Common use of Grants and Releases of Easements; Lessor's Waivers Clause in Contracts

Grants and Releases of Easements; Lessor's Waivers. Provided that no Lease Event of Default shall have occurred and be continuing and subject to the provisions of Articles VII, IX and X and Section 8.3 the Lessor hereby consents in each instance (and shall obtain the consent of any Lenders as may reasonably be requested by the Lessee) to the following actions by the Lessee, in the name and stead of the Lessor, but at the Lessee's sole cost and expense: (a) the granting of easements, licenses, rights-of-way and other rights and privileges in the nature of easements reasonably necessary or desirable for the use, repair, or maintenance of the Property as herein provided; (b) the release of existing easements or other rights in the nature of easements which are for the benefit of the Property; (c) if required by applicable Governmental Authority in connection with the Construction, the dedication or transfer of unimproved portions of the Property for road, highway or other public purposes; and (d) the execution of amendments to any covenants and restrictions affecting the Property; provided, however, that in each case (i) such grant, release, dedication, transfer or amendment does not impair the value, utility or remaining useful life of the Property, (ii) such grant, release, dedication, transfer, annexation or amendment is reasonably necessary in connection with the use, maintenance, alteration or improvement of the Property, (iii) such grant, release, dedication, transfer, annexation or amendment will not cause the Property or any portion thereof to fail to comply in any respect with the provisions of this Lease or any other Operative Documents and all Requirements of Law (including, without limitation, all applicable zoning, planning, building and subdivision ordinances, all applicable restrictive covenants and all applicable architectural approval requirements); (iv) all governmental consents or approvals required prior to such grant, release, dedication, transfer, annexation or amendment have been obtained, and all filings required prior to such action have been made; (v) such grant, release, dedication, transfer, annexation or amendment will not result in any down-zoning of the Property or any portion thereof or a material reduction in the maximum density or development rights available to the Property under all Requirements of Law; (vi) the Lessee shall remain obligated under this Lease and under any instrument executed by the Lessee consenting to the assignment of the Lessor's interest in this Lease as security for indebtedness, in each such case in accordance with their terms, as though such grant, release, dedication, transfer, annexation or amendment had not been effected and (vii) the Lessee shall pay and perform any obligations of the Lessor under such grant, release, dedication, transfer, annexation or amendment. The Lessor acknowledges the Lessee's right to finance and to secure under the Uniform Commercial Code, inventory, furnishings, furniture, equipment, machinery, leasehold improvements and other personal property located at the Property other than Equipment, and Lessor agrees to execute from time to time Lessor waiver forms in favor of any purchase money seller, lessor or lender which has financed or may finance in the future such items. Without limiting the effectiveness of the foregoing, provided that no Lease Event of Default shall have occurred and be continuing, the Lessor shall, upon the request of the Lessee, and at the Lessee's sole cost and expense, execute and deliver (and cause the Lenders to execute and deliver) any instruments necessary or appropriate to confirm any such grant, release, dedication, transfer, annexation or amendment to any Person permitted under this Section 11.2 including landlord waivers with respect to any of the foregoing.

Grants and Releases of Easements; Lessor's Waivers. (a) Provided that no Lease Event of Default shall have occurred and be continuing continuing, and subject to the provisions of Articles VII, IX and X and Section 8.3 8.3, the Lessor hereby consents in each instance (and shall obtain the consent of any Lenders as may reasonably be requested by the Lessee) to the following actions by the LesseeLessee as the Lessor's agent, and the Lessor hereby appoints the Lessee the Lessor's attorney-in-fact, with full authority in the name place and stead of the LessorLessor to take such action or actions from time to time during the Lease Term, but at the Lessee's sole cost and expense: (ai) the granting of easements, licenses, rights-of-way and other rights and privileges in the nature of easements reasonably necessary or desirable for the use, repair, or maintenance of the Property as herein provided; (bii) the release of existing easements or other rights in the nature of easements which are for the benefit of the Property; (ciii) if required by applicable Governmental Authority in connection with the ConstructionAuthority, the dedication or transfer of unimproved portions of the Property for road, highway or other public purposes; (iv) the imposition of and (d) the execution of amendments to any covenants and restrictions restrictions; (v) the filing and processing of Site Development Permit Amendments, Parcel Maps, Tentative Maps, Development Agreements and any and all other permit applications, authorizations, entitlement, agreements with any government or regulatory agency or amendments thereof, or other documents reasonably required or beneficial for construction or Modification of the Improvements, or amendments to Permitted Property Liens or governmental permits or approvals affecting the Property; and (vi) the execution and filing of tract or parcel maps subdividing the Land into lots or parcels or reconfiguring existing lots or parcels; provided, however, that in each case (iA) such grant, release, dedication, transfer, imposition or amendment does not reduce the Fair Market Sales Value of the Property, (B) such grant, release, dedication, transfer or amendment does not impair that in the value, utility or remaining useful life of the Property, (ii) such grant, release, dedication, transfer, annexation or amendment Lessee's judgment is reasonably necessary or beneficial in connection with the use, maintenance, alteration or improvement of the Property, (iiiC) such grant, release, dedication, transfer, annexation imposition or amendment will not cause the Property or any portion thereof to fail to comply in any respect with the provisions of this Master Lease or any other Operative Documents and all Requirements of Law (including, without limitation, all applicable zoning, planning, building and subdivision ordinances, all applicable restrictive covenants and all applicable architectural approval requirements); (ivD) any and all governmental consents or approvals required prior to such grant, release, dedication, transfer, imposition, annexation or amendment have been obtained, and any and all filings required prior to such action have been made; (v) such grant, release, dedication, transfer, annexation or amendment will not result in any down-zoning of the Property or any portion thereof or a material reduction in the maximum density or development rights available to the Property under all Requirements of Law; (viE) the Lessee shall remain obligated under this Master Lease and under any instrument executed by the Lessee consenting to the assignment of the Lessor's interest interests in this Master Lease as security for indebtedness, in each such case in accordance with their terms, substantially as though such grant, release, dedication, transfer, annexation transfer or amendment had not been effected and (viiF) the Lessee shall pay and perform any obligations of the Lessor under such grant, release, dedication, transfer, annexation imposition or amendment. The Lessor acknowledges the Lessee's right to finance and to secure under the Uniform Commercial Code, inventory, furnishings, furniture, equipment, machinery, leasehold improvements and other personal property located at the Property other than Equipment, and Lessor agrees to execute from time to time Lessor waiver forms in favor of any purchase money seller, lessor or lender which has financed or may finance in the future such items. Without limiting the effectiveness of the foregoing, provided that no Lease Event of Default shall have occurred and be continuing, the Lessor shall, upon the request of the Lessee, and at the Lessee's sole cost and expense, execute and deliver (and cause the Lenders to execute and deliver) any instruments necessary or appropriate to confirm any such grant, release, dedication, transfer, annexation imposition or amendment to any Person permitted under this Section 11.2 11.2(a) including landlord waivers with respect to any of the foregoing.

Grants and Releases of Easements; Lessor's Waivers. Provided that no Lease Event of Default shall have occurred and be continuing, from time to time upon request of the Lessee and subject to the Lessee’s prompt reimbursement of the Lessor’s costs and expenses, the Lessor (as holder of record of a leasehold interest in the Property) shall execute such documents reasonably satisfactory in form (which have been prepared at Lessee’s expense) to effect any of the actions set forth in clauses (a), (b), (c), (d), (e) and (f) of the following sentence, if in the Lessee’s reasonable and good faith opinion such action by the Lessor is necessary or appropriate to effect such intended actions. Provided that (i) no Lease Event of Default shall have occurred and be continuing and (ii) that the same will not adversely affect the fair market sales value, performance, utility or remaining useful life of the Property; and subject to the provisions of Articles VII, IX and X and Section 8.3 8.3, the Lessor hereby consents in each instance (and shall obtain the consent of any Lenders as may reasonably be requested by the Lessee) to the following actions by the LesseeLessee as the Lessor’s agent, and the Lessor hereby appoints the Lessee the Lessor’s attorney-in-fact, with full authority in the name place and stead of the LessorLessor to take such action or actions from time to time during the Lease Term, but at the Lessee's ’s sole cost and expense: (a) the granting of easements, licenses, rights-of-way and other rights and privileges in the nature of easements reasonably necessary or desirable for the use, repair, operation or maintenance of the Property as herein provided; (b) the release of existing easements or other rights in the nature of easements which are for the benefit of the Property; (c) if required by applicable Governmental Authority in connection with the ConstructionAuthority, the dedication or transfer of unimproved portions of the Property for road, highway or other public purposes; and (d) the execution of amendments to any covenants and restrictions restrictions; (e) the filing and processing of any and all permit applications, authorizations, entitlements, agreements with any government or regulatory agency or amendments thereof, or other documents reasonably required or beneficial for construction or Modification of the Improvements, or amendments to Permitted Property Liens or governmental permits or approvals affecting the Property; and (f) the execution and filing of tract or parcel maps subdividing the Land into lots or parcels or reconfiguring existing lots or parcels; provided, however, that in each case case: (i) such grant, release, dedication, transfer or amendment does not impair is, in the valueLessee’s judgment, utility or remaining useful life of the Property, (ii) such grant, release, dedication, transfer, annexation or amendment is reasonably necessary or beneficial in connection with the use, maintenance, alteration or improvement of the Property, (iiiii) such grant, release, dedication, transfer, annexation transfer or amendment will not cause the Property or any portion thereof to fail to comply in any respect with the provisions of this Lease or any other Operative Documents and all Requirements of Applicable Law (including, without limitation, all applicable zoning, planning, building and subdivision ordinances, all applicable restrictive covenants and all applicable architectural approval requirements); (iviii) any and all governmental consents or approvals required prior to (or as a consequence of) such grant, release, dedication, transfer, annexation or amendment have been obtained, and any and all filings required prior to (or as a consequence of) such action have been made; (v) such grant, release, dedication, transfer, annexation or amendment will not result in any down-zoning of the Property or any portion thereof or a material reduction in the maximum density or development rights available to the Property under all Requirements of Law; (viiv) the Lessee shall remain obligated under this Lease and under any instrument executed by the Lessee consenting to the assignment of the Lessor's interest ’s interests in this Lease as security for indebtedness, in each such case in accordance with their terms, as though such grant, release, dedication, transfer, annexation transfer or amendment had not been effected and effected; (viiv) the Lessee shall pay and perform any obligations of the Lessor under such grant, release, dedication, transfertransfer or amendment and (vi) such grant, annexation release, dedication, transfer or amendmentamendment will not materially adversely affect the Fair Market Sales Value, residual value, utility or remaining useful life of the Property. The Lessor acknowledges the Lessee's ’s right to finance and to secure under the Uniform Commercial Code, inventory, furnishings, furniture, equipment, machinery, leasehold improvements and other personal property located at the Property other than Equipment, and the Lessor agrees to execute from time to time Lessor waiver forms and release of Lessor Liens in favor of any purchase money seller, lessor or lender which has financed or may finance in the future such items. Without limiting the effectiveness of the foregoing, provided provided, that no Lease Event of Default shall have occurred and be continuing, the Lessor shall, upon the request of the Lessee, and at the Lessee's ’s sole cost and expense, execute and deliver (and cause the Lenders to execute and deliver) any instruments necessary or appropriate to confirm any such grant, release, dedication, transfer, annexation or amendment to any Person permitted under this Section 11.2 12.2 including landlord waivers with respect to any of the foregoing.

Grants and Releases of Easements; Lessor's Waivers. Provided that no Lease Event of Default shall have occurred and be continuing, from time to time upon request of the Lessee and subject to the Lessee's prompt reimbursement of the Lessor's costs and expenses, the Lessor (as holder of record of a leasehold interest in the Property) shall execute such documents reasonably satisfactory in form (which have been prepared at Lessee's expense) to effect any of the actions set forth in clauses (a), (b), (c), (d), (e) and (f) of the following sentence, if in the Lessee's reasonable and good faith opinion such action by the Lessor is necessary or appropriate to effect such intended actions. Provided that (i) no Lease Event of Default shall have occurred and be continuing and (ii) that the same will not adversely affect the fair market sales value, performance, utility or remaining useful life of the Property; and subject to the provisions of Articles VII, IX and X and Section 8.3 8.3, the Lessor hereby consents in each instance (and shall obtain the consent of any Lenders as may reasonably be requested by the Lessee) to the following actions by the LesseeLessee as the Lessor's agent, and the Lessor hereby appoints the Lessee the Lessor's attorney-in-fact, with full authority in the name place and stead of the LessorLessor to take such action or actions from time to time during the Basic Lease Term, but at the Lessee's sole cost and expense: (a) the granting of easements, licenses, rights-of-way and other rights and privileges in the nature of easements reasonably necessary or desirable for the use, repair, operation or maintenance of the Property as herein provided; (b) the release of existing easements or other rights in the nature of easements which are for the benefit of the Property; (c) if required by applicable Governmental Authority in connection with the Construction, the dedication or transfer of unimproved portions of the Property for road, highway or other public purposes; and (d) the execution of amendments to any covenants and restrictions restrictions; (e) the filing and processing of any and all permit applications, authorizations, entitlements, agreements with any government or regulatory agency or amendments thereof, or other documents reasonably required or beneficial for construction or Modification of the Improvements, or amendments to Permitted Property Liens or governmental permits or approvals affecting the Property; and (f) the execution and filing of tract or parcel maps subdividing the Land into lots or parcels or reconfiguring existing lots or parcels; provided, however, that in each case case: (i) such grant, release, dedication, transfer or amendment does not impair is, in the valueLessee's judgment, utility or remaining useful life of the Property, (ii) such grant, release, dedication, transfer, annexation or amendment is reasonably necessary or beneficial in connection with the use, maintenance, alteration or improvement of the Property, (iiiii) such grant, release, dedication, transfer, annexation transfer or amendment will not cause the Property or any portion thereof to fail to comply in any respect with the provisions of this Lease or any other Operative Documents and all Requirements of Applicable Law (including, without limitation, all applicable zoning, planning, building and subdivision ordinances, all applicable restrictive covenants and all applicable architectural approval requirements); (iviii) any and all governmental consents or approvals required prior to (or as a consequence of) such grant, release, dedication, transfer, annexation or amendment have been obtained, and any and all filings required prior to (or as a consequence of) such action have been made; (v) such grant, release, dedication, transfer, annexation or amendment will not result in any down-zoning of the Property or any portion thereof or a material reduction in the maximum density or development rights available to the Property under all Requirements of Law; (viiv) the Lessee shall remain obligated under this Lease and under any instrument executed by the Lessee consenting to the assignment of the Lessor's interest interests in this Lease as security for indebtedness, in each such case in accordance with their terms, as though such grant, release, dedication, transfer, annexation transfer or amendment had not been effected and effected; (viiv) the Lessee shall pay and perform any obligations of the Lessor under such grant, release, dedication, transfertransfer or amendment and (vi) such grant, annexation release, dedication, transfer or amendmentamendment will not materially adversely affect the Fair Market Sales Value, residual value, utility or remaining useful life of the Property. The Lessor acknowledges the Lessee's right to finance and to secure under the Uniform Commercial Code, inventory, furnishings, furniture, equipment, machinery, leasehold improvements and other personal property located at the Property other than Equipment, and the Lessor agrees to execute from time to time Lessor waiver forms and release of Lessor Liens in favor of any purchase money seller, lessor or lender which has financed or may finance in the future such items. Without limiting the effectiveness of the foregoing, provided provided, that no Lease Event of Default shall have occurred and be continuing, the Lessor shall, upon the request of the Lessee, and at the Lessee's sole cost and expense, execute and deliver (and cause the Lenders to execute and deliver) any instruments necessary or appropriate to confirm any such grant, release, dedication, transfer, annexation or amendment to any Person permitted under this Section 11.2 12.2 including landlord waivers with respect to any of the foregoing.

Grants and Releases of Easements; Lessor's Waivers. (a) Provided that no Lease Event of Default shall have occurred and be continuing continuing, and subject to the provisions of Articles VII, IX and X and Section 8.3 8.3, the Lessor hereby consents in each instance (and shall obtain the consent of any Lenders as may reasonably be requested by the Lessee) to the following actions by the LesseeLessee as the Lessor’s agent, and the Lessor hereby appoints the Lessee the Lessor’s attorney-in-fact, with full authority in the name place and stead of the LessorLessor to take such action or actions from time to time during the Lease Term, but at the Lessee's ’s sole cost and expense: (ai) the granting of easements, licenses, rights-of-way and other rights and privileges in the nature of easements reasonably necessary or desirable for the use, repair, or maintenance of the Property as herein provided; (bii) the release of existing easements or other rights in the nature of easements which are for the benefit of the Property; (ciii) if required by applicable Governmental Authority in connection with the ConstructionAuthority, the dedication or transfer of unimproved portions of the Property for road, highway or other public purposes; (iv) the imposition of and (d) the execution of amendments to any covenants and restrictions restrictions; (v) the filing and processing of Site Development Permit Amendments, Parcel Maps, Tentative Maps, Development Agreements and any and all other permit applications, authorizations, entitlement, agreements with any government or regulatory agency or amendments thereof, or other documents reasonably required or beneficial for construction or Modification of the Improvements, or amendments to Permitted Property Liens or governmental permits or approvals affecting the Property; and (vi) the execution and filing of tract or parcel maps subdividing the Land into lots or parcels or reconfiguring existing lots or parcels; provided, however, that in each case (iA) such grant, release, dedication, transfer, imposition or amendment does not reduce the Fair Market Sales Value of the Property, (B) such grant, release, dedication, transfer or amendment does not impair that in the value, utility or remaining useful life of the Property, (ii) such grant, release, dedication, transfer, annexation or amendment Lessee’s judgment is reasonably necessary or beneficial in connection with the use, maintenance, alteration or improvement of the Property, (iiiC) such grant, release, dedication, transfer, annexation imposition or amendment will not cause the Property or any portion thereof to fail to comply in any respect with the provisions of this Amended and Restated Master Lease or any other Operative Documents and all Requirements of Law (including, without limitation, all applicable zoning, planning, building and subdivision ordinances, all applicable restrictive covenants and all applicable architectural approval requirements); (ivD) any and all governmental consents or approvals required prior to such grant, release, dedication, transfer, imposition, annexation or amendment have been obtained, and any and all filings required prior to such action have been made; (v) such grant, release, dedication, transfer, annexation or amendment will not result in any down-zoning of the Property or any portion thereof or a material reduction in the maximum density or development rights available to the Property under all Requirements of Law; (viE) the Lessee shall remain obligated under this Amended and Restated Master Lease and under any instrument executed by the Lessee consenting to the assignment of the Lessor's interest ’s interests in this Amended and Restated Master Lease as security for indebtedness, in each such case in accordance with their terms, substantially as though such grant, release, dedication, transfer, annexation transfer or amendment had not been effected and (viiF) the Lessee shall pay and perform any obligations of the Lessor under such grant, release, dedication, transfer, annexation imposition or amendment. The Lessor acknowledges the Lessee's right to finance and to secure under the Uniform Commercial Code, inventory, furnishings, furniture, equipment, machinery, leasehold improvements and other personal property located at the Property other than Equipment, and Lessor agrees to execute from time to time Lessor waiver forms in favor of any purchase money seller, lessor or lender which has financed or may finance in the future such items. Without limiting the effectiveness of the foregoing, provided that no Lease Event of Default shall have occurred and be continuing, the Lessor shall, upon the request of the Lessee, and at the Lessee's ’s sole cost and expense, execute and deliver (and cause the Lenders to execute and deliver) any instruments necessary or appropriate to confirm any such grant, release, dedication, transfer, annexation imposition or amendment to any Person permitted under this Section 11.2 11.2(a) including landlord waivers with respect to any of the foregoing.