SUBDIVISION AND RELEASE Clause Samples

SUBDIVISION AND RELEASE. (a) On or before June 30, 2009, Borrower will have caused the Mortgagor to have (i) obtained all final, non-appealable approvals of all applicable Governmental Authorities necessary to cause the Land to be lawfully subdivided into separate and conforming legal lots comprised of the Commercial Tract and the Residential Tract, substantially as reflected on the proposed subdivision map (a copy of which is attached as Exhibit A-1 to the Senior Loan Agreement); (ii) recorded (or cause to have been recorded) within the applicable real property records of C▇▇▇▇ County, Nevada the final subdivision map as so approved by all applicable Governmental Authorities (the “Final Map”); and (iii) caused the Title Insurer to have issued an endorsement to the title insurance insuring that, after giving effect to the recordation of the Final Map, the Residential Tract constitutes a separate, legal lot pursuant to applicable laws. If any Governmental Authority conditions approval of the proposed subdivision map on revisions thereto, Lender shall be deemed to have consented to such revisions if and to the extent the Senior Lender consents to such revisions in accordance with the Senior Loan Documents. (b) Lender shall execute and deliver (or shall direct the trustee under the Security Instrument to execute and deliver) a partial release or reconveyance of the lien of the Security Instrument with respect to the Commercial Tract, subject to and conditioned upon the satisfaction of each of the following conditions precedent: (i) The Final Map shall have been recorded in the applicable real property records of C▇▇▇▇ County, Nevada; (ii) The Title Insurer shall have issued an endorsement to the title insurance insuring that the Residential Tract constitutes a separate legal lot in accordance with the requirements of applicable law; (iii) Borrower or Mortgagor shall have prepared and delivered to Lender, a reciprocal easement agreement (and any documents referenced therein or executed therewith), in such form as is approved by the Senior Lender in accordance with the Senior Loan Documents, duly executed by Mortgagor and Commercial Tract Borrower, encumbering the entirety of the Land and establishing non-exclusive, perpetual and reciprocal easements for ingress, egress, access and public utilities over and across the Land (the “REA”); and (iv) Borrower shall have reimbursed Lender for its out-of-pocket expenses incurred in connection with such partial release. (c) Lender agrees to exe...