Common use of No Sale/Encumbrance Clause in Contracts

No Sale/Encumbrance. Borrower agrees that Borrower shall not, without the prior written consent of Lender, sell, convey, mortgage, grant, bargain, encumber, pledge, assign, or otherwise transfer the Property or any part thereof or permit the Property or any part thereof to be sold, conveyed, mortgaged, granted, bargained, encumbered, pledged, assigned, or otherwise transferred. Notwithstanding the foregoing, the Property may be transferred with the prior written consent of Lender which consent shall not be unreasonably withheld in the case of a proposed transferee whose entity status, creditworthiness and management ability meet standards consistently applied by Lender for approval of borrowers for similar properties under mortgage loans secured by similar properties, provided that (i) only one such transfer shall be permitted during the term of the Note, (ii) prior to the effective date of the transfer, the transferee shall execute and deliver to Lender a written assumption agreement in form and substance acceptable to Lender in its sole discretion, (iii) a transfer fee equal to one quarter of one percent (.25%) of the outstanding principal balance of the Note shall be paid by Borrower to Lender upon notice being given to Borrower of approval of the proposed transfer (unless the proposed transferee is an affiliate of Borrower, in which event no transfer fee shall be due and payable), (iv) no transfer shall be permitted hereunder if an Event of Default, or an event which with the giving of notice or lapse of time or both could become an Event of Default, has occurred and is continuing, and (v) such transferee shall be a single purpose bankruptcy remote entity and Borrower shall cause to be delivered to Lender a non-consolidation opinion or an update of the same, in form and substance reasonably acceptable to Lender, upon Lender's request to do so. Borrower agrees that Borrower shall not incur any debt, secured or unsecured, direct or contingent (including guaranteeing any obligation), other than the Debt and trade payables incurred in the ordinary course of business in connection with the operation of the Property, provided same are paid when due.

No Sale/Encumbrance. Borrower agrees that Borrower shall not, without the prior written consent of Lender, sell, convey, mortgage, grant, bargain, encumber, pledge, assign, or otherwise transfer the Property or any part thereof or permit the Property or any part thereof to be sold, conveyed, mortgaged, granted, bargained, encumbered, pledged, assigned, or otherwise transferred. Notwithstanding the foregoing, the Property may be transferred with the prior written consent of Lender which consent shall not be unreasonably withheld in the case of a proposed transferee whose entity status, creditworthiness and management ability meet standards consistently applied by Lender for approval of borrowers for similar properties under mortgage loans secured by similar properties, provided that (i) only one such transfer shall be permitted during the term of the Note, (ii) prior to the effective date of the transfer, the transferee shall execute and deliver to Lender a written assumption agreement in form and substance acceptable to Lender in its sole discretion, (iii) a transfer fee equal to one quarter of one percent (.25%) of the outstanding principal balance of the Note shall be paid by Borrower to Lender upon notice being given to Borrower of approval of the proposed transfer (unless the proposed transferee is an affiliate of Borrower, in which event no transfer fee shall be due and payable), and (iv) no transfer shall be permitted hereunder if an Event of Default, or an event which with the giving of notice or lapse of time or both could become an Event of Default, has occurred and is continuing, and (v) such transferee shall be a single purpose bankruptcy remote entity and Borrower shall cause to be delivered to Lender a non-consolidation opinion or an update of the same, in form and substance reasonably acceptable to Lender, upon Lender's request to do so. Borrower agrees that Borrower shall not incur any debt, secured or unsecured, direct or contingent (including guaranteeing any obligation), other than the Debt and trade payables incurred in the ordinary course of business in connection with the operation of the Property, provided same are paid when due.

No Sale/Encumbrance. Borrower agrees that Borrower shall not, without the prior written consent of Lender, sell, convey, mortgage, grant, bargain, encumber, pledge, assign, or otherwise transfer the Property or any part thereof or permit the Property or any part thereof to be sold, conveyed, mortgaged, granted, bargained, encumbered, pledged, assigned, or otherwise transferred, other than pursuant to Leases of space in the Improvements to tenants in accordance with the provisions of Section 3.8. Notwithstanding the foregoingforegoing or anything to the contrary contained in this Article 8, sale of the Property may be transferred with and assumption of the prior written consent of Lender which consent shall not be unreasonably withheld in the case of a proposed transferee whose entity status, creditworthiness and management ability meet standards consistently applied by Lender for approval of borrowers for similar properties under mortgage loans secured by similar properties, provided that (i) only one such transfer Loan shall be permitted during to Print Pack, Inc., so long as Print Pack, Inc. (a) has maintained its credit-worthiness to at least the term same extent as of the Notedate of this Security Instrument, as evidenced by financial statements and other information reasonably requested by lender, (iib) prior to the effective date of the transfer, the transferee shall execute and deliver to Lender a written has executed an assumption agreement in form and substance acceptable to Lender in its sole discretionLender, (iii) a transfer fee equal evidencing Print Pack Inc.'s agreement to one quarter of one percent (.25%) be bound by the terms of the outstanding principal balance Note, this Security Agreement and Other Security Documents (including, but not limited to, all single purpose entity covenants), and (c) has paid all costs and expenses incurred by lender in accordance with the provisions of Section 8.3. Sale of the Note Property and assumption of the Loan shall be paid by Borrower permitted to Lender upon notice being given an entity not related to Borrower of Print Pack, Inc., subject to Lender's approval of the proposed transfer (unless the proposed transferee is an affiliate of Borrowertransferee, in which event no transfer fee shall be due and payable), (iv) no transfer shall be permitted hereunder if an Event of Default, or an event which with the giving of notice or lapse of time or both could become an Event of Default, has occurred and is continuing, and (v) such transferee shall be a single purpose bankruptcy remote entity and Borrower shall cause approval not to be delivered unreasonably withheld, conditioned or delayed. EXHIBIT F Lawyers Title Insurance Corporation NATIONAL HEADQUARTERS RICHMOND, VIRGINIA -------------------------------------------------------------------------------- ENDORSEMENT Case Number 001068 Code Name GF ASSOCIATES Attached to Lender and made a nonpart of Lawyers Title Insurance Corporation Policy No. 115-consolidation opinion or an update of the same, in form and substance reasonably acceptable to Lender, upon Lender's request to do so00-000000 XXTE: THIS SPECIMEN (PRO FORMA) ENDORSEMENT IS FURNISHED AT THE REQUEST OF THE PROPOSED INSURED AND IT IS UNDERSTOOD AND AGREED THAT IT DOES NOT REFLECT THE PRESENT STATE OF TITLE. Borrower agrees that Borrower shall not incur any debt, secured or unsecured, direct or contingent (including guaranteeing any obligation), other than the Debt and trade payables incurred in the ordinary course of business in connection with the operation of the Property, provided same are paid when dueTHE FURNISHING OF THE COVERAGE SET FORTH HEREIN IS CONTINGENT UPON ALL OF THE COMPANY'S REQUIREMENTS BEING SATISFIED AT OR PRIOR TO CLOSING.

No Sale/Encumbrance. Borrower agrees that Borrower shall not, without the prior written consent of Lender, sell, convey, mortgage, grant, bargain, encumber, pledge, assign, or otherwise transfer the Property or any part thereof or permit the Property or any part thereof to be sold, conveyed, mortgaged, granted, bargained, encumbered, pledged, assigned, or otherwise transferred. Notwithstanding the foregoing, the Property may be transferred with the prior written consent of Lender which consent shall not be unreasonably withheld in the case of a proposed transferee whose entity status, creditworthiness and management ability meet standards consistently applied by Lender for approval of borrowers for similar properties under mortgage loans secured by similar properties, provided that (ia) only one such transfer shall be permitted during the term of the Note, (iib) prior to the effective date of the transfer, the transferee shall execute and deliver to Lender a written assumption agreement in form and substance acceptable to Lender in its sole discretion, (iiic) a transfer fee equal to one quarter of one percent (.251%) of the outstanding principal balance of the Note Debt shall be paid by Borrower to Lender upon notice being given to Borrower of approval of the proposed transfer (unless the proposed transferee is an affiliate of Borrower, in which event no transfer fee shall be due and payable)transfer, (ivd) no transfer shall be permitted hereunder if an Event of Default, or an event which with the giving of notice or lapse of time or both could become an Event of Default, has occurred and is continuing, and (ve) such transferee shall be a single purpose bankruptcy remote entity and Borrower shall cause to be delivered to Lender a non-consolidation opinion or an update of the same, in form and substance reasonably acceptable to Lender, upon Lender's request to do so. Borrower agrees that Borrower shall not incur any debt, secured or unsecured, direct or contingent (including guaranteeing any obligation), other than the Debt and trade payables incurred in the ordinary course of business in connection with the operation of the Property, provided same are paid when due.

No Sale/Encumbrance. Borrower Grantor agrees that Borrower Grantor shall not, without the prior written consent of LenderBeneficiary, sell, convey, mortgage, grant, bargain, encumber, pledge, assign, or otherwise transfer the Property or any part thereof or permit the Property or any part thereof to be sold, conveyed, mortgaged, granted, bargained, encumbered, pledged, assigned, or otherwise transferred. Notwithstanding the foregoing, the Property may be transferred with the prior written consent of Lender Beneficiary which consent shall not be unreasonably withheld in the case of a proposed transferee whose entity status, creditworthiness and management ability meet standards consistently applied by Lender Beneficiary for approval of borrowers Grantors for similar properties under mortgage loans secured by similar properties, provided that (i) only one such transfer shall be permitted during the term of the NoteGuaranty, (ii) prior to the effective date of the transfer, the transferee shall execute and deliver to Lender Beneficiary a written assumption agreement in form and substance acceptable to Lender Beneficiary in its sole discretion, (iii) a transfer fee equal to one quarter of one percent (.25%) of the outstanding principal balance of the Note Debt shall be paid by Borrower Grantor to Lender Beneficiary upon notice being given to Borrower Grantor of approval of the proposed transfer (unless the proposed transferee is an affiliate of BorrowerGrantor, in which event no transfer fee shall be due and payable), (iv) no transfer shall be permitted hereunder if an Event of Default, or an event which with the giving of notice or lapse of time or both could become an Event of Default, has occurred and is continuing, and (v) such transferee shall be a single purpose bankruptcy remote entity and Borrower Grantor shall cause to be delivered to Lender Beneficiary a non-consolidation opinion or an update of the same, in form and substance reasonably acceptable to LenderBeneficiary, upon LenderBeneficiary's request to do so. Borrower Grantor agrees that Borrower Grantor shall not incur any debt, secured or unsecured, direct or contingent (including guaranteeing any obligation), other than the Debt and trade payables incurred in the ordinary course of business in connection with the operation of the Property, provided same are paid when due.

No Sale/Encumbrance. Borrower agrees that that, except as expressly provided herein or in the Other Security Documents, Borrower shall not, without the prior written consent of Lender, sell, convey, mortgage, grant, bargain, encumber, pledge, assign, or otherwise transfer the Property or any part thereof or permit the Property or any part thereof to be sold, conveyed, mortgaged, granted, bargained, encumbered, pledged, assigned, or otherwise transferred. Notwithstanding the foregoing, the Property may be transferred with the prior written consent of Lender which consent shall not be unreasonably withheld in the case of a proposed transferee whose entity status, creditworthiness and management ability meet standards consistently applied by Lender for approval of borrowers for similar properties under mortgage loans secured by similar properties, provided that PROVIDED THAT (i) only one such transfer shall be permitted during the term of the Note, (ii) prior to the effective date of the transfer, the transferee shall execute and deliver to Lender a written assumption agreement in form and substance acceptable to Lender in its sole discretion, (iii) a transfer fee equal to one quarter of one percent (.251%) of the outstanding principal balance of the Note Debt shall be paid by Borrower to Lender upon notice being given to Borrower of approval of the proposed transfer (unless the proposed transferee is an affiliate of Borrower, in which event no transfer fee shall be due and payable)transfer, (iv) no transfer shall be permitted hereunder if an Event of Default, or an event which with the giving of notice or lapse of time or both could become an Event of Default, has occurred and is continuing, and (v) such transferee shall be a single purpose bankruptcy remote entity and Borrower shall cause to be delivered to Lender a non-consolidation opinion or an update of the same, in form and substance reasonably acceptable to Lender, upon Lender's request to do soso and (vi) Borrower has caused to be delivered to Lender confirmation in writing from the Rating Agencies (a "Rating Agency Confirmation")to the effect that such transfer will not result in a qualification, reduction or withdrawal of any rating initially assigned or to be assigned in a Secondary Market Transaction (defined below). Borrower agrees that Borrower shall not incur any debt, secured or unsecured, direct or contingent (including guaranteeing any obligation), other than the Debt and trade payables incurred in the ordinary course of business in connection with the operation of the Property, provided same are paid when due.

No Sale/Encumbrance. Borrower Xxxxxxxx agrees that that, except for the lien of the Second Security Instrument and the other Second Loan Documents, Borrower shall not, without the prior written consent of Lender, sell, convey, mortgage, grant, bargain, encumber, pledge, assign, or otherwise transfer the Property or any part thereof or permit the Property or any part thereof to be sold, conveyed, mortgaged, granted, bargained, encumbered, pledged, assigned, or otherwise transferred. Notwithstanding the foregoing, the Property may be transferred with the prior written consent of Lender which consent shall not be unreasonably withheld in the case of a proposed transferee whose entity status, creditworthiness and management ability meet standards consistently applied by Lender for approval of borrowers for similar properties under mortgage loans secured by similar propertiesproperties (the financial condition of a proposed transferee shall be acceptable if such transferee's financial condition is equal to or Greater than the financial condition of the Borrower as of the date hereof or as of the proposed date of transfer, whichever is more favorable, as determined by Xxxxxx in Lender's sole and absolute discretion), provided that (i) only one such transfer shall be permitted during the term of the Note, (ii) prior to the effective date of the transfer, the transferee shall execute and deliver to Lender tender a written assumption agreement in form and substance acceptable to Lender in its sole discretion, (iii) a transfer fee equal to one quarter of one percent (.251%) of of, the outstanding principal balance of the Note Debt-shall be paid by Borrower Xxxxxxxx to Lender upon notice being given to Borrower of approval of the proposed transfer (unless the proposed transferee is an affiliate of Borrower, in which event no transfer fee shall be due and payable)transfer, (iv) no transfer shall be permitted hereunder if an Event of Default, or an event which with the giving of notice or lapse of time or both could become an Event of Default, has occurred and is continuing, and (v) such transferee shall be a single purpose bankruptcy remote entity and Borrower shall cause to be delivered to Lender a non-consolidation opinion or an update of the same, in form and substance reasonably acceptable to Lender, upon LenderXxxxxx's request to do so, and (vi) such transfer will not result in a downgrade, qualification or withdrawal of the then current rating of the Securities (as hereinafter defined) by any Rating Agency. Borrower Xxxxxxxx agrees that Borrower Xxxxxxxx shall not incur any debt, secured or unsecured, direct or contingent (including guaranteeing any obligation), other than the Debt Debt, the indebtedness evidenced by the Second Loan Documents and trade payables incurred in the ordinary course of business in connection with the operation of the Property, provided same are paid when due.

No Sale/Encumbrance. Borrower agrees that Borrower shall not, without the prior written consent of Lender, sell, convey, mortgage, grant, bargain, encumber, pledge, assign, or otherwise transfer the Property or any part thereof or permit the Property or any part thereof to be sold, conveyed, mortgaged, granted, bargained, encumbered, pledged, assigned, or otherwise transferred. Notwithstanding the foregoing, the Property may be transferred with the prior written consent of Lender which consent shall not be unreasonably withheld in the case of a proposed transferee whose entity status, creditworthiness and management ability meet standards consistently applied by Lender for approval of borrowers for similar properties under mortgage loans secured by similar properties, provided that (i) only one such transfer shall be permitted during the term of the Note, (ii) prior to the effective date of the transfer, the transferee shall execute and deliver to Lender a written assumption agreement in form and substance acceptable to Lender in its sole discretion, (iii) a transfer fee equal to one quarter three-quarters of one percent (.250.75%) of the outstanding principal balance of the Note Debt shall be paid by Borrower to Lender upon notice being given to Borrower of approval of the proposed transfer (unless the proposed transferee is an affiliate of Borrower, in which event no transfer fee shall be due and payable)transfer, (iv) no transfer shall be permitted hereunder if an Event of Default, or an event which with the giving of notice or lapse of time or both could become an Event of Default, has occurred and is continuing, and (v) such transferee shall be a single purpose bankruptcy remote entity and Borrower shall cause to be delivered to Lender a non-consolidation opinion or an update of the same, in form and substance reasonably acceptable to Lender, upon Lender's request to do so. Borrower agrees that Borrower shall not incur any debt, secured or unsecured, direct or contingent (including guaranteeing any obligation), other than the Debt and trade payables incurred in the ordinary course of business in connection with the operation of the Property, provided same are paid when due.