Common use of Notices of Transfer; Consent Clause in Contracts

Notices of Transfer; Consent. For as long as the Junior Loan remains outstanding, Senior Lender promptly shall notify Junior Lender if Borrower seeks or requests a release of the lien of the Senior Loan or seeks or requests Senior Lender’s consent to, or take any action in connection with or in furtherance of, a sale or Transfer of all or any material portion of the Premises, the granting of a further mortgage, deed of trust or similar encumbrance against the Premises or a prepayment or refinancing of the Senior Loan. In the event of a request by Borrower for Senior Lender’s consent to either (i) the sale or Transfer of all or any material portion of the Premises or (ii) the granting of a further mortgage, deed of trust or similar encumbrance against the Premises, Senior Lender shall, if Senior Lender has the right to consent, obtain the prior written consent of Junior Lender prior to Senior Lender’s granting of its consent or agreement thereto; provided, however, if an Event of Default shall have occurred and be continuing under the Senior Loan Documents, Senior Lender shall not be required to obtain the prior written consent of Junior Lender; and, provided, further, Senior Lender shall not be required to obtain Junior Lender’s consent in the event of a request by Borrower for Senior Lender’s consent to the granting of a further mortgage, deed of trust or similar encumbrance against the Premises that is intended to be purchased by Junior Lender.

Notices of Transfer; Consent. For as long as the Junior Loan remains outstanding, Senior Lender promptly shall notify Junior Lender if Borrower seeks or requests a release of the lien of the Senior Loan or seeks or requests Senior LenderXxxxxx’s consent to, or take any action in connection with or in furtherance of, a sale or Transfer of all or any material portion of the Premises, the granting of a further mortgage, deed of trust or similar encumbrance against the Premises or a prepayment or refinancing of the Senior Loan. In the event of a request by Borrower for Senior Lender’s consent to either (i) the sale or Transfer of all or any material portion of the Premises or (ii) the granting of a further mortgage, deed of trust or similar encumbrance against the Premises, Senior Lender shall, if Senior Lender has the right to consent, obtain the prior written consent of Junior Lender prior to Senior Lender’s granting of its consent or agreement thereto; provided, however, if an Event of Default shall have occurred and be continuing under the Senior Loan Documents, Senior Lender shall not be required to obtain the prior written consent of Junior Lender; and, provided, further, Senior Lender shall not be required to obtain Junior LenderXxxxxx Xxxxxx’s consent in the event of a request by Borrower Xxxxxxxx for Senior LenderXxxxxx’s consent to the granting of a further mortgage, deed of trust or similar encumbrance against the Premises that is intended to be purchased by Junior Lender.

Notices of Transfer; Consent. For as long as the Junior Loan remains outstanding, Senior Lender shall promptly shall notify Junior each Mezzanine Lender if Borrower seeks or requests a release all or any portion of the lien of the Senior Loan or seeks or requests Senior Lender’s consent to, or take the taking by Senior Lender of any action in connection with or in furtherance of, a Transfer of any direct or indirect equity interest in Borrower, a sale or Transfer transfer of all or any material portion of the Premises, the granting of a further mortgage, deed of trust or similar encumbrance against the Premises or Premises, a prepayment or refinancing of the Senior Loan, or any offer to purchase the Senior Loan by Borrower or any Affiliate of Borrower. In the event of a request by the Borrower for Senior Lender’s consent to either (i) the sale or Transfer transfer of all or any material portion of the Premises or any direct or indirect equity interest in Borrower or (ii) the granting of a further mortgage, deed of trust or similar encumbrance against any of the PremisesPremises or any interest therein or incurrence of any additional indebtedness (not permitted pursuant to the terms of the Senior Loan Documents), Senior Lender shall, if Senior Lender has the right to consent, obtain the prior written consent of Junior each Mezzanine Lender prior to Senior Lender’s granting of its consent or agreement thereto; provided, however, if an Event of Default shall have occurred and be continuing under the Senior Loan Documents, Senior Lender shall not be required to obtain the prior written consent of Junior Lender; and, provided, further, Senior Lender shall not be required to obtain Junior Lender’s consent in the event of a request by Borrower for Senior Lender’s consent to the granting of a further mortgage, deed of trust or similar encumbrance against the Premises that is intended to be purchased by Junior Lender.