Transfer or Encumbrance of the Property. (a) Trustor acknowledges that Beneficiary has examined and relied on the creditworthiness and experience of Trustor in owning and operating the Property in agreeing to make the Loan, and that Beneficiary will continue to rely on Trustor's ownership of the Property as a means of maintaining the value of the Property as security for repayment of the Indebtedness. Trustor acknowledges that Beneficiary has a valid interest in maintaining the value of the Property so as to ensure that, should Trustor default in the repayment of the Indebtedness, Beneficiary can recover the Indebtedness by a sale of the Property. Trustor shall not, without the prior written consent of Beneficiary, sell, convey, alienate, mortgage, encumber, pledge or otherwise transfer the Property or any part thereof, or permit the Property or any part thereof to be sold, conveyed, alienated, mortgaged, encumbered, pledged or otherwise transferred.
(b) A sale, conveyance, alienation, mortgage, encumbrance, pledge or transfer within the meaning of this Section 5.3 shall be deemed to include (i) ----------- an installment sales agreement wherein Trustor agrees to sell the Property or any part thereof for a price to be paid in installments; (ii) an agreement by Trustor leasing all or a substantial part of the Property for other than actual occupancy by a space tenant thereunder or a sale, assignment or other transfer of, or the grant of a security interest in, Trustor's right, title and interest in and to any Leases or any Payments; (iii) if Trustor or any general partner or managing member of Trustor is a corporation, the voluntary or involuntary sale, conveyance or transfer of such corporation's stock (or the stock of any corporation directly or indirectly controlling such corporation by operation of law or otherwise) or the creation or issuance of new stock in one or a series of transactions by which an aggregate of more than 50% of such corporation's stock shall be vested in a party or parties who are not now stockholders or any change in the control of such corporation; (iv) if Trustor or any general partner of Trustor is a limited or general partnership, joint venture or limited liability company, the change, removal, resignation or addition of a general partner, managing partner, or joint venturer or the transfer of any ownership interest of any general partner, managing partner or joint venturer or the transfer, assignment or pledge of any ownership interest of any general partner, managin...
Transfer or Encumbrance of the Property. (a) Except as permitted under the terms and provisions of the Loan Agreement, Mortgagor shall not, without the prior written consent of Mortgagee, sell, convey, alienate, mortgage, encumber, pledge or otherwise transfer the Property or any part thereof, or permit the Property or any part thereof to be sold, conveyed, alienated, mortgaged, encumbered, pledged or otherwise transferred other than in connection with a release of the Property pursuant to Section 2.4 of the Loan Agreement.
(b) Mortgagee shall not be required to demonstrate any actual impairment of its security or any increased risk of default hereunder in order to declare the Debt immediately due and payable upon Mortgagor's sale, conveyance, alienation, mortgage, encumbrance, pledge or transfer of the Property without Mortgagee's consent in instances where Mortgagee's consent is required. This provision shall apply to every such sale, conveyance, alienation, mortgage, encumbrance, pledge or transfer of the Property regardless of whether voluntary or not, or whether or not Mortgagee has consented to any previous sale, conveyance, alienation, mortgage, encumbrance, pledge or transfer of the Property.
(c) Mortgagee's consent to one sale, conveyance, alienation, mortgage, encumbrance, pledge or transfer of the Property shall not be deemed to be a waiver of Mortgagee's right to require such consent to any future occurrence of same. Any sale, conveyance, alienation, mortgage, encumbrance, pledge or transfer of the Property made in contravention of this paragraph shall be null and void and of no force and effect.
(d) Mortgagor agrees to bear and shall pay or reimburse Mortgagee promptly following demand for all reasonable expenses (including, without limitation, reasonable attorneys' fees and disbursements, title search costs and title insurance endorsement premiums) incurred by Mortgagee in connection with the review, approval and documentation of any such sale, conveyance, alienation, mortgage, encumbrance, pledge or transfer which requires Mortgagee's consent under the Loan Documents.
Transfer or Encumbrance of the Property. Trustor shall comply in all --------------------------------------- respects with the provisions of the Loan Agreement prohibiting (a) the sale, transfer, assignment or encumbrance of the Property, and (b) any change in ownership or control of Borrower as defined in the Loan Agreement, which are incorporated herein as if set forth in full.
Transfer or Encumbrance of the Property. Grantor shall not permit or suffer to occur any sale, assignment, conveyance, transfer, mortgage, lease or encumbrance of the Property, any part thereof, or any interest therein in violation of the Debt Instruments.
Transfer or Encumbrance of the Property. Except as a result of the exercise by Lessee or a nominee of Lessee of any options to purchase the Property or a portion thereof contained in the Lease, or at the request of Agent or the Majority Holders after the occurrence of an Event of Default, Trustee will not, directly or indirectly, voluntarily or by operation of Law, sell, convey, transfer, assign, encumber, pledge, lease, rezone, or permit to be sold, conveyed, transferred, assigned, encumbered, pledged, leased (except for the Lease and any sublease permitted under the terms of the Lease) or rezoned, or otherwise dispose of, any interest in all or any part of the Property without Agent's prior written approval, which approval may be withheld for any reason in the sole and absolute discretion of Agent. So long as the Lease remains in effect, any transaction by Trustee with respect to the Property approved by Agent shall be made expressly subject to the rights of Lessee under the Lease, including Lessee's purchase options thereunder. Notwithstanding the foregoing, Agent agrees to execute such instruments or documents as Lessee may request in connection with the granting of easements or other such interests affecting the Property under those circumstances where the Lessee is permitted to grant such rights pursuant to the Lease and after Lessee has satisfied all requirements of the Lease with respect to such matters. In no event shall Agent be obligated to grant any recognition, non-disturbance or other rights to any subtenant of Lessee under the Lease that would survive termination or expiration of the Lease. The Trustee shall not voluntarily create or grant any Lien upon any portion of the Property other than in accordance with the terms of the Transaction Documents.
Transfer or Encumbrance of the Property. Section 8.1 No Transfer/Encumbrance. Without the prior written consent of Lender, Borrower agrees that it shall not Transfer, or xxxxx tx Xxxxxxer, all or any portion of the Property or any interest therein. For purposes of the preceding sentence, the following shall be prohibited:
(i) an installment sale agreement wherein Borrower agrees to sell the Xxxxxxxy or any part thereof for a price to be paid in installments;
(ii) an agreement by Borrower leasing all or a substantial portion of the Property for other than actual occupancy by a space tenant thereunder;
(iii) a sale, assignment or other transfer of, or the grant of a security interest in, Borrower's right, title and xxxxxxxt in and to any Leases or any Rents;
(iv) subjecting the Property to a condominium regime or transferring the Property to a cooperative corporation or similar association;
(v) any merger or consolidation involving Borrower;
(vi) any voluntary or involuntary sale, conveyance, transfer, pledge or encumbrance of a majority of the beneficial interests in Borrower or any general partner or managing member (or if no managing member, any member) of Borrower, whether occurring in one or a series of transactions; and
(vii) any Transfer by Wilshire Oil Company of Texas of any of its interest in Borrower or the general partner or member of Borrower, if applicable.
Transfer or Encumbrance of the Property. (a) Except as otherwise provided in Sections 6.4(b) and (c) hereof, so long as the Project Loan is outstanding the Borrower shall not, without the prior written consent of the Lender, which consent may be withheld by Lender in its sole discretion, transfer the Property or any part thereof or any interest therein, or permit the Property or any part thereof or any interest therein to be transferred.
(b) The Borrower and the Lender agree that a Beneficial Owner may transfer its interest in the Borrower upon the satisfaction of each of the following terms and conditions:
(i) no Event of Default shall have occurred and be continuing under the Project Loan Documents at the time of such transfer;
(ii) such transfer is permitted under the documents governing the Borrower and such Beneficial Owner, and such transfer will not cause the Lender, Collateral Trustee or the purchasers under the Participation Agreement to consolidate the assets, liabilities and results of the activities of the Borrower with the consolidated financial statements of any of Lender, the Collateral Trustee and/or the purchasers under the Participation Agreement, respectively;
(iii) the transferee provides the Lender with such certificates, assumption agreements, documents, showings and legal opinions as may be reasonably requested by the Lender in connection with such transfer, including, without limitation a "bring down" letter updating the Non-Consolidation Opinion provided to the Lender by the Borrower on the date hereof, all substantially in the same form and content as those showings delivered in connection with the closing of the Project Loan on the Closing Date;
(iv) each of the provisions of Section 5.4 hereof are satisfied following such transfer;
(v) the Borrower pays the Lender, concurrently with the closing of such transfer, all of the Lender's costs and expenses incurred in connection with such transfer described in Section 6.4(f) hereof; and
(vi) the Lessee and the Guarantor have consented to such transfer, provided, however, that Lessee and Guarantor shall be deemed to have consented to such transfer if Borrower and the transferee have complied with the provisions of this Section 6.4(b) to the satisfaction of Lender. Notwithstanding the foregoing, however, (1) limited partnership interests in any limited partnership or in any general partner or in any Beneficial Owner or in any trustee or manager of the Borrower, or membership interests in Borrower (other than the transfer of in...
Transfer or Encumbrance of the Property. Borrower shall not sell, convey, alienate, mortgage, encumber, pledge or otherwise transfer the Property or any part thereof, or suffer or permit any Transfer to occur in violation of the Loan Agreement.
Transfer or Encumbrance of the Property. Trustor shall not permit or suffer to occur any Disposition (as defined in the Credit Agreement) of the Property, except as permitted by the Credit Agreement.
Transfer or Encumbrance of the Property b) Trustor acknowledges that (i) Beneficiary has examined and relied on the creditworthiness and experience of the principals of Trustor in owning and operating properties such as the Property in agreeing to make the Loan, (ii) Beneficiary will continue to rely on Trustor’s ownership of the Property as a means of maintaining the value of the Property as security for the Debt, and (iii) Beneficiary has a valid interest in maintaining the value of the Property so as to ensure that, should Trustor default in the repayment of the Debt, Beneficiary can recover the Debt by a sale of the Property. Trustor shall not sell, convey, alienate, mortgage, encumber, pledge or otherwise transfer the Property or any part thereof, or suffer or permit any Transfer to occur, other than a Permitted Transfer or a Transfer and Assumption in accordance with the terms of the Loan Agreement.
