Common use of Leasing Restrictions Clause in Contracts

Leasing Restrictions. Without the prior written consent of Lender, no Borrower or its agents shall lease space in the Improvements except to Tenant or pursuant to and on the standard form of residency agreements previously approved by Lender, with no material deviations from the standard form except as approved by Lender. Borrowers shall submit to Lender for its review the standard form of residency agreement proposed for the Improvements and any revisions to the form from time to time, which form as so revised must have the prior written approval of Lender and must contain mortgagee protection provisions acceptable to Lender. Any change from the approved mortgagee protection provisions in the standard form residency agreement, or the inclusion of any provision permitting set-off by the tenant, shall be considered a material deviation requiring the approval of Lender. If any Lease fails to meet all of the foregoing requirements, then the Lease is subject to Lender’s approval, and Lender shall respond by approving or disapproving the Lease within ten (10) Business Days after receipt of the copy from Borrowers. Lender’s failure to approve or disapprove the Lease within that period shall constitute approval of the Lease. Borrowers shall pay all reasonable costs incurred by Lender in connection with Lender’s review and approval of tenant Leases, including reasonable attorneys’ fees and costs. Lender does hereby acknowledge and agree that the form of residency agreement provided by Borrowers to Lender in connection with the Loan has been approved.

Leasing Restrictions. Without the prior written consent of Lender, no Borrower or its agents shall lease or sublease space in the Improvements except to Tenant or other than (1) in the case of PropCo’s, the Facility Leases, and (ii) in the case of Tenants, other than occupancy agreements pursuant to and on the standard form of residency agreements previously approved by Lender, with no material deviations from the standard form except as approved by LenderLender (“Residency Agreements”). Borrowers shall submit to Lender for its review the standard form of residency agreement proposed for the Improvements and any revisions to the form from time to time, which form as so revised must have the prior written approval of Lender and must contain mortgagee protection provisions acceptable to Lender. Any material change from the approved mortgagee protection provisions in the standard form residency agreement, or the inclusion of any provision permitting set-off by the tenantresident, shall be considered a material deviation requiring the approval of Lender, except in the ordinary course of Borrowers’ business operations. If any Lease fails to meet all of the foregoing requirements, then the Lease is subject to Lender’s approval, and Lender shall respond by approving or disapproving the Lease within ten (10) Business Days after receipt of the copy from Borrowers. Lender’s failure to approve or disapprove the proposed Lease within that period shall constitute approval of the Lease. Absent Lender’s express written agreement to the contrary, Lender’s approval of any Lease shall be limited to the specific Lease in question, and such approval shall not operate or be construed as approval of any other Lease (whether similar or otherwise). Borrowers shall pay all reasonable costs incurred by Lender in connection with Lender’s review and approval of tenant Leases, including reasonable attorneys’ attorney’s fees and costs. Lender does hereby acknowledge and agree that the form of residency agreement provided by Borrowers to Lender in connection with the Loan has been approved.