premises, provided that the following conditions are satisfied: (i) Borrower shall have requested such release in writing and provided evidence that the Lot Split has been accomplished in accordance with all applicable laws, ordinances and regulations; (ii) The 809 Premises without consideration of the Excess Land (the "Store Parcel") shall have legal ingress and egress to and from adjoining public streets necessary for the successful operation of a Permitted Concept, as determined by Lender in its reasonable discretion; (iii) Lender shall have received a copy of the plat or other instrument creating the Lot Split, and if deemed necessary by Lender, Lender shall have received a revised TLTA or ALTA equivalent survey of the Store Parcel, certified to Lender, setting forth, without limitation, the location of all plottable easements, known encumbrances and points of access; (iv) The Store Parcel shall constitute a separate tax parcel; (v) The Store Parcel and improvements located thereon shall comply in all respects to the applicable zoning ordinance then in effect; (vi) The Store Parcel shall have adequate utility service, with existing utilities entering through public streets or established easements; SCS Finance II, L.P. Mortgage Loan (vii) Lender shall have received any endorsement to the title policy in effect for the 809 Premises as Lender deems necessary to insure that the priority of the lien on the Store Parcel remains unaffected by the Lot Split and the release of the Excess Land, in a form reasonably acceptable to Lender; (viii) Borrower shall have entered into reciprocal easements to insure that ingress and egress is provided as necessary between the Excess Land and the Store Parcel; (ix) The Store Parcel shall be sufficient for the operation of a Permitted Concept and shall operate as a Permitted Concept; (x) The Personal Property shall be located entirely on the Store Parcel; and (xi) Borrower shall have paid to Lender any reasonable costs incurred by Lender in connection with the Lot Split and/or the release of the Excess Land, including, without limitation, recording fees, reasonable inspection fees and reasonable attorney's fees. Upon satisfaction of the foregoing requirements Lender shall execute and deliver to Borrower a partial release of the applicable Mortgage, releasing the Excess Land from the lien of the applicable Mortgage, in form and substance satisfactory to Lender, which Borrower shall cause to be recorded in the applicable public records.

Release of Excess Land. If In the event that Borrower wishes to develop an additional building on a portion of the Excess Land containing not more than 91,000 rentable square feet (the "ADDITIONAL DEVELOPMENT") at any time after prior to the Closing the parcel of land included in the Premises referred to as Store No. 809Maturity Date, located at 4601 N. A St., Midland, Texas ("809 Premises") is subdivided or replxxxxx xx xxxxxx xxx xxxxxxxx parcels then Borrower shall deliver written notice (the "Lot SplitADDITIONAL DEVELOPMENT NOTICE") to Lender which shall include the following: (i) a statement of Borrower's intent to construct the Additional Development, (ii) a statement of Borrower's belief that the Release Conditions (defined below) have been satisfied, and (iii) a copy of the Appraisal (defined below). During the thirty (30)-day period following Lender's receipt of the Additional Development Notice, Lender and Borrower shall negotiate in good faith to arrange construction and/or permanent financing with respect to the Additional Development. During such thirty (30)-day period, Borrower shall negotiate exclusively and in good faith with Lender with respect to said financing. If Borrower and Lender are unable to agree upon terms with respect to such construction and/or permanent financing within the aforementioned thirty (30)-day period, then upon written notice to Lender, Borrower may pursue the portion arrangement of construction and/or permanent financing with respect to the land not improved for use in and necessary Additional Development from a third party lender. Simultaneously with the closing for the conduct of construction and/or permanent financing with respect to the Permitted Concept at the 809 Premises (the "Excess Land"), shall be released from the lien of Lender, evidenced by the Mortgage on the 809 PremisesAdditional Development, provided that the following conditions are satisfied: Release Conditions have been satisfied and Lender has received the Excess Land Principal Reduction Amount (i) defined below), Lender shall release the Excess Land from the Liens created in favor of Lender pursuant to the Loan Documents and amend the Loan Documents to exclude the Excess Land from the Mortgaged Property. Simultaneously with, and in consideration of, Lender's release of the Excess Land from the Liens created in favor of Lender pursuant to the Loan Documents, Borrower shall have requested such release in writing and provided evidence that pay to Lender an amount equal to the Lot Split has been accomplished in accordance with all applicable laws, ordinances and regulations; sum of (iiA) The 809 Premises without consideration the Fair Market Value (as defined below) of the Excess Land ("EXCESS LAND PRINCIPAL REDUCTION AMOUNT"), which payment shall be used to reduce the "Store Parcel") shall have legal ingress and egress to and from adjoining public streets necessary for the successful operation of a Permitted Concept, as determined by Lender in its reasonable discretion; (iii) Lender shall have received a copy then outstanding principal balance of the plat or other instrument creating the Lot SplitLoan, and if deemed necessary by Lender, Lender shall have received (B) the Prepayment Premium payable as a revised TLTA or ALTA equivalent survey result of the Store Parcel, certified to Lender, setting forth, without limitation, the location of all plottable easements, known encumbrances and points of access; (iv) The Store Parcel shall constitute a separate tax parcel; (v) The Store Parcel and improvements located thereon shall comply in all respects to the applicable zoning ordinance then in effect; (vi) The Store Parcel shall have adequate utility service, with existing utilities entering through public streets or established easements; SCS Finance II, L.P. Mortgage Loan (vii) Lender shall have received any endorsement to the title policy in effect for the 809 Premises as Lender deems necessary to insure that the priority partial prepayment of the lien on the Store Parcel remains unaffected Loan by the Lot Split and the release Borrower's delivery of the Excess Land, in a form reasonably acceptable Land Principal Reduction Amount to Lender; (viii) Borrower shall have entered into reciprocal easements to insure that ingress and egress is provided as necessary between the Excess Land and the Store Parcel; (ix) The Store Parcel shall be sufficient for the operation of a Permitted Concept and shall operate as a Permitted Concept; (x) The Personal Property shall be located entirely on the Store Parcel; and (xi) Borrower shall have paid to Lender any reasonable costs incurred by Lender in connection with the Lot Split and/or the release of the Excess Land, including, without limitation, recording fees, reasonable inspection fees and reasonable attorney's fees. Upon satisfaction of the foregoing requirements Lender shall execute and deliver to Borrower a partial release of the applicable Mortgage, releasing the Excess Land from the lien of the applicable Mortgage, in form and substance satisfactory to Lender, which Borrower shall cause to be recorded in the applicable public records.

Release of Excess Land. If at any time after the Closing the parcel of land included in the Premises referred to as Store No. 809647, located at 4601 N. A St.000 X. Xxxxxx Drive, MidlandEl Paso, Texas ("809 647 Premises") is subdivided or replxxxxx xx xxxxxx xxx xxxxxxxx replatted to create two separate parcels (the "Lot Split"), then the portion of the land not improved for use in and necessary for the conduct of the Permitted Concept at the 809 647 Premises (the "Excess Land"), shall be released from the lien of Lender, evidenced by the Mortgage on the 809 647 Premises, provided that the following conditions are satisfied: (i) Borrower shall have requested such release in writing and provided evidence that the Lot Split has been accomplished in accordance with all applicable laws, ordinances and regulations; (ii) The 809 647 Premises without consideration of the Excess Land (the "Store Parcel") shall have legal ingress and egress to and from adjoining public streets necessary for the successful operation of a Permitted Concept, as determined by Lender in its reasonable discretion; (iii) Lender shall have received a copy of the plat or other instrument creating the Lot Split, and if deemed necessary by Lender, Lender shall have received a revised TLTA or ALTA equivalent survey of the Store Parcel, certified to Lender, setting forth, without limitation, the location of all plottable easements, known encumbrances and points of access; (iv) The Store Parcel shall constitute a separate tax parcel; (v) The Store Parcel and improvements located thereon shall comply in all respects to the applicable zoning ordinance then in effect; (vi) The Store Parcel shall have adequate utility service, with existing utilities entering through public streets or established easements; SCS Finance III, L.P. Mortgage Loan (vii) Lender shall have received any endorsement to the title policy in effect for the 809 647 Premises as Lender deems necessary to insure that the priority of the lien on the Store Parcel remains unaffected by the Lot Split and the release of the Excess Land, in a form reasonably acceptable to Lender; (viii) Borrower shall have entered into reciprocal easements to insure that ingress and egress is provided as necessary between the Excess Land and the Store Parcel; (ix) The Store Parcel shall be sufficient for the operation of a Permitted Concept and shall operate as a Permitted Concept; (x) The Personal Property shall be located entirely on the Store Parcel; and (xi) Borrower shall have paid to Lender any reasonable costs incurred by Lender in connection with the Lot Split and/or the release of the Excess Land, including, without limitation, recording fees, reasonable inspection fees and reasonable attorney's fees. Upon satisfaction of the foregoing requirements Lender shall execute and deliver to Borrower a partial release of the applicable Mortgage, releasing the Excess Land from the lien of the applicable Mortgage, in form and substance satisfactory to Lender, which Borrower shall cause to be recorded in the applicable public records.

Release of Excess Land. If at any time after (1) As of the Closing Date, the parcel Lessee had not determined the precise location of land included in the Premises referred to as Store No. 809, located at 4601 N. A St., Midland, Texas ("809 Premises") is subdivided or replxxxxx xx xxxxxx xxx xxxxxxxx parcels (the "Lot Split"), then the portion of the Site to be used for the annex building portion of the Facility, and the description of the “annex parcel” in Exhibit A hereto and to the Investment Agreement (the “Original Annex Parcel”) encompasses more land not improved for use in and than is necessary for the conduct intended annex building portion of the Permitted Concept at Facility. At any time during the 809 Premises Construction Term, the Lessee (either as such or as the "Excess Land"), Acquisition/Construction Agent) shall be released from entitled to furnish to the lien of Lender, evidenced by the Mortgage on the 809 Premises, provided that the following conditions are satisfied: Lessor: (i) Borrower shall have requested a legal description of the portion of the Original Annex Parcel which the Lessee has determined will be used as the location of the annex building portion of the Facility and will be adequate for such release in writing use, satisfying all requirements of the Lease and provided evidence that the Lot Split has been accomplished in accordance Operative Documents pertaining to the Facility, and the representations and warranties of the Lessee with all applicable laws, ordinances respect thereto (both as the Lessee and regulations; as the Acquisition/Construction Agent) insofar as such requirements relate to the annex building portion thereof (the “Revised Annex Parcel”); (ii) The 809 Premises without consideration a legal description of the Excess Land portion of the Original Annex Parcel which will not be needed for the annex building (the "Store Parcel"“Excess Annex Land”); (iii) shall have legal ingress an update of the Survey identifying the Revised Annex Parcel and egress the Excess Annex Land; (iv) a proposed form of special warranty deed or deeds pursuant to which the Lessor will release the Excess Annex Land from the Lease and from adjoining public streets the Ground Lease, and transfer the Excess Annex Land to the Lessee free and clear of any Lessor Liens; and (v) a certificate of the Lessee (either as such or as the Acquisition/Construction Agent) to the effect that the Revised Annex Parcel will be adequate for such use, satisfying all requirements of the Lease and the Operative Documents pertaining to the Facility, and the representations and warranties of the Lessee with respect thereto . Upon the Lessor’s reasonable satisfaction with each of the foregoing, the Lessor shall execute and return to the Lessee such deed or deeds, and thereafter, the Excess Annex Land shall not constitute part of the Site or the Facility. (2) As of the Closing Date, the Lessee had not determined the precise location of the portion of the Site to be used for the intended parking deck, and the description of the “parking deck parcel” in Exhibit A hereto and to the Investment Agreement (the “Original Parking Deck Parcel”) encompasses more land than is necessary for the successful operation intended parking deck. At any time during the Construction Term, the Lessee (either as such or as the Acquisition/Construction Agent) shall be entitled to furnish to the Lessor: (i) a legal description of the portion of the Original Parking Deck Parcel which the Lessee has determined will be used as the location of the parking deck portion of the Facility and will be adequate for such use, satisfying all requirements of the Lease and the Operative Documents pertaining to the Facility, and the representations and warranties of the Lessee with respect thereto (both as the Lessee and as the Acquisition/Construction Agent) insofar as such requirements relate to the parking deck portion thereof (the “Revised Parking Deck Parcel”); (ii) a Permitted Concept, as determined by Lender in its reasonable discretion; legal description of the portion of the Original Parking Deck Parcel which will not be needed for the parking deck (the “Excess Parking Land”); (iii) Lender shall have received a copy an update of the plat or other instrument creating Survey identifying the Lot Split, Revised Parking Deck Parcel and if deemed necessary by Lender, Lender shall have received a revised TLTA or ALTA equivalent survey of the Store Parcel, certified to Lender, setting forth, without limitation, the location of all plottable easements, known encumbrances and points of access; Excess Parking Land; (iv) The Store Parcel shall constitute a separate tax parcel; proposed form of special warranty deed or deeds pursuant to which the Lessor will release the Excess Parking Land from the Lease and from the Ground Lease, and transfer the Excess Parking Land to the Lessee free and clear of any Lessor Liens; and (v) The Store Parcel and improvements located thereon shall comply in all respects a certificate of the Lessee (either as such or as the Acquisition/Construction Agent) to the applicable zoning ordinance then in effect; (vi) The Store effect that the Revised Parking Deck Parcel shall have will be adequate utility servicefor such use, with existing utilities entering through public streets or established easements; SCS Finance II, L.P. Mortgage Loan (vii) Lender shall have received any endorsement satisfying all requirements of the Lease and the Operative Documents pertaining to the title policy in effect for Facility, and the 809 Premises as Lender deems necessary to insure that the priority representations and warranties of the lien on Lessee with respect thereto. Upon the Store Parcel remains unaffected by the Lot Split and the release Lessor’s reasonable satisfaction with each of the Excess Landforegoing, in a form reasonably acceptable to Lender; (viii) Borrower shall have entered into reciprocal easements to insure that ingress and egress is provided as necessary between the Excess Land and the Store Parcel; (ix) The Store Parcel shall be sufficient for the operation of a Permitted Concept and shall operate as a Permitted Concept; (x) The Personal Property shall be located entirely on the Store Parcel; and (xi) Borrower shall have paid to Lender any reasonable costs incurred by Lender in connection with the Lot Split and/or the release of the Excess Land, including, without limitation, recording fees, reasonable inspection fees and reasonable attorney's fees. Upon satisfaction of the foregoing requirements Lender Lessor shall execute and deliver return to Borrower a partial release the Lessee such deed or deeds, and thereafter, the Excess Parking Land shall not constitute part of the applicable Mortgage, releasing Site or the Excess Land from the lien of the applicable Mortgage, in form and substance satisfactory to Lender, which Borrower shall cause to be recorded in the applicable public recordsFacility.