Common use of Tenant’s Right to Encumber Clause in Contracts

Tenant’s Right to Encumber. Tenant may at any time and from time to time, with Landlord’s consent, approval or authorization, hypothecate, mortgage, pledge or encumber Tenant’s leasehold estate created by this lease, and/or Tenant’s rights hereunder, by mortgage, deed of trust or other security agreement or instrument; provided, however, that no such encumbrance shall attach to or constitute a lien on the fee estate of Landlord in the leased land, and shall expressly acknowledge that all improvements constructed on the Premises shall become the property of Landlord, free and clear of all encumbrances, upon expiration of the term or sooner termination of this lease as set forth in section 15E. above. Landlord shall subordinate its fee interest provided that Landlord is granted in the encumbrance a right to adequate notice of default, adequate opportunity to cure such default without the obligation to pay late charges or penalties, the right and sufficient time to terminate the lease without acceleration of the leasehold mortgage, and the opportunity to assume such leasehold mortgage, without the obligation to pay assumption fees, the leasehold mortgagee’s attorneys’ fees, trustee’s fees, penalties or late charges, in the event of a default under the leasehold mortgage and the exercise by the lender of its right to foreclose on the leasehold mortgage. Any such lien, mortgage, deed of trust or security instrument shall be referred to hereafter as a “mortgage”, and the holder or beneficiary of such mortgage shall be referred to hereafter as the “mortgagee.” No mortgagee shall be deemed an assignee of this lease so as to require such mortgagee to assume the performance of any of the terms, covenants or conditions of this lease except upon such mortgage-obtaining title to or Tenant’s right of possession of the leased land as hereinafter provided. In no event shall the leasehold estate created hereunder secure any loan or obligation where the loan proceeds are utilized for any purpose other than the improvement, financing or refinancing of the Premises.

Tenant’s Right to Encumber. Tenant may may, at any time and from time to time, with Landlord’s consent, approval encumber all or authorization, hypothecate, mortgage, pledge or encumber Tenant’s leasehold estate created any portion of the Leasehold by this lease, and/or Tenant’s rights hereunder, by mortgage, deed of trust trust, mortgage or other security agreement or instrument; providedinstrument (collectively, however, that no such encumbrance shall attach “Leasehold Mortgage”). Any Leasehold Mortgage of any part of the Leasehold Interest must be expressly subject and subordinate to or constitute a lien on the fee estate terms of Landlord in this Lease. Tenant covenants to pay the leased landindebtedness secured by any Leasehold Mortgage when the same will become due and payable, and shall expressly acknowledge to perform, when the performance is required, all obligations of the mortgagor thereunder. Tenant further agrees not to suffer or permit any default to occur and continue under any Leasehold Mortgage beyond any applicable cure period. The Leasehold Mortgage will specify that all improvements constructed on the Premises shall become indebtedness is that of Tenant only and is not the property indebtedness of LandlordOwner and that the lien of the Leasehold Mortgage is limited to the Leasehold Interest. Each Leasehold Mortgage must, free and clear of all encumbrancesby its own terms, upon have a stated maturity date which is prior to expiration of the term or sooner termination Term, but no shorter than forty (40) years, and Tenant covenants that it will be so paid and that the Leasehold Interest will be released from the lien prior to the expiration of the Term. Tenant will cause a true, complete and correct copy of the original of each Leasehold Mortgage, together with written notice containing the name and address of the holder thereunder (the “Mortgagee”), to be delivered to Owner within ten (10) days of Tenant’s execution and delivery of the Mortgage to the Mortgagee. Subject to the terms of this lease as set forth Lease and the Leasehold Mortgage, a Mortgagee may enforce its rights under its Leasehold Mortgage and succeed to the Leasehold Interest encumbered by the Leasehold Mortgage (said Leasehold Interest encumbered by the Leasehold Mortgage is hereafter called the “Leasehold Mortgage Property”), in section 15E. above. Landlord shall subordinate its fee interest provided that Landlord is granted any lawful way, including possession through foreclosure, assignment and/or deed or assignment in the encumbrance a right to adequate notice lieu of defaultforeclosure, adequate opportunity to cure such default without the obligation to pay late charges or penalties, the right and sufficient time to terminate the lease without acceleration upon foreclosure of the leasehold mortgage, and the opportunity Leasehold Mortgage or acceptance of an assignment and/or deed in lieu of foreclosure to assume such leasehold mortgage, without the obligation to pay assumption fees, the leasehold mortgagee’s attorneys’ feesestate, trustee’s fees, penalties or late charges, in the event of a default under the leasehold mortgage and the exercise by the lender of its right to foreclose on the leasehold mortgage. Any such lien, mortgage, deed of trust or security instrument shall be referred to hereafter as a “mortgage”, and the holder or beneficiary of such mortgage shall be referred to hereafter as the “mortgagee.” No mortgagee shall be deemed an assignee of this lease so as to require such mortgagee to assume the performance of any of the terms, covenants or conditions of this lease except upon such mortgage-obtaining title to or Tenant’s right of take possession of the leased land as hereinafter provided. In no event shall Leasehold Mortgage Property subject to the leasehold estate created hereunder secure any loan or obligation where the loan proceeds are utilized for any purpose other than the improvement, financing or refinancing interests of the PremisesProject tenants.