Common use of Tenant’s Right to Encumber Clause in Contracts

Tenant’s Right to Encumber. Tenant may, at any time and from time to time during the term of this Lease, encumber by deed of trust or mortgage or other security instrument, all of Tenant’s interest under this Lease and the leasehold estate hereby created in Tenant (referred to in this Lease as a “Leasehold Encumbrance”) for any purpose or purposes with the consent of Landlord, which consent shall not be unreasonably withheld. The holder of any such Leasehold Encumbrance is referred to herein as a “Lender.” However, no Leasehold Encumbrance incurred by Tenant pursuant to this Section 13 shall, and Tenant shall not have power to incur any encumbrance that shall, constitute in any way a lien or encumbrance on the Landlord’s fee interest in the Leased Premises. Any Leasehold Encumbrance shall be subject to all covenants, conditions, and restrictions set forth in this Lease and to all rights and interests of Landlord, except as is otherwise provided in this Lease. Tenant shall give Landlord prior written notice of any Leasehold Encumbrance, together with a copy of any proposed security instrument evidencing the Leasehold Encumbrance, which documentation shall be subject to Landlord’s reasonable review and approval.

Tenant’s Right to Encumber. Subject to the conditions set forth below, Tenant may, at any time and from time to time during time, encumber, at its discretion, all or any portion of its interest in the term of this Lease, encumber by deed of trust or mortgage or other security instrumentthe leasehold estate, all of Tenant’s interest under this Lease and the leasehold estate hereby created in Tenant Improvements by mortgage (referred to in this Lease as a “Leasehold EncumbranceMortgage”) for ). Tenant may have no more than two Leasehold Mortgages outstanding at any purpose or purposes with the consent of Landlord, which consent shall not be unreasonably withheld. The holder of any such Leasehold Encumbrance is referred to herein as a “Lender.” However, no Leasehold Encumbrance incurred by Tenant pursuant to this Section 13 shall, and Tenant shall not have power to incur any encumbrance that shall, constitute in any way a lien or encumbrance on the Landlord’s fee interest in the Leased Premisestime. Any Leasehold Encumbrance shall Mortgage will be subject to all covenants, conditions, and restrictions set forth in this Lease and subordinate to all rights and interests of LandlordLessor and will be a lien only on Tenant’s interests in and to this lease and the leasehold estate and will not be a lien on Xxxxxx’s fee interest in the Premises or reversionary interest in the Improvements. Any Leasehold Mortgage is subject to the terms and provisions of this lease and the holder of the Leasehold Mortgage (each, except as is otherwise provided in a “Mortgagee”), or anyone claiming by, through or under the Mortgagee, will not, by virtue of the Leasehold Mortgage, acquire any greater rights hereunder than Tenant has under this Leaselease. Tenant shall give Landlord prior written notice deliver to Lessor copies of all documents recorded to evidence any and all Leasehold EncumbranceMortgages and all notices of default received by Tenant from a Mortgagee. Tenant shall also cause any Mortgagee to deliver copies of default notices to Lessor, together with a copy of any proposed security instrument evidencing the Leasehold Encumbrance, which documentation shall be subject simultaneously upon mailing to Landlord’s reasonable review and approvalTenant.

Tenant’s Right to Encumber. Tenant may, at any time time, and from time to time during time, encumber and/or assign all or any portion of its interest in this Lease and Tenant’s ownership interest in the term improvements and the leasehold estate pursuant to one or more deeds of trust, mortgages or other security instruments (each a “Leasehold Mortgage”) without Landlord’s prior consent; provided, however, the terms of each Leasehold Mortgage must satisfy the conditions of this LeaseArticle. Each such mortgage, encumber by deed of trust or mortgage or other security instrumentinstrument acquired by the holder (“Leasehold Mortgagee”) of any Leasehold Mortgage shall be subject and subordinate to all rights and interests of Landlord herein, all of shall be a lien only on Tenant’s interests in and to this Lease, Tenant’s ownership interest in the improvements, the leasehold estate and/or Tenant’s interest under this Lease in any subleases, licenses or other agreements between Tenant and third parties relating to the leasehold estate hereby created in Tenant (referred to in this Lease as a “Leasehold Encumbrance”) for any purpose construction or purposes with operation of the consent of Landlord, which consent Premises and shall not be unreasonably withheld. The holder of any such Leasehold Encumbrance is referred to herein as a “Lender.” However, no Leasehold Encumbrance incurred by Tenant pursuant to this Section 13 shall, and Tenant shall not have power to incur any encumbrance that shall, constitute in any way a lien or encumbrance on the Landlord’s fee interest in the Leased Premises. Any Except as specifically set forth herein, each Leasehold Encumbrance Mortgage shall be subject to all covenants, conditionsthe terms and provisions of this Lease, and restrictions set forth in this Lease and to all the holder of any Leasehold Mortgage, or anyone claiming by, through or under the same, shall not, by virtue thereof, acquire any greater rights and interests of Landlord, except as is otherwise provided in hereunder than Tenant has under this Lease. Tenant shall give Landlord prior written notice of any No Leasehold Encumbrance, together with a copy of any proposed security instrument evidencing the Leasehold Encumbrance, which documentation Mortgagee shall be subject obligated under this Lease or the Agreement unless and until such Leasehold Mortgagee has foreclosed on the interest of Tenant, or received a deed in lieu or similar agreement, with respect to Landlord’s reasonable review and approvalthe Facility.

Tenant’s Right to Encumber. Tenant may, at any time and from time to time during the term of this LeaseTerm, encumber to a Lender, by deed of trust or mortgage or other security instrument, all of Tenant’s interest under this Lease and the leasehold estate hereby created in Tenant (referred to in this Lease as a “Leasehold Encumbrance”) for any purpose or purposes with without the consent of Landlord; provided, which consent however, any Leasehold Encumbrance obtained prior to the Completion Date shall not be unreasonably withheld. The holder assigned by the Lender of any such Leasehold Encumbrance, nor shall such Leasehold Encumbrance is referred to herein as a be refinanced by Tenant, in either case until after the Completion Date. As used in this Lease, “Lender.” Howevershall mean a commercial bank or trust company (whether acting individually or in any fiduciary capacity), an insurance company, an institutional pension or retirement fund or system, a real estate investment trust or any other person or entity with assets (capital and surplus) in excess of Five Hundred Million Dollars ($500,000,000), whose businesses include interim, construction or permanent lending secured by real estate. Notwithstanding anything to the contrary contained in this Lease, no Leasehold Encumbrance incurred by Tenant pursuant to in accordance with this Section 13 shall, and Tenant shall not have power to incur any encumbrance that shall, constitute in any way a lien or encumbrance on the Landlord’s fee interest in the Leased Premises. Any Leasehold Encumbrance shall be subject to all covenants, conditions, and restrictions set forth in this Lease and to all rights and interests of Landlord, except as is otherwise unless and to the extent expressly provided in this LeaseArticle 6. Tenant shall give Landlord prior written notice of any Leasehold Encumbrance, together with a copy of any proposed the deed of trust, mortgage, or other security instrument interest evidencing the Leasehold Encumbrance, which documentation . The initial Lender holding a Leasehold Encumbrance shall be subject to Landlord’s reasonable review and approvalThe Huntington National Bank, a national banking association.