Prohibited Encumbrances Clause Samples

Prohibited Encumbrances. Borrower agrees that neither Borrower nor any other member of the Consolidated Group shall (i) create a Lien against any Project other than a single first-priority mortgage or deed of trust, (ii) create a Lien on any Capital Stock or other ownership interests in any member of the Consolidated Group or any Investment Affiliate (other than (A) Liens securing the Facility Obligations as provided herein or (B) Liens against the Capital Stock or other ownership interests in any Subsidiary which owns only one or more Projects encumbered by a Lien permitted under clause (i) of this Section 6.25 in favor of the holder of the Lien against such Project), or (iii) enter into or be subject to any agreement governing any Indebtedness which constitutes a Negative Pledge (other than restrictions on further subordinate Liens on Projects or ownership interests therein permitted to be encumbered under clauses (i) or (ii) of this Section 6.25).

Prohibited Encumbrances. The Borrower agrees that neither the Borrower nor any other members of the Consolidated Group shall (i) create or permit a Lien against any Project other than a single first-priority mortgage, deed to secure debt or deed of trust, (ii) create or permit a Lien on any Capital Stock or other ownership interests in any member of the Consolidated Group or any Investment Affiliate or (iii) enter into or be subject to any agreement governing any Indebtedness which constitutes a “negative pledge”, an unencumbered asset covenant or other similar covenant or restriction which prohibits or limits the ability of Borrower or any other member of the Consolidated Group to sell or create Liens against any Projects (other than restrictions on further subordinate Liens on Projects already encumbered by a first-priority mortgage, deed to secure debt or deed of trust).

Prohibited Encumbrances. The Borrower agrees that neither the Borrower nor any other members of the Consolidated Group shall (i) create or permit a Lien against any Project other than a single first-priority mortgage, deed to secure debt or deed of trust, (ii) create or permit a Lien on any Capital Stock or other ownership interests in any member of the Consolidated Group or any Investment Affiliate (other than the Liens against the Collateral created under the Loan Documents) or (iii) enter into or be subject to any agreement governing any Indebtedness which constitutes a “negative pledge”, an unencumbered asset covenant or other similar covenant or restriction which prohibits or limits the ability of Borrower or any other member of the Consolidated Group to sell or create Liens against any Projects (other than restrictions on further subordinate Liens on Projects already encumbered by a first-priority mortgage, deed to secure debt or deed of trust).

Prohibited Encumbrances. The Borrower agrees that neither the Borrower nor any other member of the Consolidated Group shall (i) create a Lien against any Project other than a single first-priority mortgage or deed of trust, (ii) create a Lien on any Capital Stock or other ownership interests in any member of the Consolidated Group or any Investment Affiliate or (iii) enter into or be subject to any agreement governing any Indebtedness which constitutes a "negative pledge", an unencumbered asset covenant or other similar covenant or restriction which prohibits or limits the ability of Borrower or any member of the Consolidated Group to sell or create Liens against any Projects (other than restrictions on further subordinate Liens on Projects already encumbered by a first-priority mortgage or deed of trust). DEFAULTS The occurrence of any one or more of the following events shall constitute a Default: Nonpayment of any principal payment on any Note when due. Nonpayment of interest upon any Note or of any facility fee or other payment Obligations under any of the Loan Documents within five (5) Business Days after the same becomes due. The breach of any of the terms or provisions of Sections 6.2 through 6.21 and 6.23 through 6.26. Any representation or warranty made or deemed made by or on behalf of the Borrower or any of its Subsidiaries to the Lenders or the Administrative Agent under or in connection with this Agreement, any Loan, or any material certificate or information delivered in connection with this Agreement or any other Loan Document shall be materially false on the date as of which made. The breach by the Borrower (other than a breach which constitutes a Default under Section 7.1, 7.2, 7.3 or 7.4) of any of the terms or provisions of this Agreement which is not remedied within five (5) days after written notice from the Administrative Agent or any Lender. Failure of the Borrower or any of its Subsidiaries to pay when due any Recourse Indebtedness,regardless of amount, or any other such Indebtedness in excess of $5,000,000 in the aggregate (collectively, "Material Indebtedness"); or the default by the Borrower or any of its Subsidiaries in the performance of any term, provision or condition contained in any agreement, or any other event shall occur or condition exist, which causes or permits any such Material Indebtedness to be due and payable or required to be prepaid (other than by a regularly scheduled payment) prior to the stated maturity thereof (provided that the fai...

Prohibited Encumbrances. Except as permitted in Section 0 below, Master Tenant shall not: 15.1.1 Engage in any financing or other transaction placing any mortgage or deed of trust upon the Property, or upon Master ▇▇▇▇▇▇’s leasehold estate therein or the improvements constructed thereon; or 15.1.2 Place or suffer to be placed upon Master ▇▇▇▇▇▇’s leasehold estate or the improvements thereon any lien, levy, attachment or other encumbrance (other than a lien upon said leasehold estate for taxes and assessments levied but not delinquent or payable with penalty); provided, however, the foregoing notwithstanding, Master Tenant shall have the right to contest or appeal the validity of any such lien, levy, encumbrance or attachment, provided that Master Tenant shall first furnish adequate security to the reasonable satisfaction of Landlord to protect the Premises during the pendency of such contest or appeal. Any such mortgage, deed of trust, levy, attachment, encumbrance or lien (collectively, “encumbrance”) not permitted pursuant to the terms of this Lease and caused or created by Master Tenant shall be deemed to be a violation of this covenant on the date of its execution or filing of record, regardless of whether or when it is foreclosed or otherwise enforced, unless Master Tenant shall, within twenty (20) days of such date of execution or filing of record, remove such encumbrance or provide adequate security to the reasonable satisfaction of Landlord to protect the Premises and the improvements thereon from such encumbrance.

Prohibited Encumbrances. Lessee shall not place, or allow to be placed, any lien or other encumbrances on this Lease, the Leased Premises, or the Development.

Prohibited Encumbrances. Borrower agrees that neither Borrower nor any other member of the Consolidated Group shall (i) create a Lien against any Project other than a single first-priority mortgage or deed of trust, (ii) create a Lien on any Capital Stock or other ownership interests in any member of the Consolidated Group or any Investment Affiliate (other than (A) Liens securing the Facility Obligations as provided herein or (B) Liens against the Capital Stock or other ownership interests in any Subsidiary which owns only one or more Projects encumbered by a Lien permitted under clause (i) of this Section 6.25 in favor of the holder of the Lien against such Project), or (iii) enter into or be subject to any agreement governing any Indebtedness which constitutes a Negative Pledge (other than restrictions on further subordinate Liens on Projects or ownership interests therein permitted to be encumbered under clauses (i) or (ii) of this Section 6.25). Notwithstanding clause (ii) of the preceding sentence, Borrower shall be permitted to grant such Liens on its ownership interests in the two members of the Consolidated Group that own two Projects located in Miami, Florida, located on ▇▇▇▇ ▇▇▇▇▇▇ and on 60th Avenue, even though the secured party thereunder does not also hold a first mortgage on such Projects.

Prohibited Encumbrances. The Borrower agrees that neither it nor any of its Subsidiaries shall (i) except for Permitted Liens, create or permit a Lien against any Project, (ii) create or permit a Lien on any Equity Interests or other ownership interests of any Subsidiary of the Parent or any Unconsolidated Affiliate (other than Permitted Liens and customary provisions in joint venture agreements and other similar agreements applicable to Unconsolidated Affiliates permitted hereunder so long as such restrictions relate to the applicable Unconsolidated Affiliate) or (iii) enter into or be subject to any agreement governing any Indebtedness which constitutes a “negative pledge”, an unencumbered asset covenant or other similar covenant or restriction which prohibits or limits the ability of the Borrower or any of its Subsidiaries to sell or create Liens against any Projects (other than (A) restrictions on further subordinate Liens on Projects or ownership interests therein already encumbered by a first-priority mortgage, deed to secure debt or deed of trust or other first priority Lien, (B) those encumbrances or restrictions contained in any Loan Document or restrictions in other Recourse Debt that are no more restrictive than the limitations contained in this Agreement, and restrictions contained in agreements evidencing Non-Recourse Indebtedness permitted under this Agreement so long as such restrictions do not apply to the Borrower or any Guarantor; (C) customary provisions restricting assignment of any agreement entered into by the Parent or any of its Subsidiaries in the ordinary course of business; (D) restrictions which are customary provisions in joint venture agreements and other similar agreements applicable to Unconsolidated Affiliates permitted hereunder, so long as such restrictions relate solely to the applicable Unconsolidated Affiliates; (E) customary restrictions contained in leases, subleases, licenses or asset sale agreements otherwise permitted hereby or in other Indebtedness which the Borrower, any Guarantor or any Subsidiary shall be permitted to incur or suffer to exist pursuant to this Agreement so long as such restrictions relate solely to the assets subject thereto or the buyer or seller thereunder; and (F) customary limitations on the transfer of Equity Interests of a Subsidiary contained in agreements entered into in the ordinary course of business).

Prohibited Encumbrances. ▇▇▇▇▇▇▇▇▇ agrees not to record or allow to be recorded against the Property any Security Instrument, lien or other encumbrance that is not a Permitted Encumbrance. Developer shall remove or cause to be removed all Prohibited Encumbrances made or recorded against the Property by Developer or shall assure the complete satisfaction of each Prohibited Encumbrance to the satisfaction of City, in City’s sole and absolute discretion. The covenants of Developer in this Section 12.3 shall run with the land of the Property and bind successive owners of the Property.‌