Common use of Transfer; Prohibited Change of Control Clause in Contracts

Transfer; Prohibited Change of Control. Borrower shall not Transfer any Collateral other than the replacement or other disposition of obsolete or non-useful personal property and fixtures in the ordinary course of business, and except as otherwise provided in Section 4.2, and Borrower shall not hereafter file a declaration of condominium with respect to any of the Properties. No Prohibited Change of Control shall occur. No transfers of any direct or indirect equity interests in any Borrower shall be permitted, except for (i) any such transfers that do not result in a Prohibited Change of Control, (ii) transfers of shares of common stock in Sears Holdings Corporation and (iii) any other such transfer for which Borrower shall have obtained Lender’s prior written consent. Notwithstanding the foregoing, Borrower may transfer any Property to a Person not affiliated with Borrower or Guarantor provided that it (i) replaces such Property with a Substitution Property selected by Lender and otherwise complies with the requirements of Section 2.1 with respect to the replacement of a Property with a Substitution Property.