Common use of Leasing Matters Clause in Contracts

Leasing Matters. (a) Borrower shall not permit Mortgage Borrower to enter into any Leases other than the CPLV Lease and Borrower shall cause Mortgage Borrower to enforce its rights in a commercially reasonable manner, the provisions of the CPLV Lease with respect to any leases or subleases at the Property. Borrower shall not permit Mortgage Borrower to and shall cause Mortgage Borrower to use commercially reasonable efforts to not permit CPLV Tenant to enter into any Leases with respect to the Property, other than as set forth in this Section 5.1.20. (b) Borrower shall not permit Mortgage Borrower to permit CPLV Tenant to assign or otherwise transfer the CPLV Lease or any interest therein, except in accordance with Section 5.2.10(e) hereof. CPLV Tenant shall be permitted to sublease a portion of the Property pursuant to Leases; provided that (i) each Lease entered into by CPLV Tenant shall be entered into in accordance with the terms of the CPLV Lease, and (ii) subject to Section 5.1.20(c) of the Mortgage Loan Agreement, all Leases executed by Borrower after the date hereof shall provide that they are subordinate to the Mortgage and that the Tenant agrees to attorn to Mortgage Lender or any purchaser at a sale by foreclosure or power of sale. Notwithstanding anything to the contrary herein, Borrower shall not permit Mortgage Borrower to permit CPLV Tenant to enter into any Lease for all or substantially all of the Property without the prior written consent of Administrative Agent.

Leasing Matters. (a) Borrower shall not permit Mortgage Borrower to enter into any Leases other than the CPLV Lease and Borrower shall cause Mortgage Borrower to enforce its rights in a commercially reasonable manner, the provisions of the CPLV Lease with respect to any leases or subleases at the Property. Borrower shall not permit Mortgage Borrower to and shall cause Mortgage Borrower to use commercially reasonable efforts to not permit CPLV Tenant to enter into any Leases with respect to the Property, other than as set forth in this Section 5.1.20. (ba) Borrower shall not permit Mortgage Borrower to permit CPLV Tenant to assign or otherwise transfer the CPLV Lease or any interest therein, except in accordance with Section 5.2.10(e) hereof. CPLV Tenant shall be permitted to sublease a portion of the Property pursuant to Leases; provided that (i) each Lease entered into by CPLV Tenant shall be entered into in accordance with the terms of the CPLV Lease, and (ii) subject to Section 5.1.20(c) of the Mortgage Loan Agreement, all Leases executed by Borrower after the date hereof shall provide that they are subordinate to the Mortgage and that the Tenant agrees to attorn to Mortgage Lender or any purchaser at a sale by foreclosure or power of sale. Notwithstanding anything to the contrary herein, Borrower shall not permit Mortgage Borrower to permit CPLV Tenant to enter into any Lease for all or substantially all of the Property without the prior written consent of Administrative Agent.

Leasing Matters. (a) Borrower shall not permit Mortgage Borrower to enter into (i) terminate any Leases Lease other than the CPLV Lease by reason of either (A) a Tenant default and Borrower shall cause Mortgage Borrower to enforce its rights then only in a commercially reasonable mannermanner to preserve and protect the Individual Property, or (B) a Tenant pursuant to the provisions exercise by such Tenant of any termination right expressly provided in any existing Lease or any Lease hereafter entered into in compliance with the conditions set forth in this Section 5.2.18; provided, however, that no such termination or surrender of any Major Lease will be permitted under the foregoing subclause (A) without the prior written consent of Lender, which consent shall not be unreasonably withheld; except that no termination by Mortgage Borrower or acceptance of surrender by a Tenant of any Leases shall be permitted without the prior written consent of Lender, which consent shall not be unreasonably withheld; (ii) permit Mortgage Borrower to collect any of the CPLV Lease with respect Rents more than one (1) month in advance (other than security deposits and estimated additional rent amounts on account of operating expense, tax and other escalations or pass-throughs); (iii) permit Mortgage Borrower to execute any leases other collateral assignment of lessor’s interest in the Leases or subleases at the Property. Borrower Rents (except as contemplated by the Mortgage Loan Documents); or (iv) shall not permit Mortgage Borrower to and shall cause Mortgage Borrower to use commercially reasonable efforts to not permit CPLV Tenant to enter into any Leases with respect to the Propertyalter, other than as set forth in this Section 5.1.20. (b) Borrower shall not permit Mortgage Borrower to permit CPLV Tenant to assign modify or otherwise transfer the CPLV Lease or any interest therein, except in accordance with Section 5.2.10(e) hereof. CPLV Tenant shall be permitted to sublease a portion of the Property pursuant to Leases; provided that (i) each Lease entered into by CPLV Tenant shall be entered into in accordance with change the terms of the CPLV Lease, and (ii) subject to Section 5.1.20(c) Leases in a manner inconsistent with the provisions of the Mortgage Loan Agreement, all Leases executed by Borrower after the date hereof shall provide that they are subordinate to the Mortgage and that the Tenant agrees to attorn to Mortgage Lender or any purchaser at a sale by foreclosure or power of saleDocuments. Notwithstanding anything to the contrary contained herein, Borrower shall not cause or permit Mortgage Borrower to permit CPLV Tenant to enter into any Lease for a lease of all or substantially all of the any Individual Property without the Lender’s prior written consent of Administrative Agentconsent.

Leasing Matters. (a) Borrower shall not permit Mortgage Borrower to enter into any Leases other than the CPLV Lease and Borrower shall cause Mortgage Borrower to enforce its rights in a commercially reasonable manner, the provisions of the CPLV Lease with respect to any leases or subleases at the Property. Borrower shall not permit Mortgage Borrower to and shall cause Mortgage Borrower to use commercially reasonable efforts to not permit CPLV Tenant to enter into any Leases with respect to the Property, other than as set forth in this Section 5.1.20. (b) Borrower shall not permit Mortgage Borrower to permit CPLV Tenant to assign or otherwise transfer the CPLV Lease or any interest therein, except in accordance with Section 5.2.10(e) hereof. CPLV Tenant shall be permitted to sublease a portion of the Property pursuant to Leases; provided that (i) each Lease entered into by CPLV Tenant shall be entered into in accordance with the terms of the CPLV Lease, and (ii) subject to Section 5.1.20(c) of the Mortgage Loan Agreement, below all Leases executed by Borrower after the date hereof shall provide that they are subordinate to the Mortgage and that the Tenant agrees to attorn to Mortgage Lender or any purchaser at a sale by foreclosure or power of sale. Notwithstanding anything to the contrary herein, Borrower shall not permit Mortgage Borrower to permit CPLV Tenant to enter into any Lease for all or substantially all of the Property without the prior written consent of Administrative AgentLender. (c) Upon written request from Borrower, Lender shall enter into a subordination, non-disturbance and attornment agreement with respect to any Major Lease entered into in accordance with the terms hereof after the Closing Date, in the form attached hereto as Exhibit F, attached hereto or substantially in the form then used by Lender at the time of request (subject to adjustments and modifications reasonably acceptable to Lender arising out of the specific nature and terms of such Major Lease), provided that (i) CPLV Tenant is not in default under the CPLV Lease and CPLV Lease Guarantor is not in default under the CPLV Lease Guaranty and (ii) Borrower shall reimburse Lender for all reasonable out-of-pocket costs and expenses (including reasonable attorney’s fees) incurred by Lender in connection therewith.