Item 1.01 Entry into a Material Definitive Agreement.
On
“Company”) investment in a student housing complex,
a direct, wholly-owned subsidiary of the Company (“ARF”) entered into guaranties
related to a
the Company has a membership interest. Pursuant to the Guaranty Agreement, dated
as of
the “Guarantors”) for the benefit of
“Lender”), the Guarantors provided limited (“bad boy”) guaranties to the Lender
pursuant to the
Drive East, LLC
Lender (“Loan Agreement”) until the earlier of the payment in full of the
indebtedness or the date of a sale of the property pursuant to a foreclosure of
the mortgage or deed or other transfer in lieu of foreclosure is accepted by the
Lender.
On
Agreement for the benefit of the Lender to guaranty the timely completion of the
project in accordance with the Loan Agreement, as well as a Carry Guaranty
Agreement, for the benefit of the Lender to guaranty the prompt and
unconditional payment by Borrower of all customary or necessary costs and
expenses incurred in connection with the operation, maintenance and management
of the property and an Environmental Indemnity Agreement jointly and severally
in favor of the Lender whereby the Guarantors serving as Indemnitors provided
environmental representations and warranties, covenants and indemnification
(collectively the “Guaranties”). The Guaranties include certain financial
covenants required of ARF, including required net worth and liquidity
requirements.
The foregoing description of the Guaranty Agreement, the Completion Guaranty
Agreement, the Carry Guaranty Agreement and the Environmental Indemnity
Agreement are only summaries, do not purport to be complete and are qualified in
their entirety by reference to the full text of such agreements, which are filed
as Exhibits 10.1, 10.2, 10.3 and 10.4 hereto and are incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. 10.1 Guaranty Agreement executedJanuary 24, 2023 byJason Pollack ,Frank Dellaglio andACRES Realty Funding, Inc. for the benefit ofOceanview Life and Annuity Company 10.2 Completion Guaranty Agreement executedJanuary 24, 2023 byJason Pollack ,Frank Dellaglio andACRES Realty Funding, Inc. for the benefit ofOceanview Life and Annuity Company 10.3 Carry Guaranty Agreement executedJanuary 24, 2023 byJason Pollack ,Frank Dellaglio andACRES Realty Funding, Inc. for the benefit ofOceanview Life and Annuity Company 10.4 Environmental Indemnity Agreement executedJanuary 24, 2023 byJason Pollack ,Frank Dellaglio andACRES Realty Funding, Inc. in favor ofOceanview Life and Annuity Company 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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