BXG RECEIVABLES NOTE TRUST 2008-A, as Issuer BLUEGREEN CORPORATION, as Servicer VACATION TRUST, INC., as Club Trustee CONCORD SERVICING CORPORATION, as Backup Servicer and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee, Paying Agent and CustodianIndenture • May 9th, 2008 • Bluegreen Corp • Real estate agents & managers (for others) • New York
This INDENTURE, dated as of March 15, 2008 (this “Indenture”), is among BXG RECEIVABLES NOTE TRUST 2008-A, a statutory trust formed under the laws of the State of Delaware, as issuer (the “Issuer”), BLUEGREEN CORPORATION (“Bluegreen”), a Massachusetts corporation, in its capacity as servicer (the “Servicer”), VACATION TRUST, INC., a Florida corporation, as trustee under the Club Trust Agreement (the “Club Trustee”), CONCORD SERVICING CORPORATION, an Arizona corporation, as backup servicer (the “Backup Servicer”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as indenture trustee (the “Indenture Trustee”), paying agent (the “Paying Agent”) and as custodian (the “Custodian”).
TRANSFER AGREEMENTTransfer Agreement • May 9th, 2008 • Bluegreen Corp • Real estate agents & managers (for others) • New York
In 2005, the State of Tennessee Audit Division (the “Division”) audited certain subsidiaries within Bluegreen Resorts for the period from December 1, 2001 through December 31, 2004. On September 23, 2006, the Division issued a notice of assessment for approximately $652,000 of accommodations tax based on the use of Bluegreen Vacation Club accommodations by Bluegreen Vacation Club members who became members through the purchase of non-Tennessee property. Bluegreen believes the attempt to impose such a tax is contrary to Tennessee law, and intends to vigorously oppose such assessment by the Division. An informal conference was held in early December 2007 to discuss this matter with representatives of the Division. No formal resolution of the issue was reached during the conference and no further action has been initiated yet by the State of Tennessee. There is no assurance that Bluegreen will be successful in contesting the current assessment.
BXG TIMESHARE TRUST I, as Issuer BLUEGREEN CORPORATION, as Servicer VACATION TRUST, INC., as Club Trustee CONCORD SERVICING CORPORATION, as Backup Servicer U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee, Paying Agent and Custodian and BRANCH...Amended and Restated Indenture • May 9th, 2008 • Bluegreen Corp • Real estate agents & managers (for others) • New York
This AMENDED AND RESTATED INDENTURE, dated as of March 1, 2008 (this “Indenture”), is among BXG TIMESHARE TRUST I, a statutory trust formed under the laws of the State of Delaware, as issuer (the “Issuer”), BLUEGREEN CORPORATION (“Bluegreen”), a Massachusetts corporation, in its capacity as servicer (the “Servicer”), VACATION TRUST, INC., a Florida corporation, as trustee under the Club Trust Agreement (the “Club Trustee”), CONCORD SERVICING CORPORATION, an Arizona corporation, as backup servicer (the “Backup Servicer”), U.S. BANK NATIONAL ASSOCIATION, a national banking association, as indenture trustee (the “Indenture Trustee”), paying agent (the “Paying Agent”) and as custodian (the “Custodian”) and BRANCH BANKING AND TRUST COMPANY, a North Carolina corporation, as agent of the Purchasers pursuant to the Note Funding Agreement (the “Agent”) and hereby amends and restates in its entirety that certain indenture, dated as of May 1, 2006 (the “Original Indenture”), among the parties her
MASTER ACQUISITION, DEVELOPMENT AND CONSTRUCTION FACILITY LOAN AND SECURITY AGREEMENT by and among TEXTRON FINANCIAL CORPORATION, BLUEGREEN VACATIONS UNLIMITED, INC., and BLUEGREEN CORPORATION As of April 9, 2008Loan and Security Agreement • May 9th, 2008 • Bluegreen Corp • Real estate agents & managers (for others) • Rhode Island
THIS MASTER ACQUISITION, DEVELOPMENT AND CONSTRUCTION FACILITY LOAN AND SECURITY AGREEMENT (the “Agreement”) is made effective as of April 9, 2008 by and among TEXTRON FINANCIAL CORPORATION, a Delaware corporation (“Lender”), BLUEGREEN VACATIONS UNLIMITED, INC., a Florida corporation (collectively, “Borrower”), and BLUEGREEN CORPORATION, a Massachusetts corporation (“Guarantor” or “Bluegreen”).
PURCHASE AND CONTRIBUTION AGREEMENTPurchase and Contribution Agreement • May 9th, 2008 • Bluegreen Corp • Real estate agents & managers (for others) • New York
In 2005, the State of Tennessee Audit Division (the “Division”) audited certain subsidiaries within Bluegreen Resorts for the period from December 1, 2001 through December 31, 2004. On September 23, 2006, the Division issued a notice of assessment for approximately $652,000 of accommodations tax based on the use of Bluegreen Vacation Club accommodations by Bluegreen Vacation Club members who became members through the purchase of non-Tennessee property. Bluegreen believes the attempt to impose such a tax is contrary to Tennessee law, and intends to vigorously oppose such assessment by the Division. An informal conference was held in early December 2007 to discuss this matter with representatives of the Division. No formal resolution of the issue was reached during the conference and no further action has been initiated yet by the State of Tennessee. There is no assurance that Bluegreen will be successful in contesting the current assessment.
SALE AGREEMENTSale Agreement • May 9th, 2008 • Bluegreen Corp • Real estate agents & managers (for others) • New York
