Common use of Entering Into Leases Clause in Contracts

Entering Into Leases. Neither Borrower nor Operating Lessee shall enter into a proposed Lease without the prior written consent of Lender, not to be unreasonably withheld, conditioned or delayed. Lender shall endeavor to approve or disapprove each proposed Lease within ten (10) Business Days of the submission by Borrower or Operating Lessee, as applicable, to Lender of a written request for such approval, accompanied by a final copy of the proposed Lease. If requested by Borrower or Operating Lessee, as applicable, Lender will grant conditional approvals of a proposed Lease at any stage of the leasing process, from initial “term sheet” through negotiated lease drafts, provided that Lender shall retain the right to disapprove any such proposed Lease or particular terms thereof if subsequent to any preliminary approval material changes are made to the terms previously approved by Lender, or additional material terms are added that had not previously been considered and approved by Lender in connection with such proposed Lease. Provided that no Event of Default is continuing, if Borrower or Operating Lessee, as applicable, provides Lender with a written request for approval (which written request shall specifically refer to this Section 5.9.2 and shall explicitly state that failure by Lender to approve or disapprove within ten (10) Business Days will constitute a deemed approval) (a “Lease Approval Request”) and Lender fails to respond to the request in writing delivered by Borrower or Operating Lessee, as applicable, within ten (10) Business Days after receipt by Lender of the Lease Approval Request, and Borrower or Operating Lessee, as applicable, sends a second request containing a legend clearly marked in not less than fourteen (14) point bold face type, underlined, in all capital letters “REQUEST DEEMED APPROVED IF NO RESPONSE WITHIN FIVE (5) BUSINESS DAYS”, Lender shall be deemed to have approved or consented to the proposed Lease if Lender fails to respond to such second written request before the expiration of such five (5) Business Day period, and Borrower or Operating Lessee, as applicable, shall be entitled to enter into such proposed Lease. Additional Covenants with respect to Leases . Borrower or Operating Lessee, as applicable, (i) shall observe and perform the material obligations imposed upon the lessor under the Leases and shall not do or permit anything to impair the value of the Leases as security for the Debt; (ii) shall promptly send copies to Lender of all notices of default that Operating Lessee shall send or receive under any Lease; (iii) shall enforce, in accordance with commercially reasonable practices for properties similar to the Property, the terms, covenants and conditions in the Leases to be observed or performed by the lessees; (iv) shall not collect any of the Rents more than one month in advance (other than security deposits); (v) shall not execute any other assignment of lessor’s interest in the Leases or the Rents (except as contemplated by the Loan Documents); (vi) shall not modify any Lease in a manner inconsistent with the Loan Documents; (vii) shall not convey or transfer or suffer or permit a conveyance or transfer of the Property so as to effect a merger of the estates and rights of, or a termination or diminution of the obligations of, lessees under Leases; (viii) shall not consent to any assignment of or subletting under any Lease unless required in accordance with its terms without the prior consent of Lender; and (ix) shall not cancel or terminate any Lease or accept a surrender thereof (other than in accordance with its terms) without the prior consent of Lender, which consent shall not, so long as no Event of Default is continuing be unreasonably withheld or delayed.

Entering Into Leases. Neither Borrower nor Operating Lessee Owner shall (nor shall Borrower or Operating Lessee Owner cause any Mortgage Loan Party to) enter into a proposed Lease without the prior written consent of Lender, not to be unreasonably withheld, conditioned or delayed. Lender shall endeavor to approve or disapprove each proposed Lease within ten (10) Business Days of the submission by Borrower or Operating LesseeLessee Owner, as applicable, to Lender of a written request for such approval, accompanied by a final copy of the proposed Lease. If requested by Borrower or Operating LesseeLessee Owner, as applicable, Lender will grant conditional approvals of a proposed Lease at any stage of the leasing process, from initial “term sheet” through negotiated lease drafts, provided that Lender shall retain the right to disapprove any such proposed Lease or particular terms thereof if subsequent to any preliminary approval material changes are made to the terms previously approved by Lender, or additional material terms are added that had not previously been considered and approved by Lender in connection with such proposed Lease. Provided that no Event of Default is continuing, if Borrower or Operating LesseeLessee Owner, as applicable, provides Lender with a written request for approval (which written request shall specifically refer to this Section 5.9.2 and shall explicitly state that failure by Lender to approve or disapprove within ten (10) Business Days will constitute a deemed approval) (a “Lease Approval Request”) and Lender fails to respond to the request in writing delivered by Borrower or Operating Lessee, as applicable, within ten (10) Business Days after receipt by Lender of the Lease Approval Request, and Borrower or Operating Lessee, as applicable, sends a second request containing a legend clearly marked in not less than fourteen (14) point bold face type, underlined, in all capital letters “REQUEST DEEMED APPROVED IF NO RESPONSE WITHIN FIVE (5) BUSINESS DAYS”, Lender shall be deemed to have approved or consented to the proposed Lease if Lender fails to respond to such second written request before the expiration of such five (5) Business Day period, and Borrower or Operating Lessee, as applicable, shall be entitled to enter into such proposed Lease. Additional Covenants with respect to Leases . Borrower or Operating Lessee, as applicable, (i) shall observe and perform the material obligations imposed upon the lessor under the Leases and shall not do or permit anything to impair the value of the Leases as security for the Debt; (ii) shall promptly send copies to Lender of all notices of default that Operating Lessee shall send or receive under any Lease; (iii) shall enforce, in accordance with commercially reasonable practices for properties similar to the Property, the terms, covenants and conditions in the Leases to be observed or performed by the lessees; (iv) shall not collect any of the Rents more than one month in advance (other than security deposits); (v) shall not execute any other assignment of lessor’s interest in the Leases or the Rents (except as contemplated by the Loan Documents); (vi) shall not modify any Lease in a manner inconsistent with the Loan Documents; (vii) shall not convey or transfer or suffer or permit a conveyance or transfer of the Property so as to effect a merger of the estates and rights of, or a termination or diminution of the obligations of, lessees under Leases; (viii) shall not consent to any assignment of or subletting under any Lease unless required in accordance with its terms without the prior consent of Lender; and (ix) shall not cancel or terminate any Lease or accept a surrender thereof (other than in accordance with its terms) without the prior consent of Lender, which consent shall not, so long as no Event of Default is continuing be unreasonably withheld or delayed.45