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professionals (as appropriate) or the provision of appropriate letters of reliance in favour of and to the Owner of:
17.5.1 the full benefit of all appointments of the Professional Consultants or other professionals engaged by the Promoter in relation to the Development and all reports drawings plans opinions and documentation prepared or produced by the Professional Consultants or the Promoter or such professionals in relation to the Property and the Development;
17.5.2 a royalty-free licence to use all such reports drawings plans opinions and documentation prepared or produced by the Professional Consultants the Promoter and/or such other professionals in relation to the future promotion of the property or implementation of a Development.
17.6 The termination of this Agreement shall be without prejudice to the Promoter’s obligations under this clause any claims by either party in respect of breaches of the remainder of the Agreement that occurred prior to the termination of this Agreement.
18 MORTGAGEE’S ADHERENCE
18.1 The Mortgagee hereby acknowledges and consents to the Owner entering into this Agreement and that the Property shall be bound by the obligations contained in this Agreement and that the security of the Mortgagee shall take effect subject to this Agreement PROVIDED THAT the Mortgagee shall otherwise (save for as provided for in clause 18.2) have no liability under this Agreement unless it takes possession of the Property in which case it too will be bound by the obligations as if it were a person deriving title from the Owner.
18.2 The Mortgagee further agrees that:
18.2.1 in the event it exercises its power of sale it shall execute and deliver to the Promoter and the remaining Owner(s) a deed of covenant in a form approved by the Promoter and the remaining Owner (such approval not to be unreasonably withheld or delayed) by which the dispone covenants to be bound by and perform and observe the covenants and other obligations to be performed and observed by the Owners in accordance with this Agreement
18.2.2 if required, it will enter into any Planning Agreement by way of it consent and acknowledgement that the Property shall be bound by the obligations contained in the Planning Agreement and that the security of the mortgage shall take effect subject to this Planning Agreement provided always that such Planning Agreement provides that the Mortgagee shall otherwise have no liability under the Planning Agreement unless it takes possession of the Property in which case the Planning Agreement may provide that in such circumstances the Mortgagee will too be bound by the obligations as if it were a person deriving title from the Owner.
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