Common use of Restrictions on Leasing Clause in Contracts

Restrictions on Leasing. Borrower shall (i) not execute a Major Lease which shall not have been submitted to and approved by Bank, (ii) not alter, modify or change the terms of any Major Lease except in the ordinary course of business and provided such alteration, modification or change does not have a material adverse financial effect on Borrower, (iii) not give any consent (where tenant is required to seek the consent of landlord under the applicable Major Lease) or exercise any option unless required by the terms of any Major Lease approved by Bank or any other Lease, (iv) not cancel or terminate any Major Lease or accept a surrender or tenant buyout thereof except in the event of an expiration of a Major Lease by its terms or a default by the Tenant thereunder or in the ordinary course of business and provided such cancellation, surrender or termination (other than in connection with an event of default by the Tenant thereunder on an expiration by its terms) will not have a material adverse effect on Borrower, unless approved by Bank, (v) not consent to any assignment of or subletting under any Major Lease, unless the same shall be in accordance with the terms of such Major Lease and such terms have been approved by Bank, (vi) not collect any of the rents, income and profits (other than security deposits) arising or accruing under any Lease or from the Project for more than one (1) month in advance of the time when the same shall become due, (vii) except with respect to the Loan Documents, not execute any other assignment of Xxxxxxxx’s interest in Major Leases or any assignment of rents arising or accruing from Major Leases or from the Project; (viii) observe and promptly and faithfully perform or cause to be performed, in all material respects, all of the covenants, conditions and agreements contained in all Leases, (ix) at all times do all things reasonably necessary in the exercise of sound business judgment to compel performance by the lessee under each Lease of all material obligations, covenants and agreements by such lessee to be performed thereunder, (x) not do or permit to be done anything to impair the security of any Lease, (xi) at Bank’s request, assign and transfer to Bank any and all subsequent Leases upon all or any part of the Project, and (xii) execute and deliver at the reasonable request of Bank all such further assurances and assignments in the Project as Bank shall from time to time require. None of the foregoing restrictions set forth in clauses (i) through (vii) of this Section shall be done or suffered to be done without in each instance obtaining the prior written consent of Bank, and any of such acts done without the prior written consent of Bank shall be null and void. Notwithstanding the foregoing to the contrary, Borrower may enter into any extension of a Major Lease, or a new Major Lease with an existing tenant under a Major Lease, without the approval or consent of Bank, provided that such extension, or new Major Lease is on the Borrower’s standard form of lease or lease amendment (which form has been approved by Bank or is otherwise substantially in the form of the existing Major Lease with such tenant) and is at a base rental rate of not less than 95% of the base rental rate paid by such tenant under its existing Major Lease, and any reduced rent shall not take effect until after expiration of the initial lease term (provided that any reduction in such initial lease term has been approved by Bank in its sole discretion). Any approval by Bank requested by Borrower pursuant to this Section 5.27(a) that Bank does not grant or reasonably object to within ten (10) Business Days after Bank’s receipt of such request shall be deemed granted. Bank shall not unreasonably withhold, delay, or condition any such requested approval. If Bank denies or objects to any such approval, Bank’s reply shall include a reasonably specific explanation of the grounds for Bank’s denial or objection. Except as otherwise provided in this Section 5.27 or as otherwise contained herein or in the Loan Documents, Borrower may enter into Leases in the ordinary course of business without Bank’s consent.

Restrictions on Leasing. Borrower Mortgagor shall (i) not execute any lease for all or any portion of the Premises (a Major Lease “Lease”) which shall not have been submitted to and approved by BankLender, (ii) not alter, modify or change the terms of any Major Lease except in the ordinary course of business and provided such alteration, modification or change does not have a material adverse financial effect on BorrowerMortgagor, (iii) not give any consent (where tenant is required to seek the consent of landlord under the applicable Major Lease) or exercise any option except in the ordinary course of business and provided such consent or option does not have a material adverse financial effect on Mortgagor or unless required by the terms of any Major Lease approved by Bank or any other LeaseLender, (iv) not cancel or terminate any Major Lease or accept a surrender or tenant buyout thereof except in the event of an expiration of a Major Lease by its terms or a default by the Tenant thereunder or in the ordinary course of business and provided such cancellation, surrender or termination (other than in connection with an event of default by the Tenant thereunder on an expiration by its terms) will not have a material adverse effect on Borrower, unless approved by Banktenant thereunder, (v) not consent to any assignment of or subletting under any Major Lease, unless the same shall be in accordance with the its terms of such Major Lease and such terms have been approved by BankLender, (vi) not collect any of the rents, income and profits (other than security deposits) arising or accruing under any Lease Leases or from the Project Premises for more than one (1) month in advance of the time when the same shall become due, (vii) except with respect to the Loan Documents, not execute any other assignment of Xxxxxxxx’s Mortgagor's interest in Major the Leases or any assignment of rents arising or accruing from Major the Leases or from the ProjectPremises; (viii) observe and promptly and faithfully perform or cause to be performed, performed in all material respects, respects all of the covenants, conditions and agreements contained in all Leases, (ix) at all times do all things reasonably necessary in the exercise of sound business judgment to compel performance by the lessee under each Lease of all material obligations, covenants and agreements by such lessee to be performed thereunder, (x) not do or permit to be done anything to impair the security of any Lease, (xi) following and during the continuation of an Event of Default, at Bank’s Lender's request, assign and transfer to Bank Lender any and all subsequent Leases upon all or any part of the ProjectPremises, and (xii) execute and deliver at the reasonable request of Bank Lender all such further assurances and assignments in the Project Premises as Bank Lender shall from time to time require. None of the foregoing restrictions set forth in clauses (i) through (vii) of this Section shall be done or suffered to be done without in each instance obtaining the prior written consent of BankLender, which shall not be unreasonably withheld, conditioned or delayed, and any of such acts done without the prior written consent of Bank Lender shall be null and void. Notwithstanding the foregoing to the contrary, Borrower may enter into any extension of a Major Lease, or a new Major Lease with an existing tenant under a Major Lease, without the approval or consent of Bank, provided that such extension, or new Major Lease is on the Borrower’s standard form of lease or lease amendment (which form has been approved by Bank or is otherwise substantially in the form of the existing Major Lease with such tenant) and is at a base rental rate of not less than 95% of the base rental rate paid by such tenant under its existing Major Lease, and any reduced rent shall not take effect until after expiration of the initial lease term (provided that any reduction in such initial lease term has been approved by Bank in its sole discretion). Any approval by Bank requested by Borrower pursuant to this Section 5.27(a) that Bank does not grant or reasonably object to within ten (10) Business Days after Bank’s receipt of such request shall be deemed granted. Bank shall not unreasonably withhold, delay, or condition any such requested approval. If Bank denies or objects to any such approval, Bank’s reply shall include a reasonably specific explanation of the grounds for Bank’s denial or objection. Except as otherwise provided in this Section 5.27 or as otherwise contained herein or in the Loan Documents, Borrower may enter into Leases in the ordinary course of business without Bank’s consent.

Restrictions on Leasing. Borrower shall (i) not execute a Major Lease which shall not have been submitted to and approved by Bank, (ii) not alter, modify or change the terms of any Major Lease except in the ordinary course of business and provided such alteration, modification or change does not have a material adverse financial effect on Borrower, (iii) not give any consent (where tenant is required to seek the consent of landlord under the applicable Major Lease) or exercise any option unless required by the terms of any Major Lease approved by Bank or any other Lease, (iv) not cancel or terminate any Major Lease or accept a surrender or tenant buyout thereof except in the event of an expiration of a Major Lease by its terms or a default by the Tenant thereunder or in the ordinary course of business and provided such cancellation, surrender or termination (other than in connection with an event of default by the Tenant thereunder on an expiration by its terms) will not have a material adverse effect on Borrower, unless approved by Bank, (v) not consent to any assignment of or subletting under any Major Lease, unless the same shall be in accordance with the terms of such Major Lease and such terms have been approved by Bank, (vi) not collect any of the rents, income and profits (other than security deposits) arising or accruing under any Lease or from the Project for more than one (1) month in advance of the time when the same shall become due, (vii) except with respect to the Loan Documents, not execute any other assignment of XxxxxxxxBorrower’s interest in Major Leases or any assignment of rents arising or accruing from Major Leases or from the Project; (viii) observe and promptly and faithfully perform or cause to be performed, in all material respects, all of the covenants, conditions and agreements contained in all Leases, (ix) at all times do all things reasonably necessary in the exercise of sound business judgment to compel performance by the lessee under each Lease of all material obligations, covenants and agreements by such lessee to be performed thereunder, (x) not do or permit to be done anything to impair the security of any Lease, (xi) at Bank’s request, assign and transfer to Bank any and all subsequent Leases upon all or any part of the Project, and (xii) execute and deliver at the reasonable request of Bank all such further assurances and assignments in the Project as Bank shall from time to time require. None of the foregoing restrictions set forth in clauses (i) through (vii) of this Section shall be done or suffered to be done without in each instance obtaining the prior written consent of Bank, and any of such acts done without the prior written consent of Bank shall be null and void. Notwithstanding the foregoing to the contrary, Borrower may enter into any extension of a Major Lease, or a new Major Lease with an existing tenant under a Major Lease, without the approval or consent of Bank, provided that such extension, or new Major Lease is on the Borrower’s standard form of lease or lease amendment (which form has been approved by Bank or is otherwise substantially in the form of the existing Major Lease with such tenant) and is at a base rental rate of not less than 95% of the base rental rate paid by such tenant under its existing Major Lease, and any reduced rent shall not take effect until after expiration of the initial lease term (provided that any reduction in such initial lease term has been approved by Bank in its sole discretion). Any approval by Bank requested by Borrower pursuant to this Section 5.27(a) that Bank does not grant or reasonably object to within ten (10) Business Days after Bank’s receipt of such request shall be deemed granted. Bank shall not unreasonably withhold, delay, or condition any such requested approval. If Bank denies or objects to any such approval, Bank’s reply shall include a reasonably specific explanation of the grounds for Bank’s denial or objection. Except as otherwise provided in this Section 5.27 or as otherwise contained herein or in the Loan Documents, Borrower may enter into Leases in the ordinary course of business without Bank’s consent.