Document/ExhibitDescriptionPagesSize
1: 10-K Annual Report HTML 1.22M
2: EX-2.2 Plan of Acquisition, Reorganization, Arrangement, HTML 344K
Liquidation or Succession
3: EX-2.3 Plan of Acquisition, Reorganization, Arrangement, HTML 188K
Liquidation or Succession
4: EX-4.1 Instrument Defining the Rights of Security Holders HTML 43K
6: EX-10.13 Material Contract HTML 77K
7: EX-10.15 Material Contract HTML 46K
8: EX-10.19 Material Contract HTML 32K
9: EX-10.20 Material Contract HTML 35K
10: EX-10.25 Material Contract HTML 112K
11: EX-10.28 Material Contract HTML 100K
12: EX-10.39 Material Contract HTML 97K
5: EX-10.4 Material Contract HTML 95K
13: EX-10.40 Material Contract HTML 99K
14: EX-21.1 Subsidiaries List HTML 28K
15: EX-23.1 Consent of Expert or Counsel HTML 24K
16: EX-31.1 Certification -- §302 - SOA'02 HTML 28K
17: EX-31.2 Certification -- §302 - SOA'02 HTML 28K
18: EX-32.1 Certification -- §906 - SOA'02 HTML 26K
19: EX-32.2 Certification -- §906 - SOA'02 HTML 26K
25: R1 Cover Page HTML 89K
26: R2 Audit Information HTML 29K
27: R3 Consolidated Balance Sheets HTML 122K
28: R4 Consolidated Balance Sheets (Parentheticals) HTML 35K
29: R5 Consolidated Statements of Income HTML 161K
30: R6 Consolidated Statements of Cash Flows HTML 107K
31: R7 Consoldiated Statements of Equity HTML 71K
32: R8 Summary of Significant Accounting Policies HTML 83K
33: R9 Related Party Transactions (Notes) HTML 54K
34: R10 Real Estate, net HTML 52K
35: R11 Asset Sales HTML 84K
36: R12 Fair Value Measurements HTML 36K
37: R13 Debt HTML 74K
38: R14 Income Taxes HTML 80K
39: R15 Equity Transactions, Stock-Based Compensation and HTML 65K
Employee Benefits
40: R16 Commitments and Contingencies HTML 44K
41: R17 Business Segments HTML 102K
42: R18 Summary of Significant Accounting Policies SUMMARY HTML 114K
OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
43: R19 Summary of Significant Accounting Policies SUMMARY HTML 36K
OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
44: R20 Related Party Transactions (Tables) HTML 42K
45: R21 Real Estate, net (Tables) HTML 47K
46: R22 Asset Sales (Tables) HTML 80K
47: R23 Fair Value Measurements (Tables) HTML 33K
48: R24 Debt (Tables) HTML 48K
49: R25 Income Taxes (Tables) HTML 80K
50: R26 Equity Transactions, Stock-Based Compensation and HTML 51K
Employee Benefits (Tables)
51: R27 Commitments and Contingencies (Tables) HTML 33K
52: R28 Business Segments (Tables) HTML 98K
53: R29 Summary of Significant Accounting Policies HTML 58K
(Details)
54: R30 Summary of Significant Accounting Policies Cost of HTML 44K
Sales (Details)
55: R31 Summary of Significant Accounting Policies HTML 108K
Earnings Per Share (Details)
56: R32 Related Party Transactions Saint George (Details) HTML 51K
57: R33 Related Party Transactions Stratus Block 150 HTML 47K
(Details)
58: R34 Related Party Transactions The Saint June L.P. HTML 44K
(Details)
59: R35 Related Party Transactions Kingwood Place, L.P. HTML 75K
(Details)
60: R36 Related Party Transactions The Saint Mary, L.P. HTML 59K
(Details)
61: R37 Related Party Transactions Held for Sale (Details) HTML 69K
62: R38 Real Estate, net Summary of Real Estate Holdings HTML 76K
(Details)
63: R39 Asset Sales - Narrative (Details) HTML 138K
64: R40 Asset Sales - Balance Sheet (Details) HTML 104K
65: R41 Asset Sales - Income Statement (Details) HTML 71K
66: R42 Fair Value Measurements - Carrying Amount and Fair HTML 31K
Value (Details)
67: R43 Debt - Schedule of Debt (Details) HTML 70K
68: R44 Debt (Narrative) (Details) HTML 342K
69: R45 Debt - Maturities (Details) HTML 36K
70: R46 Income Taxes - Provision for (Benefit From) Income HTML 34K
Taxes (Details)
71: R47 Income Taxes - Deferred income taxes (Details) HTML 44K
72: R48 Income Taxes - Narrative (Details) HTML 41K
73: R49 Income Taxes - Income taxes (Reconciliation of HTML 72K
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(Details)
74: R50 Income Taxes - Uncertain tax positions (Details) HTML 29K
75: R51 Equity Transactions, Stock-Based Compensation and HTML 40K
Employee Benefits - Equity (Details)
76: R52 Equity Transactions, Stock-Based Compensation and HTML 36K
Employee Benefits - Stock Award Plans and
Stock-Based Compensation Costs (Details)
77: R53 Equity Transactions, Stock-Based Compensation and HTML 68K
Employee Benefits - RSUs (Details)
78: R54 Equity Transactions, Stock-Based Compensation and HTML 28K
Employee Benefits - Stock Options (Details)
79: R55 Equity Transactions, Stock-Based Compensation and HTML 84K
Employee Benefits - Employee Benefits (Details)
80: R56 Equity Transactions, Stock-Based Compensation and HTML 33K
Employee Benefits Deferred Compensation (Details)
81: R57 Commitments and Contingencies (Details) HTML 56K
82: R58 Commitments and Contingencies - Operating Leases HTML 43K
(Details)
83: R59 Commitments and Contingencies - Future Minimum HTML 44K
Payments for Leases (Details)
84: R60 Commitments and Contingencies - Circle C HTML 36K
Settlement (Details)
85: R61 Commitment and Contingencies - The Oaks at Lakeway HTML 51K
(Details)
86: R62 Business Segments - Revenues from External HTML 56K
Customers for Products and Services (Details)
87: R63 Business Segments (Details) HTML 176K
90: XML IDEA XML File -- Filing Summary XML 147K
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1. Guaranty. The undersigned (“Guarantors”, whether one or more) jointly and severally agree to pay to the Lender at its address set out above, when due or declared due, the Guaranteed Indebtedness. The term “Guaranteed Indebtedness”
means all debt or other liability of every kind for which Debtor now is, or hereafter shall be, obligated to Lender, arising under that certain Promissory Note of even date herewith in the principal face amount of $$26,310,482.00 (the “Loan”) or any of the other loan documents evidencing or securing the Loan, and all renewals, extensions, modifications, restatements and replacements thereof (collectively, the “Loan Documents”), plus all interest as provided for in the Loan Documents, plus all fees, expenses, attorney’s fees and other collection costs payable by Debtor under the Loan Documents. This guaranty is unlimited as to amount. This is an unconditional continuing guaranty of payment made pursuant to the terms of that certain Construction Loan Agreement dated April 28, 2017, by and between Lender and Debtor (the “Loan Agreement”). Unless otherwise
specifically provided, terms that are defined in the Loan Agreement, as amended from time to time, shall have the same meaning when used in this agreement.
2. Waivers of Guarantors. Guarantors waive (i) diligence in preserving liability of any person on Guaranteed Indebtedness, and in collecting or bringing suit to collect Guaranteed Indebtedness; (ii) all rights of Guarantors under Chapter 43 of the Texas Civil Practice and Remedies Code; (iii) protest; (iv) notice of extensions, renewals, or rearrangements of Guaranteed Indebtedness; and (v) notice of acceptance of this agreement, of creation of Guaranteed Indebtedness, of failure to pay Guaranteed Indebtedness as it matures, of any other default, of adverse change in Debtor’s financial condition, of release or substitution of collateral, and of subordination of Lender’s rights in any
collateral, and every other notice of every kind. Guarantors’ obligations hereunder shall not be altered, nor shall Lender be liable to Guarantors because of, any action or inaction of Lender in regard to a matter waived or notice of which is waived by Guarantors in the preceding sentence. Guarantors waive all rights and defenses under Sections 51.003, 51.004 and 51.005 of the Texas Property Code, and all other defenses to enforcement of this Guaranty, except for the defense of payment in full of all Guaranteed Indebtedness.
3. Collection Costs. Guarantors agree to pay reasonable attorney’s fees and other collection costs if this agreement is placed in the hands of an attorney for collection. Reasonable attorney’s fees shall be 10% of the amount
due unless either party shall plead and prove otherwise.
4. Change of Status. Should the status of Debtor change as a result of merger, consolidation, conversion or otherwise, this agreement shall continue and shall cover Guaranteed Indebtedness under the new status.
5. Guaranty Continuing. This is a continuing guaranty, subject to termination as provided in Section 12.
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6. Remedies. Lender need not resort
to Debtor or any other person or proceed against collateral before pursuing Lender’s rights against a Guarantor. Lender’s action or inaction with respect to any right of Lender under the law or any agreement shall not alter the obligation of Guarantors hereunder. Lender may pursue any remedy against Debtor, any Guarantor or any collateral, or under any other guaranty agreement without altering the obligations of Guarantors hereunder, and without liability to Guarantors even though Lender’s action or inaction may result in Guarantor’s loss of rights of subrogation or to proceed against others for reimbursement or contribution, or any other right. No payment by a Guarantor shall entitle him, by subrogation or otherwise, to any rights against Debtor prior to the payment in full of all Guaranteed Indebtedness.
7. Unenforceability or Uncollectibility of Debt.
Each of Guarantors shall remain liable for the Guaranteed Indebtedness even though the Guaranteed Indebtedness may be unenforceable against or uncollectible from the Debtor or any other person because of incapacity, lack of power or authority, discharge, or for any other reason.
8. Notice of Institution of Suit. Lender need not notify Guarantors that Lender has sued Debtor; but if Lender gives written notice to Guarantors that it has sued Debtor, Guarantors shall be bound by any judgment or decree therein.
9. Transferees of Debt. This agreement shall inure to the benefit of Lender’s successors and transferees; however, all Guaranteed Indebtedness due Lender shall be paid in full before the transferee of any
Guaranteed Indebtedness shall receive any payment under this Guaranty.
10. Suit Against Guarantors. Lender may sue any of Guarantors without impairing Lender’s rights against the other Guarantors, with or without making Debtor a party. Lender may settle with Debtor or any of Guarantors for such sums as it may elect, or may release Debtor or any of Guarantors without impairing Lender’s right to collect Guaranteed Indebtedness from any other Guarantors.
11. Miscellaneous. This agreement shall bind Guarantors and their respective heirs, administrators, executors, personal representatives, successors and assigns. Each gender shall include all genders, and the singular shall include the plural and the plural the
singular, as the context shall require. Guarantors shall furnish Lender from time to time financial statements and such other information as Lender may reasonably request. This agreement is made under and shall be governed by, and construed in accordance with, the law of Texas. The unenforceability or invalidity, as determined by a court of competent jurisdiction, of any provision of this agreement as to any of Guarantors shall not render unenforceable or invalid any other provision as to any other Guarantors. GUARANTORS HEREBY WAIVE THEIR RIGHT TO A JURY TRIAL WITH RESPECT TO ANY CLAIMS OR DISPUTES RELATING TO THIS AGREEMENT.
12. Termination. Provided, however, notwithstanding anything herein to the contrary, this agreement shall terminate and Guarantors shall have
no further liability hereunder if (a) there exists no Event of Default and no event, condition or occurrence, that, with the giving of notice or passing of time, or both, would constitute an Event of Default, and (b) Debtor shall have achieved (and demonstrated to Lender, to Lender’s reasonable satisfaction): (i) Completion of the Improvements, and (ii) a Debt Service Coverage Ratio of at least 1.50 to 1.00 calculated as of the end of any calendar quarter that ends after Completion of the Improvements; provided that for purposes of this Section 12, the DSC Period shall be the trailing six (6) consecutive calendar month period ending on the last day of such calendar quarter, and the Debt Service Requirements shall be calculated based on payments of principal and interest based on a
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thirty
(30) year amortization of the sum of the outstanding principal amount of the Promissory Note referenced above plus all further amounts eligible to be drawn by Borrower under such Promissory Note (even if interest only is payable during such DSC Period). In addition, unless sooner terminated in accordance with the terms set forth above, upon full and final payment of the Loan and all other indebtedness evidenced by the Loan Documents, and satisfaction of all of Debtor’s other obligations under the Loan Documents, and provided that Lender has no unfilled obligation to extend any credit to Debtor under the Loan Documents, then this guaranty will terminate and be of no further force or effect.
SIGNED AND DELIVERED as of the 28th day of April, 2017.
