THE
REVOLVING SUBLIMIT, THE LETTER OF CREDIT SUBLIMIT AND THE SWING LINE LIMIT.
"LETTER OF CREDIT" MEANS (A) EACH LETTER OF CREDIT IDENTIFIED ON SCHEDULE 1.1D
WHICH HAS HERETOFORE BEEN ISSUED WITH RESPECT TO A BORROWING BASE PROJECT, OR TO
DEVELOPMENTS PREVIOUSLY COMPLETED BY A BORROWER, OR TO AN ELIGIBLE PROJECT THAT
SECURES THE LINE OF CREDIT AND SATISFIES THE REQUIREMENTS OF SECTION 4.1.11, OR
WHICH IS A FINANCIAL LETTER OF CREDIT, (B) EACH LETTER OF CREDIT ISSUED BY AGENT
ON BEHALF OF THE LENDERS FOR THE BENEFIT OF BORROWER THAT ARE TO BE ISSUED BY
AGENT TO BE FOR THE PURPOSE OF PROVIDING SECURITY, INCLUDING FOR THE BENEFIT OF
THE ISSUER OF A SURETY OR PERFORMANCE BOND, FOR (I) THE CONSTRUCTION BY A
BORROWER OF IMPROVEMENTS AND OTHER MUNICIPAL AND PUBLIC FACILITIES RELATED TO
BORROWING BASE PROJECTS DEEMED TO BE FINANCED UNDER THE REVOLVING SUBLIMIT BY
THEIR INCLUSION IN THE BORROWING BASE, (II) MAINTENANCE BY A BORROWER OF
IMPROVEMENTS AND OTHER MUNICIPAL AND PUBLIC FACILITIES RELATED TO THE BORROWING
BASE PROJECTS FINANCED UNDER THE REVOLVING SUBLIMIT, AND (III) DEPOSITS UNDER
PURCHASE CONTRACTS FOR RESIDENTIAL LAND TO WHICH A BORROWER IS A PARTY, AS
PERMITTED BY SECTION 8.5, BUT EXCLUDING DEPOSITS FOR REAL ESTATE SUBJECT TO A
PURCHASE MONEY MORTGAGE CONSTITUTING A PERMITTED LIEN, AND (C) ANY LETTER OF
CREDIT ISSUED BY AGENT IN FAVOR OF ANY BANK THAT IS NOT A LENDER TO SECURE ANY
BORROWER'S REIMBURSEMENT OBLIGATIONS ON ACCOUNT OF LETTERS OF CREDIT AND
TRI-PARTY AGREEMENTS ISSUED BY SUCH BANK OF THE TYPE DESCRIBED IN CLAUSE
(B)(I) OR (B)(II) OF THIS DEFINITION OR IN THE DEFINITION OF "TRI-PARTY"
AGREEMENT CONTAINED HEREIN, AS IDENTIFIED ON SCHEDULE 1.1.D.
NOTWITHSTANDING
THE FOREGOING, NO LETTER OF CREDIT MAY BE ISSUED IN CONNECTION WITH ANY JOINT
VENTURE OR ANY PERSON THAT IS NOT A BORROWER OR A GUARANTOR, EXCEPT THAT ISSUER
MAY ISSUE LETTERS OF CREDIT SOLELY TO THE EXTENT REQUIRED TO COMPLY WITH THE
RESERVE REQUIREMENTS UNDER THE OHI FINANCING SUBORDINATED DEBT IN AN AGGREGATE
AMOUNT NOT TO EXCEED $7,500,000.
"LETTER OF CREDIT ADVANCE" HAS THE MEANING DEFINED IN SECTION .
2
"LETTER OF CREDIT SUBLIMIT" MEANS $30,000,000.
"LIQUIDITY" MEANS, AT ANY TIME, THE SUM OF ALL (I) CASH,
CASH FROM THE SALE OF
SETTLED UNITS DUE FROM TITLE COMPANIES, AND CASH EQUIVALENTS OF GUARANTOR AND
ALL BORROWERS, EACH ON A CONSOLIDATED BASIS PLUS (II) THE AMOUNT BY WHICH THE
THEN-CURRENT BORROWING BASE AVAILABILITY EXCEEDS THE THEN-OUTSTANDING PRINCIPAL
BALANCE OF THE LOANS PLUS SWING LINE LOANS MINUS (III) THE AMOUNT BY WHICH THE
THEN-OUTSTANDING PRINCIPAL BALANCE OF THE LOANS PLUS SWING LINE LOANS EXCEEDS
THE THEN-CURRENT BORROWING BASE AVAILABILITY.
"NOTICE OF BORROWING" MEANS A WRITTEN NOTICE FROM A BORROWER TO AGENT, IN THE
APPROPRIATE FORM THAT IS ATTACHED HERETO AS EXHIBIT 1.1F, REQUESTING THAT A LOAN
OR A SWING LINE LOAN IN A SPECIFIED AMOUNT BE ADVANCED TO SUCH BORROWER ON A
SPECIFIED FUNDING DATE.
"REVOLVING SUBLIMIT" MEANS $405,000,000; PROVIDED THAT THE REVOLVING SUBLIMIT
SHALL BE PERMANENTLY REDUCED TO $375,000,000 ON