Common use of Easements and Rights-of-Way Clause in Contracts

Easements and Rights-of-Way. (a) So long as no Event of Default is continuing, Borrower may, without the consent of Lender, grant easements, restrictions, covenants, reservations and rights of way in the ordinary course of business for access, water and sewer lines, telephone, cable or other fiber optic or other data transmission lines, electric lines or other utilities or for other similar purposes, provided that no such conveyance or encumbrance set forth above shall reasonably be expected to, or does, have a Material Adverse Effect. In connection with any of the foregoing permitted pursuant to this Section 6.4, if requested by Borrower, Lender shall execute and deliver any instrument in form and substance reasonably satisfactory to Lender which is reasonably necessary or appropriate to subordinate the lien of the Security Instrument and/or consent to such easements, restrictions, covenants, reservations and rights of way or other similar grants upon receipt by Lender of: (i) fifteen (15) days’ prior written notice thereof; (ii) a copy of the instrument or instruments in connection with such easements, restrictions, covenants, reservations and rights of way or other similar grants; (iii) a certificate from an officer of Borrower stating (1) with respect to such easements, restrictions, covenants, reservations and rights of way or other similar grants, the consideration, if any, being paid for such easements, restrictions, covenants, reservations and rights of way or other similar grants, and (2) that such easements, restrictions, covenants, reservations and rights of way or other similar grants would not reasonably be expected to have and does not have a Material Adverse Effect; (iv) reimbursement of all of Lender’s reasonable out-of-pocket costs and expenses (including reasonable attorneys’ fees and disbursements) incurred in connection with such easements, restrictions, covenants, reservations and rights of way or other similar grants (which shall be paid by Borrower whether or not the proposed easements, restrictions, covenants, reservations and rights of way or other similar grants actually occurs); and (v) Notwithstanding anything to the contrary contained herein or in any other Loan Document, if the Lender is required to subordinate the lien of the Security Instrument and if the Loan is included in a REMIC Trust and the Loan-to-Value Ratio (expressed as a percentage) exceeds or would exceed 125% immediately after giving effect to the release of the applicable Released Property, no release under any provision of this Agreement will be permitted unless the principal balance of the Loan is prepaid by an amount not less than the least of the following amounts: (A) the net proceeds received by Borrower in connection with such subordination and (B) an amount such that the Loan-to-Value Ratio after giving effect to such subordination of the Security Instrument is not greater than the Loan-to-Value Ratio immediately prior to such subordination of the Security Instrument, unless Lender receives a REMIC Opinion with respect to such subordination (provided, however, that any such prepayment shall be deemed a voluntary prepayment but shall not be subject to the Prepayment Premium or to any other premium or penalty). (b) If Borrower shall receive any consideration in connection with any grants consummated in accordance with Section 6.4 Borrower shall have the right to use any such consideration in connection with any alterations performed in connection with such grant, provided that, to the extent any such consideration is not used in connection with such alterations (or any such consideration exceeds the amount required to perform such alterations) or payment of expenses or costs, Borrower shall promptly deposit the consideration or such excess amount, as the case may be, into the Restricted Account.

Easements and Rights-of-Way. (a) So long as no Event of Default is continuing, Borrower may, without the consent of Lender, grant easements, restrictions, covenants, reservations and rights of way in the ordinary course of business for access, water and sewer lines, telephone, cable or other fiber optic or other data transmission lines, electric lines or other utilities or for other similar purposes, provided that no such conveyance or encumbrance set forth above shall reasonably be expected to, or does, have a Material Adverse Effect. In connection with any of the foregoing permitted pursuant to this Section 6.4, if requested by BorrowerXxxxxxxx, Lender shall execute and deliver any instrument in form and substance reasonably satisfactory to Lender which is reasonably necessary or appropriate to subordinate the lien of the Security Instrument and/or consent to such easements, restrictions, covenants, reservations and rights of way or other similar grants upon receipt by Lender of: (i) fifteen (15) days’ prior written notice thereof; (ii) a copy of the instrument or instruments in connection with such easements, restrictions, covenants, reservations and rights of way or other similar grants; (iii) a certificate from an officer of Borrower Xxxxxxxx stating (1) with respect to such easements, restrictions, covenants, reservations and rights of way or other similar grants, the consideration, if any, being paid for such easements, restrictions, covenants, reservations and rights of way or other similar grants, and (2) that such easements, restrictions, covenants, reservations and rights of way or other similar grants would not reasonably be expected to have and does not have a Material Adverse Effect;; and (iv) reimbursement of all of Lender’s reasonable out-of-pocket costs and expenses (including reasonable attorneys’ fees and disbursements) incurred in connection with such easements, restrictions, covenants, reservations and rights of way or other similar grants (which shall be paid by Borrower whether or not the proposed easements, restrictions, covenants, reservations and rights of way or other similar grants actually occurs); and (v) Notwithstanding anything to the contrary contained herein or in any other Loan Document, if the Lender is required to subordinate the lien of the Security Instrument and if the Loan is included in a REMIC Trust and the Loan-to-Value Ratio (expressed as a percentage) exceeds or would exceed 125% immediately after giving effect to the release of the applicable Released Property, no release under any provision of this Agreement will be permitted unless the principal balance of the Loan is prepaid by an amount not less than the least of the following amounts: (A) the net proceeds received by Borrower in connection with such subordination and (B) an amount such that the Loan-to-Value Ratio after giving effect to such subordination of the Security Instrument is not greater than the Loan-to-Value Ratio immediately prior to such subordination of the Security Instrument, unless Lender receives a REMIC Opinion with respect to such subordination (provided, however, that any such prepayment shall be deemed a voluntary prepayment but shall not be subject to the Prepayment Premium or to any other premium or penalty). (b) If Borrower shall receive any consideration in connection with any grants consummated in accordance with this Section 6.4 Borrower shall have the right to use any such consideration in connection with any alterations performed in connection with such grant, provided that, to the extent any such consideration is not used in connection with such alterations (or any such consideration exceeds the amount required to perform such alterations) or payment of expenses or costs, Borrower shall promptly deposit the consideration or such excess amount, as the case may be, into the applicable Restricted Account.