Common use of Continuous Ownership Clause in Contracts

Continuous Ownership. Mortgagor acknowledges that the continuous ownership of the Mortgaged Property by Mortgagor, except as otherwise permitted in the other Loan Documents, is of a material nature to the transaction hereinabove described and Mortgagee's agreement to create the Obligations. Mortgagor=s causing the following activities, whether voluntarily or involuntarily, without Mortgagee=s prior written consent, shall subject Mortgagor to the remedies set forth at Section 5.02 hereof: (a) other than in respect of a parcel of the Mortgaged Property that is not a Material Portion of the Premises transferred in the context of a settlement with an adjoining landowner regarding the ownership or use of such parcel, selling, leasing, granting, conveying, assigning or otherwise transferring, by operation of law or otherwise, or (b) granting an option which or taking any action which pursuant to the terms of any agreement to which Mortgagor is a party may result in any transaction described in clause (a) above of, the Mortgaged Property, or any legal, beneficial or equitable interest (excluding interests in Leases that are not Material Leases) therein (the foregoing, collectively or severally, "Transfer"). For purposes of this Mortgage, but without limiting the foregoing, (i) the issuance of any equity interest in Mortgagor (whether stock, partnership interest or otherwise) not in accordance with and pursuant to the Loan Documents and the Permitted ▇▇▇▇▇▇, shall be deemed a Transfer of the Mortgaged Property, (ii) a Transfer of all or substantially all of the assets of Mortgagor shall be deemed a Transfer of the Mortgaged Property, (iii) subject to Section 1.03(c) hereof, the execution and delivery of any documentation relating to a proposed zoning lot merger or the execution and delivery of any other documentation effecting or purporting to effect, or the taking or suffering of any other action effecting or purporting to effect, a transfer of, or the granting of a right to utilize, any development rights appurtenant to the Mortgaged Property shall be deemed a Transfer of the Mortgaged Property, and (iv) any person or legal representative of Mortgagor to whom Mortgagor's interest in the Mortgaged Property passes by operation of law, or otherwise, shall be bound by the provisions of this Mortgage. The provisions of this Section 4.01 shall apply to each and every such Transfer of all or any portion of the Mortgaged Property or any legal or equitable interest therein, regardless whether or not Mortgagee has consented to, or waived by its action or inaction its rights hereunder with respect to any previous Transfer of all or any portion of the Mortgaged Property or any legal or equitable interest therein.

Continuous Ownership. Mortgagor Grantor acknowledges that the continuous ownership of the Mortgaged Property Properly by MortgagorGrantor, except as otherwise permitted in the other Loan Documents, is of a material nature to the transaction hereinabove described and MortgageeBeneficiary's agreement to create the Obligations. Mortgagor=s causing the following activitiesWithout Beneficiary's prior written consent, Grantor will not, whether voluntarily or involuntarily, without Mortgagee=s prior written consent, shall subject Mortgagor to the remedies set forth at Section 5.02 hereof: (a) other than in respect of a parcel of the Mortgaged Property that is not a Material Portion of the Premises transferred in the context of a settlement with an adjoining landowner regarding the ownership or use of such parcelsell, sellinggrant, leasingconvey, granting, conveying, assigning assign or otherwise transferringtransfer, by operation of law or otherwise, or (b) granting permit to be the subject of any transaction described in clause (a) above, (c) enter into an agreement for any transaction described in clause (a) above, or (d) grant an option which or taking take any action which pursuant to the terms of any agreement to which Mortgagor Grantor is a party may result in any transaction described in clause (a) above of, the Mortgaged Property, or any legal, beneficial or equitable interest (excluding interests in Leases that are not Material Leases) therein therein, other than any specific transfers permitted by the Credit Agreement (the foregoing, collectively or severally, "Transfer"). For purposes of this MortgageDeed of Trust, but without limiting the foregoing, (i) the issuance of any equity interest in Mortgagor Grantor (whether stock, partnership interest or otherwise) not in accordance with and pursuant to the Loan Documents and the Permitted ▇▇▇▇▇▇Credit Agreement, shall be deemed a Transfer of the Mortgaged Property, (ii) a Transfer of all or substantially all of the assets of Mortgagor Grantor shall be deemed a Transfer of the Mortgaged Property, (iii) subject to Section 1.03(c) hereof, the execution and delivery of any documentation relating to a proposed zoning lot merger or the execution and delivery of any other documentation effecting or purporting to effect, or the taking or suffering of any other action effecting or purporting to effect, a transfer of, or the granting of a right to utilize, any development rights appurtenant to the Mortgaged Property shall be deemed a Transfer of the Mortgaged Property, and (iv) any person or legal representative of Mortgagor Grantor to whom MortgagorGrantor's interest in the Mortgaged Property passes by operation of law, or otherwise, shall be bound by the provisions of this MortgageDeed of Trust. The provisions of this Section 4.01 shall apply to each and every such Transfer of all or any portion of the Mortgaged Property or any legal or equitable interest therein, regardless whether or not Mortgagee Beneficiary has consented to, or waived by its action or inaction its rights hereunder with respect to any previous Transfer of all or any portion of the Mortgaged Property or any legal or equitable interest therein. SECTION 4.02.

Continuous Ownership. Mortgagor Grantor acknowledges that the continuous ownership of the Mortgaged Property by MortgagorGrantor, except as otherwise permitted in the other Loan Documents, is of a material nature to the transaction hereinabove described and Mortgagee's agreement to create the Obligations. Mortgagor=s causing the following activitiesWithout Mortgagee's prior written consent, Grantor will not, whether voluntarily or involuntarily, without Mortgagee=s prior written consent, shall subject Mortgagor to the remedies set forth at Section 5.02 hereof: (a) other than in respect of a parcel of the Mortgaged Property that is not a Material Portion of the Premises transferred in the context of a settlement with an adjoining landowner regarding the ownership or use of such parcelsell, sellinggrant, leasingconvey, granting, conveying, assigning assign or otherwise transferringtransfer, by operation of law or otherwise, or (b) granting permit to be the subject of any transaction described in clause (a) above, (c) enter into an agreement for any transaction described in clause (a) above, or (d) grant an option which or taking take any action which pursuant to the terms of any agreement to which Mortgagor Grantor is a party may result in any transaction described in clause (a) above of, the Mortgaged Property, or any legal, beneficial or equitable interest (excluding interests in Leases that are not Material Leases) therein therein, other than any specific transfers permitted by the Credit Agreement (the foregoing, collectively or severally, "Transfer"). For purposes of this Mortgage, but without limiting the foregoing, (i) the issuance of any equity interest in Mortgagor Grantor (whether stock, partnership interest or otherwise) not in accordance with and pursuant to the Loan Documents and the Permitted ▇▇▇▇▇▇Credit Agreement, shall be deemed a Transfer of the Mortgaged Property, (ii) a Transfer of all or substantially all of the assets of Mortgagor Grantor shall be deemed a Transfer of the Mortgaged Property, (iii) subject to Section 1.03(c) hereof, the execution and delivery of any documentation relating to a proposed zoning lot merger or the execution and delivery of any other documentation effecting or purporting to effect, or the taking or suffering of any other action effecting or purporting to effect, a transfer of, or the granting of a right to utilize, any development rights appurtenant to the Mortgaged Property shall be deemed a Transfer of the Mortgaged Property, and (iv) any person or legal representative of Mortgagor Grantor to whom Mortgagor▇▇▇▇▇▇▇'s interest in the Mortgaged Property passes by operation of law, or otherwise, shall be bound by the provisions of this Mortgage. The provisions of this Section 4.01 shall apply to each and every such Transfer of all or any portion of the Mortgaged Property or any legal or equitable interest therein, regardless whether or not Mortgagee has consented to, or waived by its action or inaction its rights hereunder with respect to any previous Transfer of all or any portion of the Mortgaged Property or any legal or equitable interest therein.