Control; Management. Borrower shall not, without the prior written consent of Administrative Agent (which consent shall not be unreasonably withheld, conditioned or delayed): (i) execute the Property Management Agreement, (ii) upon execution of an approved Property Management Agreement, surrender, terminate or cancel the Property Management Agreement, or otherwise replace Property Manager, or enter into any other management agreement or leasing agreement with respect to the Property; (ii) reduce or consent to the reduction of the term of the Property Management Agreement; (iii) increase or consent to the increase of the amount of any charges under, or Borrower’s obligations under, the Property Management Agreement; or (iv) otherwise modify, change, supplement, alter or amend, or waive or release any of its rights and remedies under, the Property Management Agreement in any material respect. The Property Manager (and any successor that may be approved by Administrative Agent) shall hold and maintain all necessary licenses, certifications and permits required by Applicable Law. Borrower shall fully perform all of its covenants, agreements and obligations under the Property Management Agreement and shall cause the Property Manager to enter into a Subordination of Management Agreement upon execution of the Property Management Agreement. Without Administrative Agent’s prior approval, no management fee payable to a Property Manager which is an Affiliate of Borrower may exceed [three percent (3%)] of actual operating revenues.
Control; Management. Except in connection with a Property Transfer or an Equity Transfer as may be permitted by Section 9.1, there shall be no change of control of the day-to-day management of any Borrower Party without the prior written consent of Administrative Agent. No Property Guarantor shall terminate, replace or appoint any Manager or terminate or amend an existing Management Agreement or enter into a new Management Agreement without Administrative Agent’s prior written approval; provided, however, that (i) any Borrower Party may replace a Manager with a Qualifying Manager without Administrative Agent’s prior written approval and (ii) any Borrower Party may terminate without Administrative Agent’s prior written approval its Management Agreement if such Management Agreement is with an Affiliate of such Borrower Party. In such event, any Management Agreement entered into with such Qualifying Manager shall be subject to Administrative Agent’s prior written approval. Any change in ownership or control of the Manager shall be cause for Administrative Agent to re-approve such Manager and such Management Agreement. If at any time Administrative Agent consents to the appointment of a new Manager, as a condition of Administrative Agent’s consent (a) if such new Manager is a Person described in clause (b) or clause (c) of the definition of “Qualified Manager”, the applicable Property Guarantor and such Manager shall enter into a Management Agreement and such Property Guarantor shall deliver to Administrative Agent a fully executed Subordination of Management Agreement and (b) no Manager may receive as a management fee an amount in excess of three percent (3.0%) of Operating Revenues for the applicable Individual Property. For the avoidance of doubt, if any Property Guarantor enters into a new Management Agreement with a manager described in clause (b) or clause (c) of the definition of “Qualified Manager”, such Property Guarantor shall deliver to Administrative Agent a fully executed Subordination of Management Agreement. Each Manager shall hold and maintain all necessary licenses, certifications and permits required by law in order to properly discharge its obligations with respect to the applicable Property. Each Property Guarantor shall, in all material respects, fully perform all of its covenants, agreements and obligations under any Management Agreement.
Control; Management. Except as expressly permitted in Section 3.9 of the Mortgages, there shall be no change in the day-to-day control and management of Borrower or Borrower’s general partner or managing member without the prior written consent of Lender. Borrower shall not terminate, replace or appoint any property manager or terminate or amend the property management agreement for any Project without Lender’s prior written approval, which approval shall not be unreasonably withheld. Any change in ownership or control of the property manager shall be cause for Lender to re-approve such property manager and property management agreement. Each property manager shall hold and maintain all necessary licenses, certifications and permits required by law. Borrower shall fully perform all of its covenants, agreements and obligations under the property management agreements. The property management fee payable under each property management agreement shall not exceed six percent (6.0%) of gross revenues collected.
Control; Management. There shall be no change in the officers or directors of the Company without the consent of the Buyer.
Control; Management. Without the prior written consent of Lender, there shall be no change in the day-to-day control and management of Borrower or Borrower’s general partner or managing member, and no change in their respective organizational documents relating to control over Borrower, Borrower’s general partner or managing member and/or any Project. Borrower shall not, nor shall Borrower permit any Subsidiary to, enter into, terminate, replace or appoint any property manager or terminate or amend the property management agreement in any material respect for any Project without Lender’s prior written approval. Any change in ownership or control of a property manager shall be cause for Lender to re-approve such property manager and its property management agreement. Each property manager shall hold and maintain all necessary licenses, certifications and permits required by law. Borrower shall fully perform all of its covenants, agreements and obligations under any property management agreement to which it is a party. Borrower shall cause each Subsidiary to fully perform all of its covenants, agreements and obligations under any property management agreement to which Subsidiary is a party. Notwithstanding anything to the contrary in this Section 8.3, changes in the individual officers and directors and managers of the REIT and its subsidiaries shall be permitted without the consent of Lender so long as such entities maintain their status as Qualified Managers.
Control; Management. Without the prior written consent of Lender, there shall be no change in the day-to-day control and management of Borrower or Borrower's general partner or managing member, and no change in their respective organizational documents relating to control over Borrower, Borrower's general partner or managing member and/or the Project. Borrower shall not terminate, replace or appoint any Manager or terminate or amend the Management Agreement without Lender's prior written approval, which shall not be unreasonably withheld. Any change in ownership or control of the Manager shall be cause for Lender to reapprove (in its reasonable discretion) such Manager and Management Agreement, provided that Borrower shall not be in breach of this requirement unless Borrower has failed to notify Lender of such change in ownership or control after Borrower obtains actual knowledge of such event. Each Manager shall hold and maintain all necessary licenses, certifications and permits required by law. Borrower shall fully perform all of its covenants, agreements and obligations under the Management Agreement.
Control; Management. There shall be no change in the day-to-day control and management of Borrower or Borrower’s general partner or managing member without the prior written consent of Lender. Borrower shall not terminate, replace or appoint any manager or terminate or amend the management agreement for the Project without Lender’s prior written approval, which approval shall not be unreasonably withheld. Any change in ownership or control of the manager shall be cause for Lender to re-approve such manager and management agreement. Each manager shall hold and maintain all necessary licenses, certifications and permits required by law. Borrower shall fully perform all of its covenants, agreements and obligations under the management agreement. The property management fee payable under the management agreement shall not exceed three and one-half percent (3.5%) of rental collections; provided, however, that an additional asset management fee not to exceed two and one-half percent (2.5%) of rental collections may be paid so long as all Debt Service payments and all property management fees and expenses have been paid when due, and further provided that payment of any property management fee or asset management fee shall in all events be subordinate to the payment of the Loan, and no accrual or deferral of my asset management fee shall be permitted.
Control; Management. Borrower shall not terminate, replace or appoint any manager or terminate or amend the Property Management Agreement for the Project without Administrative Agent’s prior written approval. Any change in ownership or control of the Property Manager shall be cause for Administrative Agent to re-approve such Property Manager and Property Management Agreement. If at any time Administrative Agent consents to the appointment of a new manager, such new manager and Borrower shall, as a condition of Administrative Agent’s consent, execute a Property Manager’s Consent and Subordination of Property Management Agreement in the form then used by Administrative Agent. Each manager shall hold and maintain all necessary licenses, certifications and permits required by law. Borrower shall fully perform all of its covenants, agreements and obligations under the Property Management Agreement.
Control; Management. Except as permitted in Section 7.2, there shall be no change in the day-to-day control and management of any Borrower, Guarantor or any Master Tenant without the written consent of Agent. Borrowers and/or Master Tenants shall hold and maintain all necessary licenses, certifications and permits required by law.
Control; Management. Except as provided in Section 9.14 and without limiting the provisions of Section 9.1, there shall be no change in the day-to-day management and control of Borrower or any Borrower Party without the prior written consent of the Administrative Agent. Borrower shall manage the Project and shall not enter into any Management Agreement or otherwise engage any Manager without the Administrative Agent’s prior written consent, which consent shall not be unreasonably withheld. If at any time the Administrative Agent consents to the appointment of a Manager, Borrower shall not terminate or replace such Manager, or terminate or amend the related Management Agreement, without the Administrative Agent’s prior written consent, which shall not be unreasonably withheld. Any change in ownership or control of any Manager shall be cause for the Administrative Agent to re-approve such Manager and the related Management Agreement. If at any time the Administrative Agent consents to the appointment or replacement of a Manager, such Manager and Borrower shall, as a condition of the Administrative Agent’s consent, execute a Manager’s Consent and Subordination of Management Agreement in the form then used by the Administrative Agent. Each Manager shall hold and maintain all necessary licenses, certifications and permits required by law. Borrower shall fully perform all of its covenants, agreements and obligations under any Management Agreement.
