Subject to the provisions of Article XII relating to permitted contests, Lessee will not directly or indirectly create or allow to remain and will promptly discharge at its expense any lien, encumbrance, attachment, title retention agreement or claim upon any Property or any attachment, levy, claim or encumbrance in respect of the Rent or any funds or amounts that are or will be provided by Lessor or its Affiliates to Lessee at any time during the Term in accordance with this Lease; excluding, however, # this Lease; # the Permitted Exceptions; # restrictions, liens and other encumbrances which are consented to in writing by Lessor, or any easements granted pursuant to the provisions of Section 7.3; # liens for those taxes of Lessor which Lessee is not required to pay hereunder; # liens for Impositions or for sums resulting from noncompliance with Legal Requirements so long as # the same are not yet payable or are payable without the addition of any fine or penalty or # such liens are in the process of being contested as permitted by Article XII; # liens of mechanics, laborers, materialmen, suppliers or vendors for sums either disputed or not yet due, provided that # the payment of such sums shall not be postponed for more than sixty (60) days after the completion of the action giving rise to such lien and such reserve or other appropriate provisions as shall be required by law or GAAP shall be been made therefore, or # any such liens are in the process of being contested as permitted by Article XII; # the Tenant Leases; # Liens which are permitted in accordance with Section 10.2 hereof; # solely with respect to the Florence Property, any liens, encumbrances, attachments, title retention agreements, or claims relating to the Florence Property (other than the Permitted Exceptions) arising or attaching to the Florence Property prior to the Commencement Date with respect to the Florence Property; and # any liens which are the responsibility of Lessor pursuant to the provisions of [Article XXXVI] of this Lease. Lessee shall not mortgage or grant any interest or security interest in, or otherwise assign, any part of Lessee’s rights and interests in this Lease or any Property during the Term.
. (a) Subject to the provisions of Article XII relating to permitted contests and Article XVII with respect to Tenant’s financing, Tenant will not directly or indirectly create and will promptly discharge at its expense any lien, encumbrance, attachment, title retention agreement or claim (“Lien”) upon the Leased Property or any Capital Improvement thereto or upon the Gaming Licenses or upon Tenant’s Property (other than Intellectual Property, which is governed by Section 6.3) to be transferred and assigned to Landlord pursuant to Section 6.4 and [Section 36.1] or any attachment, levy, claim or encumbrance in respect of the Rent, excluding, however, # this Lease and the Liens granted to Landlord pursuant hereto; # the Property Documents; # restrictions, liens and other encumbrances which are expressly permitted by this Lease or consented to in writing by Landlord (such consent not to be unreasonably withheld unless otherwise provided herein); # [reserved]; # Permitted Subleases and Permitted Management Agreements and related matters permitted by [Article XXII]; # liens for Impositions not yet delinquent or being contested in accordance with Article XII, provided that Tenant has provided appropriate reserves as required under GAAP and any foreclosure or similar remedies with respect to such Impositions have not been instituted and no notice as to the institution or commencement thereof has been issued except to the extent such institution or commencement is stayed no later than sixty (60) days after such notice is issued; # liens of mechanics, laborers, materialmen, suppliers or vendors for sums either not yet due or being contested in accordance with Article XII; # any Lessor Liens or other liens created by Landlord; # liens related to purchase money financing and equipment leases or equipment financing for Tenant’s Property which are used or useful in Tenant’s business on the Leased Property and consistent with the Operating Standard, and does not impair in any material respect Landlord’s rights under [Section 36.1]; # liens of any Permitted Leasehold Mortgage or Permitted Credit Facility Pledge; provided, however, in no event shall the foregoing be deemed or construed to permit Tenant to encumber its leasehold interest in the Leased Property or its direct or indirect interest (or the interest of any of its Subsidiaries or subtenants) in the Gaming Licenses (other than, in each case, to a Permitted Leasehold Mortgagee or a Permitted Credit Facility Pledge), without the prior written consent of Landlord, which consent may be granted or withheld in Landlord’s sole discretion; and provided, further, that Tenant shall be required to provide Landlord with fully executed copies of any and all Permitted Leasehold Mortgages, Permitted Credit Facility Pledges, and related principal Debt Agreements; # provisions of any easement agreements, street dedications or vacations, entitlements, public and/or private utility easements, licenses, declarations of covenants, conditions and restrictions, and other similar provisions, in each case expressly permitted or consented to pursuant to this Lease; and # non-exclusive licenses or sublicenses of patents, patent applications, trademarks, trademark applications, service marks, service mark applications, trade names, URLs, copyrights, computer software, trade secrets, know-how and processes granted by Tenant or any of its Subsidiaries in the ordinary course of business or on terms that, taken together with all related transactions, are commercially reasonable. For the avoidance of doubt, the parties acknowledge and agree that, except as expressly set forth herein, Tenant has not granted any liens in favor of Landlord as security for its obligations hereunder and nothing contained herein shall be deemed or construed to prohibit the issuance of a lien on the Equity Interests in Tenant (or direct or indirect interests in Tenant) pursuant to a Permitted Credit Facility Pledge (it being agreed that any foreclosure by a lien holder on such interests in Tenant shall be subject to the restriction on Tenant Change of Control set forth in [Article XXII]) or any direct or indirect parent of Tenant owning an interest in the Gaming Licenses pursuant to a Permitted Credit Facility Pledge (it being agreed that any foreclosure by a lien holder on such interests in Tenant shall be subject to the restriction on Tenant Change of Control set forth in [Article XXII]) or to prohibit Tenant from pledging its Accounts (other than, for the avoidance of doubt, the CapEx Reserve, the FF&E Reserve, the Covenant Security Escrow Account and any Construction Security or Construction Security Escrow Account) and other Tenant’s Property and other property of Tenant to the extent it does not constitute Tenant’s Pledged Property.
. Subject to the provisions of Article XII relating to permitted contests, Tenant will not (and will not permit any of its Subsidiaries to) directly or indirectly create or allow to remain and will promptly discharge at its expense any lien, attachment, title retention agreement or claim upon the Leased Property or any Capital Improvement thereto or any attachment, levy, claim or encumbrance in respect of the Rent, excluding, however, # this ILEC Master Lease; # [intentionally omitted]; # restrictions and other Encumbrances which are consented to in writing by Landlord (such consent not to be unreasonably withheld, delayed or conditioned); # liens for Impositions which Tenant or its Subsidiaries are not required to pay hereunder; # subleases (including, but not limited to, any rights granted by Tenant or any of its Subsidiaries pursuant to an IRU contract, a dark fiber agreement, a dim fiber agreement or a collocation agreement) permitted by [Article XXII]; # liens for Impositions not yet delinquent or being contested in accordance with Article XII; # liens of mechanics, laborers, materialmen, suppliers or vendors for sums either disputed or not yet due, provided that # the payment of such sums shall not be postponed under any related contract for more than sixty (60) days after the completion of the action giving rise to such lien unless being contested in accordance with Article XII; or # any such liens are in the process of being contested as permitted by Article XII; # any liens created by Landlord; # liens related to equipment leases or equipment financing for TCI Replacements which are used or useful in Tenant’s business on the TCI Replacements, provided that the payment of any sums due under such equipment leases or equipment financing shall either # be paid as and when due in accordance with the terms thereof, or # be in the process of being contested as permitted by Article XII; # liens granted as security for the obligations of Tenant and its Affiliates under Permitted Leasehold Mortgages and, subject to the terms of this [Section 11.1], any Debt Agreement with respect to TCI ILEC Extensions; and # Easements, Pole Agreements, Permits, rights-of-way, restrictions (including zoning restrictions), covenants, encroachments, protrusions and other similar charges or encumbrances, and minor title deficiencies on or with respect to any Leased Property, in each case whether now or hereafter in existence, not individually or in the aggregate materially interfering with the conduct of the business on the Leased Property, taken as a whole.
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