Attornment and Nondisturbance. If and only if (a) the Lease is in full force and effect; (b) Tenant is not in default of any of its obligations under the Lease beyond any applicable notice and cure period; (c) Tenant is not in default beyond applicable notice and cure periods in performing its obligations under this Agreement; and (d) if an Enforcement Proceeding has been completed, Tenant has attorned (or attorns prior to the sale of Landlord's Estate pursuant to such Enforcement Proceeding) to Senior Estate Holder as required by this Agreement then, subject to the terms and conditions of this Agreement, Senior Estate Holder shall not name or join Tenant as a defendant in any Enforcement Proceeding unless such joinder is required by law in order to perfect such Enforcement Proceeding. In addition: (i) Tenant shall recognize and attorn to Senior Estate Holder as Tenant's direct Landlord under the Lease; (ii) Senior Estate Holder shall honor the Lease and Tenant's rights thereunder; (iii) the Lease and Tenant's rights thereunder shall continue in full force and effect as a direct lease between Senior Estate Holder and Tenant in accordance with the terms of the Lease and shall not be terminated or disturbed, except in accordance with the terms of the Lease; (iv) neither the commencement nor the completion of Senior Estate Holder's Enforcement Proceeding shall terminate the Lease or disturb Tenant in the possession and use of Tenant's Premises; (v) Tenant shall have the same remedies against Senior Estate Holder for the breach of the Lease that Tenant would have had against Landlord if the Enforcement Proceeding had not been completed; and (vi) Senior Estate Holder shall have the same remedies against Tenant for Tenant's breach of the Lease that Landlord would have had against Tenant if the Enforcement Proceeding had not been completed ("i" through "vi," collectively, an "ATTORNMENT").
Appears in 1 contract
Samples: Non Disturbance and Attornment Agreement (Empire Resorts Inc)
Attornment and Nondisturbance. If and only if (a) the Lease is in full force and effect; (b) Tenant is not in default of any of its obligations under the Lease beyond any applicable notice and cure period; (c) Tenant is not in default beyond applicable notice and cure periods in performing its obligations under this Agreement; and (d) if an Enforcement Proceeding has been completed, Tenant has attorned (or attorns prior a Successor Landlord succeeds to the sale interest of Landlord's Estate pursuant to such Enforcement Proceeding) to Senior Estate Holder as required by this Agreement then, subject to the terms and conditions of this Agreement, Senior Estate Holder shall not name or join Tenant as a defendant in any Enforcement Proceeding unless such joinder is required by law in order to perfect such Enforcement Proceeding. In addition:
(i) Tenant shall recognize and attorn to Senior Estate Holder as Tenant's direct Landlord under the Lease; (ii) Senior Estate Holder shall honor , and provided that such Successor Landlord has not elected to terminate the Lease and Tenant's rights thereunder; as permitted by Section 3 above:
(iiia) the The Lease and Tenant's rights thereunder shall continue in full force and effect as a direct lease between Senior Estate Holder the Successor Landlord and Tenant in accordance with for the terms balance of the term of the Lease, or any extensions or renewals thereof contemplated by the Lease; and Tenant, for itself and all other parties bound or affected by the Lease, agrees that it will attorn to, be liable to and recognize any Successor Landlord as the owner and lessor of the Leased Premises upon the same terms and conditions as are contained in the Lease (said attornment shall be effective and self-operative without the execution of any other instruments on the part of any party hereto, immediately upon Successor Landlord succeeding to the interests of Borrower under the Lease), and Tenant shall pay rent and all other amounts due under the Lease directly to the Successor Landlord; and
(b) From and after such Successor Landlord's acquisition of title, Successor Landlord shall be deemed to have assumed the Landlord's obligations under the Lease, provided, however, that the Successor Landlord shall not be:
(i) liable for any act or omission of any prior landlord (including without limitation Borrower);
(ii) liable for the return of any security deposit or other amount payable to Tenant upon the termination of the Lease, unless such amounts were previously actually delivered to the Successor Landlord by Borrower;
(iii) be terminated obligated to cure any default of any prior landlord (including, without limitation Borrower), which occurred prior to the date the Successor Landlord acquired title to the Leased Premises unless the default is continuing after the date the Successor Landlord acquires title;
(iv) subject to any offsets or disturbeddefenses which Tenant may have against any prior landlord (including without limitation Borrower);
(v) bound by any rent or additional rent which Tenant might have paid for more than one (1) month in advance to any prior landlord (including without limitation Borrower), unless Lender shall have consented in writing thereto or shall have received, directly or indirectly, such rent or additional rent; or
(vi) liable for any consequential damages attributable to any acts or omissions of any prior landlord (including without limitation Borrower); or
(vii) obligated to restore improvements following any casualty not required to be insured under the Lease or pay the costs of any restoration in excess of the proceeds recovered under any insurance required to be carried under the Lease or any condemnation award; or
(viii) liable for any damages or other relief attributable to any latent or patent defects in construction; or
(ix) liable for any costs or expenses related to any indemnification or representation provided by any prior landlord (including, but not limited to, Borrower) with respect to the Property or the Leased Premises, including without limitation, (A) the presence or clean-up of any hazardous substances or materials in, on, under or about the Leased Premises or the Office Park or (B) the ability of Tenant to use the Property for any purpose; or
(x) obligated to pay any expenses or damages in connection with or arising from any failure of any prior landlord (including without limitation Borrower) to enforce any restriction on use in the Office Park, or any exclusive use provisions of the Lease.
(xi) bound by (A) except in accordance with as otherwise specifically permitted by the terms of the Lease; , any surrender or consensual termination of the Lease without Lender's consent (ivwhich consent may be withheld in Lender's sole discretion), or (B) neither any amendment or modification of the commencement nor Lease made without Lender's prior written consent (which consent shall not be unreasonably withheld or delayed, except that Lender may withhold its consent in Lender's sole discretion to any amendment which would reduce rent or other amounts payable under the completion Lease, shorten the term of Senior Estate Holder's Enforcement Proceeding shall terminate the Lease, materially increase any construction obligations of Landlord under the Lease or disturb Tenant in otherwise materially and adversely change the possession and use of Tenant's Premises; (v) Tenant shall have the same remedies against Senior Estate Holder for the breach economic terms or value of the Lease that Tenant would have had against Landlord if the Enforcement Proceeding had not been completed; and
(vi) Senior Estate Holder shall have the same remedies against Tenant for Tenant's breach of the Lease that Landlord would have had against Tenant if the Enforcement Proceeding had not been completed ("i" through "vi," collectively, an "ATTORNMENT"Lease).
Appears in 1 contract
Attornment and Nondisturbance. If and only if (a) the Lease is in full force and effect; (b) Tenant is not in default of any of its obligations under the Lease beyond any applicable notice and cure period; (c) Tenant is not in default beyond applicable notice and cure periods in performing its obligations under this Agreement; and (d) if an Enforcement Proceeding has been completed, Tenant has attorned (or attorns prior a Successor Landlord succeeds to the sale interest of Landlord's Estate pursuant to such Enforcement Proceeding) to Senior Estate Holder as required by this Agreement then, subject to the terms and conditions of this Agreement, Senior Estate Holder shall not name or join Tenant as a defendant in any Enforcement Proceeding unless such joinder is required by law in order to perfect such Enforcement Proceeding. In addition:
(i) Tenant shall recognize and attorn to Senior Estate Holder as Tenant's direct Landlord under the Lease; (ii) Senior Estate Holder shall honor , and provided that such Successor Landlord has not elected to terminate the Lease and Tenant's rights thereunder; as permitted by Section 3 above:
(iiia) the The Lease and Tenant's rights thereunder shall continue in full force and effect as a direct lease between Senior Estate Holder the Successor Landlord and Tenant in accordance with for the terms balance of the term of the Lease, or any extensions or renewals thereof contemplated by the Lease; and Tenant, for itself and all other parties bound or affected by the Lease, agrees that it will attorn to, be liable to and recognize any Successor Landlord as the owner and lessor of the Leased Premises upon the same terms and conditions as are contained in the Lease (said attornment shall be effective and self-operative without the execution of any other instruments on the part of any party hereto, immediately upon Successor Landlord succeeding to the interests of Borrower under the Lease), and Tenant shall pay rent and all other amounts due under the Lease directly to the Successor Landlord; and
(b) From and after such Successor Landlord's acquisition of title, Successor Landlord shall be deemed to have assumed the Landlord's obligations under the Lease, provided, however, that the Successor Landlord shall not be:
(i) liable for any act or omission of any prior landlord (including without limitation Borrower);
(ii) liable for the return of any security deposit or other amount payable to Tenant upon the termination of the Lease, unless such amounts were previously actually delivered to the Successor Landlord by Borrower;
(iii) be terminated obligated to cure any default of any prior landlord (including, without limitation Borrower), which occurred prior to the date the Successor Landlord acquired title to the Property;
(iv) subject to any offsets or disturbeddefenses which Tenant may have against any prior landlord (including without limitation Borrower);
(v) bound by any rent or additional rent which Tenant might have paid for more than one (1) month in advance to any prior landlord (including without limitation Borrower), unless Lender shall have consented in writing thereto or shall have received, directly or indirectly, such rent or additional rent; or
(vi) liable for any consequential damages attributable to any acts or omissions of any prior landlord (including without limitation Borrower); or
(vii) obligated to restore improvements following any casualty not required to be insured under the Lease or pay the costs of any restoration in excess of the proceeds recovered under any insurance required to be carried under the Lease or any condemnation award; or
(viii) liable for any damages or other relief attributable to any latent or patent defects in construction; or
(ix) liable for any costs or expenses related to any indemnification or representation provided by any prior landlord (including, but not limited to, Borrower) with respect to the Property or the Leased Premises, including without limitation, (A) the presence or clean-up of any hazardous substances or materials in, on, under or about the Leased Premises or the Property or (B) the ability of Tenant to use the Property for any purpose; or
(x) obligated to pay any expenses or damages in connection with or arising from any failure of any prior landlord (including without limitation Borrower) to enforce any restriction on use in the Property, or any exclusive use provisions of the Lease.
(xi) bound by (A) except in accordance with as otherwise specifically permitted by the terms of the Lease; , any surrender or consensual termination of the Lease without Lender's consent (ivwhich consent may be withheld in Xxxxxx's sole discretion), or (B) neither any amendment or modification of the commencement nor Lease made without Xxxxxx's prior written consent (which consent shall not be unreasonably withheld or delayed, except that Lender may withhold its consent in Xxxxxx's sole discretion to any amendment which would reduce rent or other amounts payable under the completion Lease, shorten the term of Senior Estate Holder's Enforcement Proceeding shall terminate the Lease, materially increase any construction obligations of Landlord under the Lease or disturb Tenant in otherwise materially and adversely change the possession and use of Tenant's Premises; (v) Tenant shall have the same remedies against Senior Estate Holder for the breach economic terms or value of the Lease that Tenant would have had against Landlord if the Enforcement Proceeding had not been completed; and
(vi) Senior Estate Holder shall have the same remedies against Tenant for Tenant's breach of the Lease that Landlord would have had against Tenant if the Enforcement Proceeding had not been completed ("i" through "vi," collectively, an "ATTORNMENT"Lease).
Appears in 1 contract
Samples: Office Lease (Kinzan Inc)
Attornment and Nondisturbance. If and only if (a) If, at any time during the Term of this Lease, Landlord shall be the holder of a leasehold estate covering premises which include the Premises, and if such leasehold shall terminate or be terminated for any reason, or if, at any time during the Term a mortgage to which this Lease is subordinate shall be foreclosed, Tenant agrees at the election and upon written demand of any owner of any portion of the Property which includes the Premises, or of any mortgagee in full force possession thereof, or of any holder of a leasehold thereafter affecting any portion of the Premises, or of any purchaser at foreclosure, to attorn, from time to time, to any such owner, mortgagee, holder or purchaser (“New Landlord”) upon the terms and effect; (b) conditions set forth herein for the remainder of the Term provided such New Landlord agrees not to disturb Tenant’s quiet use and enjoyment and occupancy of the Premises for the Term provided Tenant is not in default of any of its obligations under the Lease beyond any applicable notice and cure period; (c) Tenant is not in default beyond applicable notice and cure periods in performing its obligations under this Agreement; and (d) if an Enforcement Proceeding has been completedobligations. At Tenant’s written request, Tenant has attorned (Landlord shall submit a non-disturbance agreement to Landlord’s present or attorns prior to the sale of Landlord's Estate future lender on such lender’s customary form pursuant to which such Enforcement Proceeding) to Senior Estate Holder lender shall agree that so long as required by this Agreement thenTenant performs all the terms, subject to the terms covenants and conditions of this AgreementLease, Senior Estate Holder shall not name or join Tenant as a defendant in any Enforcement Proceeding unless such joinder is required by law in order to perfect such Enforcement Proceeding. In addition:
(i) Tenant shall recognize and attorn to Senior Estate Holder as on Tenant's direct Landlord part to be performed, Tenant's possession and quiet use and enjoyment of the Premises under the Lease; (ii) Senior Estate Holder shall honor the provisions of this Lease and Tenant's rights thereunder; (iii) the Lease and Tenant's rights thereunder shall continue in full force and effect as a direct lease between Senior Estate Holder and Tenant in accordance with the terms of the Lease and shall not be terminated disturbed by such lender. Landlord shall have no responsibility to Tenant hereunder other than to submit a form of non-disturbance to such lender.
(b) The foregoing provisions shall inure to the benefit of any such owner, mortgagee, holder or disturbedpurchaser (referred to as a “lender” for the purpose of this Section 23) and shall apply notwithstanding that this Lease may terminate upon the termination of any such leasehold estate or upon such foreclosure, except and shall be self-operative upon any such demand, without requiring any further instrument to give effect to such provisions. Tenant, however, upon demand of any such owner, mortgagee, holder or purchaser, agrees to execute, from time to time, an instrument in accordance with the terms confirmation of the Lease; (iv) neither the commencement nor the completion of Senior Estate Holder's Enforcement Proceeding shall terminate the Lease foregoing provisions, satisfactory to any such owner, mortgagee, holder or disturb Tenant purchaser, in the possession and use of Tenant's Premises; (v) which Tenant shall have the same remedies against Senior Estate Holder acknowledge such attornment and set forth herein and shall apply for the breach remainder of the Lease that Tenant would have had against Landlord if the Enforcement Proceeding had not been completed; and
(vi) Senior Estate Holder term originally demised in this Lease. Nothing contained in this article shall have the same remedies against Tenant for Tenant's breach of the Lease that Landlord would have had against Tenant if the Enforcement Proceeding had not been completed ("i" through "vi," collectivelybe construed to impair any right otherwise exercisable by any such owner, an "ATTORNMENT")mortgagee, holder or purchaser.
Appears in 1 contract
Samples: Lease Agreement (Gse Systems Inc)
Attornment and Nondisturbance. If and only if (a) If, at any time during the term of this Lease, the Landlord of the demised Premises shall be the holder of a leasehold estate covering premises which include the demised Premises, and if such leasehold shall terminate or be terminated for any reason, or if, at any time during the term of Lease a mortgage to which this Lease is in full force subordinate shall be foreclosed, Tenant agrees at the election and effect; (b) Tenant is not in default upon demand of any owner of its obligations under the Lease beyond premises which include the demised Premises, or of any applicable notice and cure period; (c) Tenant is not mortgagee in default beyond applicable notice and cure periods in performing its obligations under this Agreement; and (d) if an Enforcement Proceeding has been completedpossession thereof, Tenant has attorned (or attorns prior of any holder of a leasehold thereafter affecting premises which include the demised Premises, or of any purchaser at foreclosure, to the sale of Landlord's Estate pursuant attorn, from time to time, to any such Enforcement Proceeding) to Senior Estate Holder as required by this Agreement thenowner, subject to mortgagee, holder or purchaser upon the terms and conditions of this Agreement, Senior Estate Holder shall not name or join Tenant as a defendant in any Enforcement Proceeding unless such joinder is required by law in order to perfect such Enforcement Proceeding. In addition:
(i) Tenant shall recognize and attorn to Senior Estate Holder as Tenant's direct Landlord under set forth herein for the Lease; (ii) Senior Estate Holder shall honor the Lease and Tenant's rights thereunder; (iii) the Lease and Tenant's rights thereunder shall continue in full force and effect as a direct lease between Senior Estate Holder and Tenant in accordance with the terms remainder of the Lease and term demised in this Lease. Provided however, that Tenant shall not be terminated obligated to attorn unless, if Tenant shall so request in writing, such holder, owner, mortgagee or disturbedpurchaser shall execute and deliver to Tenant an instrument wherein said holder, except owner, mortgagee or purchaser agrees that so long as Tenant performs all the terms, covenants and conditions of this Lease, on Tenant's part to be performed, Tenant's possession under the provisions of this Lease shall not be disturbed by such holder, owner, mortgagee or purchaser.
(b) The foregoing provisions shall inure to the benefit of any such owner, mortgagee, holder or purchaser and shall apply notwithstanding that this Lease may terminate upon the termination of any such leasehold estate or upon such foreclosure, and shall be self-operative upon any such demand, without requiring any further instrument to give effect to such provisions. Tenant, however, upon demand of any such owner, mortgagee, holder or purchaser, agrees to execute, from time to time, an instrument in accordance with the terms confirmation of the Lease; (iv) neither the commencement nor the completion of Senior Estate Holder's Enforcement Proceeding shall terminate the Lease foregoing provisions, satisfactory to any such owner, mortgagee, holder or disturb Tenant purchaser, in the possession and use of Tenant's Premises; (v) which Tenant shall have the same remedies against Senior Estate Holder acknowledge such attornment and set forth herein and shall apply for the breach remainder of the Lease that Tenant would have had against Landlord if the Enforcement Proceeding had not been completed; and
(vi) Senior Estate Holder term originally demised in this Lease. Nothing contained in this article shall have the same remedies against Tenant for Tenant's breach of the Lease that Landlord would have had against Tenant if the Enforcement Proceeding had not been completed ("i" through "vi," collectively, an "ATTORNMENT").be construed to impair any right otherwise exercisable by any
Appears in 1 contract
