Common use of Permitted Encumbrances; Pre-Approved Transfers Clause in Contracts

Permitted Encumbrances; Pre-Approved Transfers. (a) Nothing in this Section 9 shall be deemed to prohibit (or require consent of the City to) any encumbrance, assignment, pledge, lease, sublease, mortgage, or other transfer of all or any part of the Facilities, or any right or interest therein, for bona fide financing purposes, provided that each such encumbrance, assignment, pledge, lease, sublease, mortgage, or other transfer shall be subject to the rights of the City pursuant to this Agreement and applicable law (the actions permitted in this Section include, without limitation, promissory notes and financial and security agreements for the financing of the Facilities with a third party financing entity). The consent of the City shall not be required with respect to any transfer to, or taking of possession by, any banking or lending institution which is a secured creditor of the Company of all or any part of the Facilities pursuant to the rights of such secured creditor under Article 9 of the Uniform Commercial Code, as in effect in the State of New York, and, to the extent that the collateral consists of real property, under the New York Real Property Law; provided, further that, such transfer to or taking possession shall be subject to the rights of the City pursuant to and other provisions of this Agreement. The City waives any lien rights it may have concerning Base Station antennas and equipment boxes, which are deemed personal property of the Company and not fixtures, and the Company shall at all times have the right to remove same at any time without the consent of the City (except to the extent such consent is required by DOT with respect to access to and care of the applicable Street Pole or Street Poles). The City agrees that such Base Station antennas and equipment boxes shall be exempt from execution, foreclosure, sale, levy, or attachment, provided that such agreement by the City is not intended to limit the City’s rights to remove all or part of the Facilities as expressly set forth in this Agreement.

Permitted Encumbrances; Pre-Approved Transfers. (a) Nothing in this Section 9 shall be deemed to prohibit (or require consent of the City to) any encumbrance, assignment, pledge, lease, sublease, mortgage, or other transfer of all or any part of the Facilities, or any right or interest therein, for bona fide financing purposes, provided that each such encumbrance, assignment, pledge, lease, sublease, mortgage, or other transfer shall be subject to the rights of the City pursuant to this Agreement and applicable law (the actions permitted in this Section include, without limitation, promissory notes and financial and security agreements for the financing of the Facilities with a third party financing entity). The consent of the City shall not be required with respect to any transfer to, or taking of possession by, any banking or lending institution which is a secured creditor of the Company of all or any part of the Facilities pursuant to the rights of such secured creditor under Article 9 of the Uniform Commercial Code, as in effect in the State of New York, and, to the extent that the collateral consists of real property, under the New York Real Property Law; provided, further that, such transfer to or taking possession shall be subject to the rights of the City pursuant to and other provisions of this Agreement. The City waives any lien rights it may have concerning Base Station antennas and equipment boxes, which are deemed personal property of the Company and not fixtures, and the Company shall at all times have the right to remove same at any time without the consent of the City (except (i) to the extent such consent is required by DOT with respect to access to and care of the applicable Street Operations Pole or Street Operations Poles, and (ii) subject to any rights of the utility owner of an Street Utility pole from which the company seeks to remove Facilities). The City agrees that such Base Station antennas and equipment boxes shall be exempt from execution, foreclosure, sale, levy, or attachment, provided that such agreement by the City is not intended to limit the City’s rights to remove all or part of the Facilities as expressly set forth in this Agreement.