Common use of Transfers Prohibited Without Consent Clause in Contracts

Transfers Prohibited Without Consent. BLC Holdings shall not, without the prior written consent of PSLT-BLC Holdings, which consent may be withheld in PSLT-BLC Holdings' sole and absolute discretion, in each instance, sell, assign, pledge, hypothecate or otherwise transfer its ownership interest in any Brookdale Lessee, in whole or in part, or any rights or interest which BLC Holdings may have under this Agreement. For the purposes of this Paragraph 6, except to the extent expressly permitted pursuant to this Paragraph 6, a Change of Control shall be deemed to constitute a prohibited sale of an ownership interest in each of the Brookdale Lessees. If Guarantor pledges all or any portion of the equity interests in BLC Holdings, and if the holder of such pledge forecloses on its security interest in such equity interests, then the Person (including such pledgee) that acquires such pledged equity interests at foreclosure or otherwise and the circumstances of such transfer must comply with the provisions of this Paragraph 6. If given, the consent of PSLT-BLC Holdings to any such transfer shall in no event be construed to relieve BLC Holdings or such transferee from the obligation of obtaining the express consent in writing of PSLT-BLC Holdings to any further transfer. Any assignment or transfer in violation of this Paragraph 6(a) shall be voidable at PSLT-BLC Holdings' option.

Transfers Prohibited Without Consent. BLC ALS Holdings shall not, without the prior written consent of PSLT-BLC ALS Holdings, which consent may be withheld in PSLT-BLC ALS Holdings' sole and absolute discretion, in each instance, sell, assign, pledge, hypothecate or otherwise transfer its ownership interest in any Brookdale Alterra Lessee, in whole or in part, or any rights or interest which BLC ALS Holdings may have under this Agreement. For the purposes of this Paragraph 66(a), except to the extent expressly permitted pursuant to this Paragraph 6, a Change of Control shall be deemed to constitute a prohibited sale of an ownership interest in each of the Brookdale Alterra Lessees. If Guarantor pledges all or any portion of the equity interests in BLC ALS Holdings, and if the holder of such pledge forecloses on its security interest in such equity interests, then the Person (including such the pledgee) that acquires such the pledged equity interests at foreclosure or otherwise and the circumstances of such transfer must comply with the provisions of this Paragraph 6. If given, the consent of PSLT-BLC ALS Holdings to any such transfer shall in no event be construed to relieve BLC ALS Holdings or such transferee from the obligation of obtaining the express consent in writing of PSLT-BLC ALS Holdings to any further transfer. Any assignment or transfer in violation of this Paragraph 6(a) shall be voidable at PSLT-BLC ALS Holdings' option.