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, encumber to a Lender, by deed of trust or mortgage or other security instrument, 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 without the consent of Landlord; provided, however, any Leasehold Encumbrance obtained prior to the Completion Date, nor shall such Leasehold Encumbrance be refinanced by Tenant, in either case until after the Completion Date, without the consent of Landlord. As used in this Lease, “Lender” shall mean a commercial bank, credit union 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 the foregoing, Landlord hereby agrees to recognize Greater Nevada Credit Union, a domestic non-profit cooperative corporation organized under the laws of the State of Nevada, its successors and assigns (“GNCU”), and the United States Department of Agriculture, as a “Lender” under this Lease so long as GNCU holds a Leasehold Encumbrance. Notwithstanding anything to the contrary contained in this Lease, no Leasehold Encumbrance incurred by Tenant in accordance with this Section shall, and Tenant shall not have power to incur any encumbrance that shall, constitute in any way a lien or encumbrance on Landlord’s fee interest in the 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, unless and to the extent expressly provided in this Article 6. Tenant shall give Landlord prior written notice of any Leasehold Encumbrance, together with a copy of the deed of trust, mortgage, or other security interest evidencing the Leasehold Encumbrance.

Tenant’s Right to Encumber. Tenant may, at any time and from time to time during the Term, encumber to a with the written consent of Landlord’s Lender, which consent shall not be unreasonably withheld, mortgage, collaterally assign or otherwise encumber any interest that Tenant has in this Lease or in the improvements located on the Premises (the “Leasehold Estate”) to any nationally recognized bank, insurance company or other institutional lender or such other lender as may be approved by Landlord (such approval not to be unreasonably withheld), herein called “Tenant’s Mortgagee” by deed of trust or mortgage or other security instrumentinstrument (as applicable, Tenant’s interest the “Security Instrument” or “Mortgage”) as security for an indebtedness (“Debt”), on the further condition, with respect to all permitted financings, that: (a) The Security Instrument and all rights acquired under it shall, by its express terms, be subject to each and all of the covenants, conditions and restrictions stated in this Lease and the leasehold estate hereby created in Tenant (referred to in this Lease as a “Leasehold Encumbrance”) for any purpose or purposes without the consent all rights and interests of Landlord; provided, however, any Leasehold Encumbrance obtained prior ; (b) Tenant shall deliver to the Completion Date, nor shall such Leasehold Encumbrance be refinanced by Tenant, in either case until after the Completion Date, without the consent of Landlord. As used in this Lease, “Lender” shall mean Landlord (i) a commercial bank, credit union 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 complete 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 the foregoing, Landlord hereby agrees to recognize Greater Nevada Credit Union, a domestic non-profit cooperative corporation organized under the laws correct copy of the State of NevadaSecurity Instrument and all related promissory notes, its successors loan agreements, security agreements, indemnity agreements, guarantees, financing statements and assigns other loan documents executed by Tenant or for Tenant’s benefit in connection therewith (the “GNCULoan Documents”), each as fully executed and delivered, within ten (10) business days after the United States Department execution thereof, and (ii) a complete and correct of Agriculturethe recorded Security Instrument, conformed by the recorder to show the date or recordation and other recording information, within five business days after the date of recordation; (c) The Security Instrument shall expressly provide that any proceeds from fire or extended coverage insurance shall be used to repair or rebuild the damaged or destroyed improvements on the Premises or as otherwise expressly provided herein; (d) The Security Instrument shall contain a “Lender” provision that all notices of default under this Lease so long the Loan Documents must be sent to Landlord and Tenant and that Landlord shall have fifteen (15) business days in which to cure any default after the time for Tenant to cure it has expired (provided that if Landlord requires possession of the Premises in order to cure the default, then Landlord shall have, in addition to such 15 day period, such further time as GNCU holds a Leasehold Encumbrance. Notwithstanding anything is needed to terminate Tenant’s right to possession of the contrary contained Premises), and neither Landlord’s right to cure any default nor any exercise of such right shall constitute an assumption of liability under any Loan Document; (e) Tenant shall immediately reimburse Landlord for the cost of any default cured by Landlord with interest thereon as provided in this Lease, no Leasehold Encumbrance Section 17; (f) No encumbrance incurred by Tenant in accordance with pursuant to this Section or otherwise shall, and Tenant shall not have power to incur any encumbrance that shallwill, constitute in any way a lien or encumbrance on Landlord’s fee interest in the 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, unless and title to the extent expressly provided Premises or on any other interest of Landlord in this Article 6. Tenant shall give Landlord prior written notice of any Leasehold Encumbrance, together with a copy of the deed of trust, mortgage, or other security interest evidencing the Leasehold Encumbrance.the

Tenant’s Right to Encumber. Provided that no Event of Default by Tenant mayis outstanding and no event which, with the giving of notice or passage of time or both would constitute an Event of Default by Tenant under this Lease, Tenant is hereby given the right (exercisable at any time and from time to time during the Termtime) by Landlord, in addition to any other rights herein granted, without Landlord’s prior written consent, approval or authorization, to hypothecate, pledge, encumber to a Lender, by deed of trust or mortgage or other security instrument, Tenant’s its 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 without the consent of Landlord; provided, however, any Leasehold Encumbrance obtained prior to the Completion Date, nor shall such Leasehold Encumbrance be refinanced by Tenant, in either case until after the Completion Date, without the consent of Landlord. As used in this Lease, “Lender” shall mean a commercial bankthe leasehold estate in the Premises created hereby, credit union or trust company (whether acting individually any part or parts thereof or interest therein, and/or its interest in any fiduciary capacitysublease(s), an insurance company, an institutional pension under one or retirement fund or system, a real estate investment trust or any other person or entity with assets (capital and surplusmore leasehold mortgage(s) in excess favor of Five Hundred Million Dollars ($500,000,000), whose businesses include interim, construction or permanent lending secured by real estate. Notwithstanding the foregoing, Landlord hereby agrees to recognize Greater Nevada Credit Union, a domestic non-profit cooperative corporation organized under the laws of the State of Nevada, its successors and assigns bona fide lender for value (“GNCULeasehold Mortgage”), ) and the United States Department of Agriculture, as a “Lender” under this Lease so long as GNCU holds a Leasehold Encumbrance. Notwithstanding anything to the contrary contained assign such interest in this Lease, no the leasehold estate in the Premises created hereby, or any part or parts thereof or interest therein, and/or in any sublease(s), as collateral security for such Leasehold Encumbrance incurred by Tenant in accordance with this Section shallMortgage(s), and upon the condition that (i) Tenant shall not have no power or authority whatsoever to incur any encumbrance that shall, constitute in any way a lien or encumbrance on encumber Landlord’s fee interest in the Premises. Any Property in any manner, (ii) all rights acquired under such Leasehold Encumbrance shall Mortgage(s) shall, except as expressly provided in this Article 18, be subject to each and all of the covenants, conditions, conditions and restrictions set forth in this Lease Lease, and to all rights and interests of LandlordLandlord herein, unless (iii) no Leasehold Mortgage shall encumber any interest in real property other than Tenant’s interest in this Lease, the leasehold estate in the Premises created hereby, or any part or parts thereof or interest therein, and/or its interest in any sublease(s), and (iv) the loan documents evidencing or securing such Leasehold Mortgage shall expressly provide that all notices of default thereunder must be delivered concurrently to Landlord and Tenant and that Landlord shall have the extent right, but not the obligation, to cure any default thereunder if Tenant fails to do so within the time period permitted for cure thereof by Tenant. None of the covenants, conditions or restrictions set forth in this Lease, or any of the rights and interests of Landlord herein, is or shall be waived by Landlord by reason of the right given to Tenant to mortgage such interest in this Lease, except as expressly provided in this Article 6herein. Tenant shall give Landlord prior written notice The holder of any Leasehold EncumbranceMortgage upon the leasehold estate created by this Lease, together with a copy of and/or in Tenant’s interest and estate in any Improvements, shall be referred to herein as the deed of trust, mortgage, or other security interest evidencing “Leasehold Mortgagee” and shall be entitled to the Leasehold Encumbrancerights and benefits as provided herein.

Tenant’s Right to Encumber. Tenant may, at any time and from time to time during the Term, encumber to a with the written consent of Landlord’s Lender, which consent shall not be unreasonably withheld, mortgage, collaterally assign or otherwise encumber any interest that Tenant has in this Lease or in the improvements located on the Premises (the “Leasehold Estate”) to any nationally recognized bank, insurance company or other institutional lender or such other lender as may be approved by Landlord (such approval not to be unreasonably withheld), herein called “Tenant’s Mortgagee,” by deed of trust or mortgage or other security instrumentinstrument (as applicable, Tenant’s interest the “Security Instrument” or “Mortgage”) as security for an indebtedness (“Debt”), on the further condition, with respect to all permitted financings, that: (a) The Security Instrument and all rights acquired under it shall, by its express terms, be subject to each and all of the covenants, conditions and restrictions stated in this Lease and the leasehold estate hereby created in Tenant (referred to in this Lease as a “Leasehold Encumbrance”) for any purpose or purposes without the consent all rights and interests of Landlord; provided, however, any Leasehold Encumbrance obtained prior ; (b) Tenant shall deliver to the Completion Date, nor shall such Leasehold Encumbrance be refinanced by Tenant, in either case until after the Completion Date, without the consent of Landlord. As used in this Lease, “Lender” shall mean Landlord (i) a commercial bank, credit union 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 complete 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 the foregoing, Landlord hereby agrees to recognize Greater Nevada Credit Union, a domestic non-profit cooperative corporation organized under the laws correct copy of the State of NevadaSecurity Instrument and all related promissory notes, its successors loan agreements, security agreements, indemnity agreements, guarantees, financing statements and assigns other loan documents executed by Tenant or for Tenant’s benefit in connection therewith (the “GNCULoan Documents”), each as fully executed and delivered, within ten (10) business days after the United States Department execution thereof, and (ii) a complete and correct of Agriculturethe recorded Security Instrument, conformed by the recorder to show the date or recordation and other recording information, within five business days after the date of recordation; (c) The Security Instrument shall expressly provide that any proceeds from fire or extended coverage insurance shall be used to repair or rebuild the damaged or destroyed improvements on the Premises or as otherwise expressly provided herein; (d) The Security Instrument shall contain a “Lender” provision that all notices of default under this Lease so long the Loan Documents must be sent to Landlord and Tenant and that Landlord shall have fifteen (15) business days in which to cure any default after the time for Tenant to cure it has expired (provided that if Landlord requires possession of the Premises in order to cure the default, then Landlord shall have, in addition to such 15 day period, such further time as GNCU holds a Leasehold Encumbrance. Notwithstanding anything is needed to terminate Tenant’s right to possession of the contrary contained Premises), and neither Landlord’s right to cure any default nor any exercise of such right shall constitute an assumption of liability under any Loan Document; (e) Tenant shall immediately reimburse Landlord for the cost of any default cured by Landlord with interest thereon as provided in this Lease, no Leasehold Encumbrance Section 17; (f) No encumbrance incurred by Tenant in accordance with pursuant to this Section or otherwise shall, and Tenant shall not have power to incur any encumbrance that shallwill, constitute in any way a lien or encumbrance on Landlord’s fee interest in the 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, unless and title to the extent expressly provided Premises or on any other interest of Landlord in this Article 6. Tenant shall give Landlord prior written notice of any Leasehold Encumbrance, together with a copy of the deed of trust, mortgage, or other security interest evidencing the Leasehold Encumbrance.the