REVOLVING CREDIT CONSTRUCTION LOAN AGREEMENTConstruction Loan Agreement |
|
|
You are currently viewing: This Construction Loan Agreement involves
WCI COMMUNITIES INC | BAY COLONY-GATEWAY, INC., | RESORT AT SINGER ISLAND PROPERTIES, INC.,. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here. |
|
|
|
Search Construction Loan Agreement by:
Exhibit 99.1
THIRD CONSOLIDATED, AMENDED AND RESTATED
REVOLVING CREDIT CONSTRUCTION LOAN AGREEMENT
among
WCI COMMUNITIES, INC.,
AS BORROWER,
BAY COLONY-GATEWAY, INC.,
and
RESORT AT SINGER ISLAND PROPERTIES, INC.,
EACH AS A GUARANTOR,
and
WACHOVIA BANK, NATIONAL ASSOCIATION,
AS ADMINISTRATIVE AGENT AND A LENDER,
and
BANK OF AMERICA, N.A., AMSOUTH BANK, SUNTRUST BANK,
BANKUNITED, F.S.B., GUARANTY BANK, U.S. BANK NATIONAL
ASSOCIATION, NATIONAL CITY BANK, KEYBANK, NATIONAL
ASSOCIATION, COMERICA BANK, BRANCH BANKING & TRUST CO.,
AND COLONIAL BANK,
AS LENDERS
and
WACHOVIA CAPITAL MARKETS, LLC, AS CO-LEAD ARRANGER
and
WACHOVIA SECURITIES, LLC, AS SYNDICATION AGENT
and
BANK OF AMERICA CAPITAL MARKETS, LLC, AS CO-LEAD
ARRANGER
Dated as of September 22, 2005
TABLE OF CONTENTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page No. |
|
ARTICLE 1 DEFINITIONS AND RULES OF INTERPRETATION. |
|
11 |
||||
|
|
|
|
|
|||
|
|
|
1.1 |
|
Definitions. |
|
11 |
|
|
|
|
|
|||
|
|
|
1.2 |
|
Rules of Interpretation. |
|
28 |
|
|
|
|
|
|||
|
|
|
1.3 |
|
Accounting Terms. |
|
29 |
|
|
|
|
|
|||
|
|
|
1.4 |
|
Rounding. |
|
29 |
|
|
|
|
|
|||
|
|
|
1.5 |
|
Times of Day. |
|
29 |
|
|
|
|||||
|
ARTICLE 2 AGREEMENT TO MAKE ADVANCES: LIMITATIONS. |
|
30 |
||||
|
|
|
|
|
|||
|
|
|
2.1 |
|
Agreement to Make Advances. |
|
30 |
|
|
|
|
|
|||
|
|
|
2.2 |
|
Loan Amount Project Allocations. |
|
30 |
|
|
|
|
|
|||
|
|
|
2.3 |
|
Unused Fee. |
|
30 |
|
|
|
|
|
|||
|
|
|
2.4 |
|
Increase in Loan Amount. |
|
31 |
|
|
|
|
|
|||
|
|
|
2.5 |
|
Adding Condominium Projects. |
|
32 |
|
|
|
|
|
|||
|
|
|
2.6 |
|
Reduction of Loan Amount. |
|
34 |
|
|
|
|
|
|||
|
|
|
2.7 |
|
Project Budgets. |
|
35 |
|
|
|
|
|
|||
|
|
|
2.8 |
|
Amount of Advances. |
|
35 |
|
|
|
|
|
|||
|
|
|
2.9 |
|
Quality of Work. |
|
35 |
|
|
|
|
|
|||
|
|
|
2.10 |
|
Cost Overruns; Change Orders. |
|
35 |
|
|
|
|
|
|||
|
|
|
2.11 |
|
Contingency Reserves. |
|
36 |
|
|
|
|
|
|||
|
|
|
2.12 |
|
Stored Materials; Deposits. |
|
36 |
|
|
|
|||||
|
ARTICLE 3 MAKING THE ADVANCES. |
|
36 |
||||
|
|
|
|
|
|||
|
|
|
3.1 |
|
Draw Request. |
|
36 |
|
|
|
|
|
|||
|
|
|
3.2 |
|
Notice, Frequency, and Amount of Advances; Effect of Draw Request. |
|
37 |
|
|
|
|
|
|||
|
|
|
3.3 |
|
Deposit of Funds Advanced. |
|
37 |
|
|
|
|
|
|||
|
|
|
3.4 |
|
Advances to Title Insurance Company or to Others. |
|
37 |
|
|
|
|
|
|
|
|
|
|
|
3.5 |
|
Advances Do Not Constitute a Waiver. |
|
38 |
|
|
|
|||||
|
ARTICLE 4 THE NOTES; INTEREST; MATURITY AND PREPAYMENT. |
|
38 |
||||
|
|
|
|
|
|||
|
|
|
4.1 |
|
The Notes. |
|
38 |
|
|
|
|
|
|||
|
|
|
4.2 |
|
The Record. |
|
38 |
|
|
|
|
|
|||
|
|
|
4.3 |
|
Interest on Advances. |
|
38 |
|
|
|
|
|
|||
|
|
|
4.4 |
|
Maturity. |
|
39 |
|
|
|
|
|
|||
|
|
|
4.5 |
|
Repayments. |
|
39 |
|
|
|
|
|
|||
|
|
|
4.6 |
|
Extension of Maturity Date. |
|
39 |
|
|
|
|
|
|||
|
|
|
4.7 |
|
Interest Rate Selection. |
|
40 |
|
|
|
|
|
|||
|
|
|
4.8 |
|
Conversion of Advances. |
|
41 |
|
|
|
|
|
|||
|
|
|
4.9 |
|
Interest Period Selection; Alternative Interest Rates, Etc. |
|
41 |
|
|
|
|
|
|||
|
|
|
4.10 |
|
Illegality. |
|
41 |
|
|
|
|
|
|||
|
|
|
4.11 |
|
Indemnification. |
|
42 |
|
|
|
|
|
|||
|
|
|
4.12 |
|
Late Charge. |
|
42 |
|
|
|
|
|
|||
|
|
|
4.13 |
|
Interest after Default. |
|
42 |
|
|
|
|
|
|||
|
|
|
4.14 |
|
Interest Not to Exceed Maximum Allowable Amounts. |
|
43 |
|
|
|
|
|
|||
|
|
|
4.15 |
|
Unconditional Liability. |
|
43 |
|
|
|
|
|
|||
|
|
|
4.16 |
|
Inability to Determine Rates. |
|
43 |
|
|
|
|||||
|
ARTICLE 5 PAYMENTS AND COMPUTATIONS; CAPITAL ADEQUACY. |
|
44 |
||||
|
|
|
|
|
|||
|
|
|
5.1 |
|
Funds for Payments. |
|
44 |
|
|
|
|
|
|||
|
|
|
5.2 |
|
Computations. |
|
44 |
|
|
|
|
|
|||
|
|
|
5.3 |
|
Additional Costs. |
|
44 |
|
|
|
|
|
|||
|
|
|
5.4 |
|
Capital Adequacy. |
|
45 |
|
|
|
|
|
|||
|
|
|
5.5 |
|
Reserves on Eurodollar Rate Advances. |
|
46 |
|
|
|
|||||
|
ARTICLE 6 COLLATERAL SECURITY; GUARANTIES |
|
46 |
||||
|
|
|
|
|
|||
|
|
|
6.1 |
|
Collateral. |
|
46 |
|
|
|
|
|
|||
|
|
|
6.2 |
||||