Common use of Sale and Leaseback Clause in Contracts

Sale and Leaseback. The Borrower will not, and will not permit its Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower will not, and will not permit any of its SubsidiariesSubsidiaries to, to enter into any arrangement, directly or indirectlyarrangement with any Person, whereby in contemporaneous transactions the Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it sells essentially all of its right, title and interest in order that then or thereafter a material asset and the Borrower or any such Subsidiary shall lease acquires or leases back the right to use such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheldproperty.

Sale and Leaseback. The Borrower will not, and will not permit its Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of the Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower will not, and will not permit any of its SubsidiariesSubsidiaries to, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary of the Borrower shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheldEstate.

Sale and Leaseback. The Borrower and the Guarantors will not, and will not permit its their respective Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower Borrower, any Guarantor or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Except for Tax Driven Lease Transactions, the Borrower and the Guarantors will not, and will not permit its their respective Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower Borrower, any Guarantor or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower will not, and Borrowers will not permit its Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the any Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the such Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower will not, and will not permit its any Guarantor or their respective Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower Borrower, any Guarantor or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower Borrower, any Guarantor or any such Subsidiary shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower will not, and will not permit its Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary shall sell or transfer any Real Estate owned or leased by it in order that then or thereafter the Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of the Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower will not, and will not ------------------ permit any of its SubsidiariesSubsidiaries to, to enter into any arrangement, directly or indirectlyarrangement with any Person, whereby in contemporaneous transactions the Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it sells essentially all of its right, title and interest in order that then or thereafter a material asset and the Borrower or any such Subsidiary shall lease acquires or leases back the right to use such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheldproperty.

Sale and Leaseback. The Borrower will not, and will not permit its Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of the Agent, such consent shall not to be unreasonably withheld.

Sale and Leaseback. The Borrower and the Guarantors will not, and will not permit its their respective Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower Borrower, any Guarantor or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of the Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower will not, and will not permit its Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheldEstate.

Sale and Leaseback. The Borrower Borrowers will not, and will not permit its Subsidiariestheir respective Subsidiaries to, to enter into any arrangement, directly or indirectly, whereby the any such Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the any such Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of Administrative Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Neither the Borrower nor any Guarantor will not, and nor will not any of them permit its their respective Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary of its Subsidiaries shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary of its Subsidiaries shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower will not, and will not permit its SubsidiariesSubsidiaries to, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary thereof shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary Person shall lease back such Real Estate without Estate; provided that the prior written consent foregoing limitation shall not apply with respect to the administrative office of Agent, such consent not to be unreasonably withheldthe Borrower.

Sale and Leaseback. The Borrower Borrowers will not, and will not permit its Subsidiariesany of their Restricted Subsidiaries to, to enter into any arrangement, directly or indirectly, whereby the Borrower Borrowers or any such Restricted Subsidiary of a Borrower shall sell or transfer any Real Estate owned by it individually or in the aggregate in excess of $12,500,000.00 in order that then or thereafter the a Borrower or any such Restricted Subsidiary of a Borrower shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheldEstate.

Sale and Leaseback. The Borrower will not, and will not permit any of its SubsidiariesSubsidiaries to, to enter into any arrangement, directly or indirectlyarrangement with any Person, whereby in contemporaneous transactions the Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it sells essentially all of its right, title and interest in order that then or thereafter a material asset and the Borrower or any such Subsidiary shall lease acquires or leases back the right to use such Real Estate without property except in connection with the prior written consent incurrence of Agent, such consent not to be unreasonably withheldIndebtedness permitted under this Agreement.

Sale and Leaseback. The Borrower will not, and will not permit its Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of the Agent, such consent not to be unreasonably withheld.. US_ACTIVE\121755035\V-6

Sale and Leaseback. The Borrower will not, and will not ------------------ permit any of its SubsidiariesSubsidiaries to, to enter into any arrangement, directly or indirectlyarrangement with any Person, whereby in contemporaneous transactions the Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it sells essentially all of its right, title and interest in order that then or thereafter a material asset and the Borrower or any such Subsidiary shall lease acquires or leases back the right to use such Real Estate without property except in connection with the prior written consent incurrence of Agent, such consent not to be unreasonably withheldPermitted Sale/Leaseback Indebtedness.

Sale and Leaseback. The Borrower will not, and Borrowers will not permit its Subsidiaries, to enter into any arrangement, directly or indirectlyindirectly (including a Division), whereby the Borrower or any such Subsidiary Person shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary Person shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower will not, and will not permit its Subsidiaries, to enter into any arrangement, directly or indirectlyindirectly (including a Division), whereby the Borrower or any such Subsidiary Person shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary Person shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower will not, and nor will not it permit any of its SubsidiariesSubsidiaries to, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary of the Borrower shall sell or transfer any Real Estate property owned by it in order that then or thereafter to lease such property or lease other property that the Borrower or any such Subsidiary shall lease back such Real Estate of the Borrower intends to use for substantially the same purpose as the property being sold or transferred without the prior written consent of Agentthe Bank, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower will not, and will not permit any of its SubsidiariesRestricted Subsidiaries to, to directly or indirectly enter into any arrangement, directly agreement or indirectly, whereby arrangement providing for the Borrower or any such Subsidiary shall sell sale or transfer any Real Estate owned by it in order that then of any property (now owned or thereafter hereafter acquired) to a Person and the Borrower subsequent lease or any rental of such Subsidiary shall lease back property or other similar property from such Real Estate Person without the prior written consent of the Administrative Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower Each of the Borrowers will not, and will not permit any of its SubsidiariesSubsidiaries to, to enter into any arrangement, directly or indirectly, whereby the a Borrower or any such -52- 54 Subsidiary thereof shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary Person shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheldEstate.

Sale and Leaseback. The Borrower will not, and Borrowers will not permit its Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary Person shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary Person shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Neither Borrower will notnor any Subsidiary will, without the prior written consent of Agent and will not permit its Subsidiariesthe Required Lenders, to enter into any arrangement, directly or indirectlyindirect, whereby the Borrower or any such Subsidiary Person shall sell or transfer any Real Estate owned by it in order that then or thereafter the Borrower or any such Subsidiary Person shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheldEstate.

Sale and Leaseback. The Borrower will not, and Borrowers will not permit its Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the any Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the such Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of the Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower Borrowers will not, and will not permit its their Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the any Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the such Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheld.

Sale and Leaseback. The TheNeither the Borrower nor any Guarantor will not, and andnor will not notany of them permit its itstheir respective Subsidiaries, to enter into any arrangement, directly or indirectly, whereby the REIT, Borrower or any such Subsidiary shall sell or transfer any Real Estate owned by it in order that then or thereafter the REIT, the Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of Agent, such consent not to be unreasonably withheld.