Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 4 contracts
Samples: Lease Agreement (Savvis Communications Corp), Lease Agreement (Savvis Communications Corp), Lease Agreement (Savvis Communications Corp)
Attornment. If Lender or any other subsequent purchaser of and Tenant agree that upon the Property shall become the owner conveyance of the Property by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyotherwise, the Lease shall not be terminated or affected thereby (at the option of the transferee of the Property (the “Transferee”) if the conditions set forth in Section 2 above have not been met at the time of such transfer) but shall continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser the Transferee and Purchaser by virtue of such acquisition of the Property Transferee shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser the provisions of the Mortgage and the Loan Agreement shall govern with respect to the disposition of any casualty insurance proceeds or condemnation awards and the Transferee shall not be (a) obligated to complete any construction work required to be done by Landlord pursuant to the provisions of the Lease or to reimburse Tenant for any construction work done by Tenant, (b) liable (i) for the Landlord’s failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser the Transferee shall become the owner of the Property, or (ii) for any act or omission of Landlord, whether prior to or after such foreclosure or sale, (c) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless the same represent a continuing covenant Transferee shall be obligated under the Lease to make such repairs and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs, (d) required to make any capital improvements to the Property or to the premises demised under the Lease which Landlord may have agreed to make, but had not completed, or to perform or provide any services not related to possession or quiet enjoyment of the Landlord, such as premises demised under the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyLease, (be) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser the Transferee shall become the owner of the Property, (cf) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaserthe Transferee, (dg) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser the Transferee or (ii) such prepayment shall have been expressly approved of by Purchaser the Transferee, (h) bound to make any payment to Tenant which was required under the Lease, or otherwise, to be made prior to the time the Transferee succeeded to Landlord’s interest, (ei) bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without the Lender’s prior written consent prior to the time Purchaser the Transferee succeeded to Landlord’s interest. In interest or (j) bound by any assignment of the event that Lease or sublease of the Property, or any liability of Purchaser does arise portion thereof, made prior to the time the Transferee succeeded to Landlord’s interest other than if pursuant to this Agreement or the provisions of the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 4 contracts
Samples: Loan Agreement (Chesapeake Lodging Trust), Loan Agreement (Cedar Shopping Centers Inc), Loan Agreement (Interstate Hotels & Resorts Inc)
Attornment. If Lender If, at any time prior to the termination of this Lease, the Superior Lessor or any other subsequent purchaser Superior Mortgagee, or their successors or assigns acquire the interest of Landlord under this Lease through foreclosure action or a deed-in-lieu thereof, whereby the Property shall become Superior Lessor or Superior Mortgagee succeeds to the owner rights of the Property by reason of the Landlord under this Lease through possession or foreclosure of the Security Instrument or the acceptance delivery of a new lease or deed or assignment in lieu of foreclosure or by reason otherwise, Tenant agrees, at the election and upon request of any other enforcement of such party (hereinafter called the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”"Successor Landlord"), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn fully and completely from time to Purchaser time, and Purchaser by virtue to recognize any such Successor Landlord as Tenant's landlord under this Lease upon the executory terms of such acquisition of the Property shall be deemed to have agreed to accept such attornment, this Lease; provided, however, that Purchaser such Successor Landlord shall not be (a) liable for agree in writing to accept Tenant's attornment. The foregoing provisions of this Section 13.03 shall inure to the failure benefit of any prior landlord (such Successor Landlord, shall apply notwithstanding that, as a matter law, this Lease may terminate upon the termination of a Superior Lease, shall be self-operative upon any such prior landlorddemand, including and no further instrument shall be required to give effect to said provisions. Tenant, however, upon demand of any such Successor Landlord, being hereinafter referred agrees to as a “Prior Landlord”) execute any instruments to perform evidence and confirm the foregoing provisions of this Section 13.03, satisfactory to any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the such Successor Landlord, acknowledging such as attornment and setting forth the obligation to repair terms and maintain certain aspects conditions of the Property, but only to the extent such failure continues from its tenancy and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior hereby constitutes and appoints Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable attorney-in-fact for the return of rental security deposits, if any, paid by Tenant to execute any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment instrument for and on behalf of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseTenant, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such appointment being coupled with an interest.
Appears in 4 contracts
Samples: Lease Agreement (Netmaximizer Com Inc), Lease Agreement (Netmaximizer Com Inc), Lease Agreement (Netmaximizer Com Inc)
Attornment. If Lender or any other subsequent purchaser of and Tenant agree that upon the Property shall become the owner conveyance of the Property by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyotherwise, the Lease shall not be terminated or affected thereby (at the option of the transferee of the Property (the “Transferee”) if the conditions set forth in Section 2 above have not been met at the time of such transfer) but shall continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser the Transferee and Purchaser by virtue of such acquisition of the Property Transferee shall be deemed to have agreed to accept such attornment, whereupon, subject to the observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Transferee shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease with the same force and effect as if Transferee were the lessor under the Lease; provided, however, that Purchaser Transferee shall not be be: (a) obligated to complete any construction work required to be done by Landlord pursuant to the provisions of the Lease or to reimburse Tenant for any construction work done by Tenant, (b) liable (i) for the Landlord’s failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser the Transferee shall become the owner of the Property, or (ii) for any act or omission of Landlord, whether prior to or after such foreclosure or sale, (c) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless the same represent a continuing covenant Transferee shall be obligated under the Lease to make such repairs and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs, (d) required to make any capital improvements to the Property or to the premises demised under the Lease which Landlord may have agreed to make, but had not completed, or to perform or provide any services not related to possession or quiet enjoyment of the Landlord, such as premises demised under the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyLease, (be) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser the Transferee shall become the owner of the Property, (cf) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaserthe Transferee, (dg) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser the Transferee or (ii) such prepayment shall have been expressly approved of by Purchaser the Transferee, (h) bound to make any payment to Tenant which was required under the Lease, or otherwise, to be made prior to the time the Transferee succeeded to Landlord’s interest, (ei) bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without the Lender’s prior written consent prior to the time Purchaser the Transferee succeeded to Landlord’s interest. In interest or (j) bound by any assignment of the event that Lease or sublease of the Property, or any liability of Purchaser does arise portion thereof, made prior to the time the Transferee succeeded to Landlord’s interest other than if pursuant to this Agreement or the provisions of the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 3 contracts
Samples: Senior Mezzanine Loan Agreement (Brixmor Property Group Inc.), Loan Agreement (Brixmor Property Group Inc.), Loan Agreement (Brixmor Property Group Inc.)
Attornment. If Lender or Beneficiary hereby acknowledges and agrees that the liens granted herein are subject to the rights of certain lessees under the Leases as disclosed in the Credit Agreement and will be subject to the rights of lessees under any Leases entered into by Trustor after the date hereof which are permitted as Permitted Real Estate Liens pursuant to the Credit Agreement, subject to the express rights contained in the applicable Lease. The rights of the tenants under the Leases to the leased premises shall not be adversely affected by the exercise by Beneficiary of any of its rights hereunder, nor shall any such tenant be in any other subsequent purchaser way deprived of its rights under the Property shall become applicable Lease except in accordance with the owner terms of such Lease. In the Property by reason event that Beneficiary succeeds to the interest of the foreclosure of the Security Instrument or the acceptance of Trustor under a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or Lease, such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but except as set forth therein, and any sale of the applicable leased premises by Beneficiary or pursuant to the judgment of any court in an action to enforce the remedies provided for in this Deed of Trust shall continue be made subject to such Lease and the rights of such tenant expressly set forth thereunder. If Beneficiary succeeds to the interests of Trustor in full force and effect as a direct lease between Purchaser to the applicable leased premises or under such Lease or enters into possession of such leased premises, the Beneficiary, and Tenant upon such tenants, shall be bound to each other under all of the express terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of as if the premises demised under Beneficiary was originally the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestTrustor as lessor thereunder.
Appears in 3 contracts
Samples: Current Assets Secured Parties Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing (Sterling Chemical Inc), Fixed Assets Secured Parties Deed of Trust (Sterling Chemical Inc), Deed of Trust (Sterling Chemical Inc)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable The Executive and the Company each irrevocably and unconditionally submits, for the failure of any prior landlord (any such prior landlorditself and its property, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner exclusive jurisdiction of the PropertyTribunals and Courts of Hong Kong, unless the same represent a continuing covenant in any action or proceeding arising out of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant relating to this Agreement or the Leaseagreements delivered in connection herewith or the transactions contemplated hereby or thereby or for recognition or enforcement of any judgment relating thereto, and each of the parties hereby irrevocably and unconditionally (i) agrees that any claim in respect of any such liability action or proceeding shall be limited heard and restricted determined in Hong Kong, (iii) waives, to Purchaser’s interest the fullest extent it may legally and effectively do so, any objection which it may now or hereafter have to venue of any such action or proceeding in Hong Kong, (iv) waives the defense of an inconvenient forum to the maintenance of such action or proceeding in Hong Kong and (v) agrees that it will not bring any action relating to this Agreement of the transactions contemplated hereby in any court other than the aforesaid courts. The Executive and the Company each agrees that a final judgment in any such action or proceeding, as to which available appeals have been exhausted or no appeals have been filed within the time set by law, will be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. The Executive and the Company each irrevocably consents to service of process in the Property and shall manner provided for giving notices in no event exceed such interestSection 10.5. Nothing in this Agreement will affect the right of the Executive or the Company to serve process in any other manner permitted by law.
(b) TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY HERETO IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PROVISION OF SERVICES CONTEMPLATED HEREBY.
Appears in 3 contracts
Samples: Executive Employment Agreement (Seaspan CORP), Executive Employment Agreement (Seaspan CORP), Executive Employment Agreement (Seaspan CORP)
Attornment. If Lender Tenant agrees that, at the written election of the Agent given to Tenant which election may be given or withheld in the Agent's sole discretion, in the event of a foreclosure of any or all of the Security Documents by Agent or the acceptance of an assignment or deed in lieu of foreclosure by Agent on behalf of the Lenders (or any other subsequent purchaser assignee, nominee, designee or successor of Agent or the Lenders) to ownership of a fee or leasehold (as the case may be) interest or interests in any of the Property Premises, Tenant will attorn to and recognize as its landlord the party which thereby takes title (whether fee or leasehold, as the case may be) to all or any part of the premises subject to the related Lease or Leases for the remainder of the term of such Lease or Leases (including all extension periods which have been or are hereafter exercised in accordance with the provisions of such Lease) upon the same terms and conditions as are set forth in such Leases, which will thenceforth be deemed direct leases between such party and Tenant, and Tenant hereby agrees to pay and perform all of the obligations of Tenant pursuant to such Leases. If such written election is made, Agent or such other party, by virtue of such foreclosure, shall be deemed to have assumed and agreed to be bound, as substitute landlord, by the terms and conditions of such Leases (including, without limitation, any obligations with respect to the maintenance and use of the Capital Expenditure Reserve Account) until the sale or other disposition of its interest, except that such assumption shall not be deemed of itself an acknowledgment by such new landlord of the validity of any then existing claims of Tenant against any prior landlord (including Landlord); provided however, that the Agent, the Lenders, and any such assignee, nominee, designee or successor of the Agent or the Lenders, as the case may be, shall not be (i) liable for any accrued obligation of Landlord, or for an act or omission of Landlord, whether prior to or after such foreclosure or transfer by assignment or deed in lieu of foreclosure not arising by, through or under such new landlord, in effectuating such transfer or foreclosure, (ii) required to make (or to permit proceeds of insurance or condemnation awards to be used by Tenant to pay for) any repairs to the Premises required as a result of fire or other casualty or by reason of condemnation unless such new landlord shall be expressly obligated under the Lease to make such repairs (or permit such proceeds or awards to be used for such purposes) and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs, (iii) required to make any capital improvements to the Premises which Landlord may have agreed to make, but had not completed, or to perform or provide any services not related to possession or quiet enjoyment of the Premises, unless in each case such new landlord shall be expressly obligated to do so under such Lease, or (iv) subject to any offsets or counterclaims which shall have accrued to Tenant against Landlord prior to the date upon which such new landlord shall become the owner of the Property by reason all or part of the Premises. If the Agent so elects in writing to require Tenant's attornment, except as set forth to the contrary in clause (i) or (iv) of this paragraph 5 above, all rights and obligations under such Leases shall continue as though such foreclosure of the Security Instrument proceedings had not been brought or the acceptance of as though a deed or assignment in lieu of foreclosure had not been granted, and such new landlord shall recognize all of Tenant's rights under such Leases except as expressly provided otherwise in this Agreement. Tenant acknowledges and agrees that, from and after the date on which such new landlord becomes the owner of all or by reason of any other enforcement part of the Security Instrument Properties, for purposes of calculating the "Minimum Price" under the Leases with respect to such Properties, the date on which such new landlord becomes the owner shall be deemed to be the date of acquisition, the "equity" of such new landlord under clause (Lender a) of the definition of "Minimum Price" shall be deemed to be the greater of (i) that portion of the aggregate Obligations under the Credit Agreement reasonably allocated to such Property by the Agent or (ii) the purchase price paid for such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met Property at the time Purchaser becomes owner of the Propertyforeclosure sale, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept be free of encumbrances as of such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior date and all further adjustments to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, "Minimum Price" for such as the obligation to repair and maintain certain aspects of the Property, but only to the extent Property will be made from such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestinitial "equity" amount.
Appears in 3 contracts
Samples: Secured Revolving Credit Agreement (Equity Inns Inc), Secured Revolving Credit Agreement (Equity Inns Inc), Secured Revolving Credit Agreement (Equity Inns Inc)
Attornment. If Lender or any other subsequent purchaser of and Tenant agree that upon the Property shall become the owner conveyance of the Property by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyotherwise, the Lease shall not be terminated or affected thereby (at the option of the transferee of the Property (the "Transferee") if the conditions set forth in Section 2 above have not been met at the time of such transfer) but shall continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser the Transferee and Purchaser by virtue of such acquisition of the Property Transferee shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser and the Transferee shall not be (a) obligated to complete any construction work required to be done by Landlord pursuant to the provisions of the Lease or to reimburse Tenant for any construction work done by Tenant, (b) liable (i) for the Landlord's failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser the Transferee shall become the owner of the Property, or (ii) for any act or omission of Landlord, whether prior to or after such foreclosure or sale, (c) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless the same represent a continuing covenant Transferee shall be obligated under the Lease to make such repairs and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs, (d) required to make any capital improvements to the Property or to the premises demised under the Lease which Landlord may have agreed to make, but had not completed, or to perform or provide any services not related to possession or quiet enjoyment of the Landlord, such as premises demised under the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyLease, (be) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser the Transferee shall become the owner of the Property, (cf) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaserthe Transferee, (dg) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser the Transferee or (ii) such prepayment shall have been expressly approved of by Purchaser the Transferee, (h) bound to make any payment to Tenant which was required under the Lease, or otherwise, to be made prior to the time the Transferee succeeded to Landlord's interest, (ei) bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without the Lender’s 's prior written consent prior to the time Purchaser the Transferee succeeded to Landlord’s interest. In 's interest or (j) bound by any assignment of the event that Lease or sublease of the Property, or any liability of Purchaser does arise portion thereof, made prior to the time the Transferee succeeded to Landlord's interest other than if pursuant to this Agreement or the provisions of the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 3 contracts
Samples: Loan Agreement (Glimcher Realty Trust), Loan Agreement (Glimcher Realty Trust), Loan Agreement (Glimcher Realty Trust)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “"Purchaser”"), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “"Prior Landlord”") to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless provided that the same represent a continuing covenant foregoing shall not limit Purchaser's obligations under the Lease to correct any conditions that (i) existed as of the Landlord, such as date Purchaser shall become the obligation to repair and maintain certain aspects owner of the PropertyProperty and (ii) violate Purchaser's obligations as landlord under the Lease; provided further, but only however, that Purchaser shall have received written notice of such omissions, conditions or violations and has had a reasonable opportunity to cure the same, all pursuant to the extent such failure continues from terms and after conditions of the date when Purchaser acquires the PropertyLease, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s 's or Purchaser's prior written consent prior to the time Purchaser succeeded to Landlord’s 's interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s 's interest in the Property and shall in no event exceed such interest.
Appears in 2 contracts
Samples: Lease Agreement (Techniclone Corp/De/), Lease Agreement (Televideo Systems Inc)
Attornment. If Lender or any other subsequent purchaser In the event of a transfer of Borrower’s interest in the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of to a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument Purchaser (Lender or such other purchaser being hereinafter referred as “Purchaser”defined below), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to the Purchaser as its landlord under the Lease and Purchaser to be bound by virtue of such acquisition all of the Property shall be deemed to have agreed to accept such attornment, provided, however, provisions of the Lease for the balance of the term thereof; provided that the Purchaser shall not be be:
(a) liable Liable for the failure any act or omission of any prior landlord Prior Landlord (as defined below) or subject to any such prior landlord, including Landlord, being hereinafter referred to as a “offsets or defenses which Tenant might have against any Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, ;
(b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable Liable for the return of any rental security depositsdeposit, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) or bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) Landlord, except to the extent such sums are actually received by Purchaser or Purchaser;
(iic) such prepayment shall have been expressly approved of by Purchaser or (e) bound Bound by any agreement terminating or amending or modifying amendment to the rent, term, commencement date or other material terms Lease made without the prior written consent of the Lease, or any voluntary surrender of the premises demised Lender;
(d) Liable for obligations under the Lease, the cost of which exceed the value of its interest in the Property, or for obligations which first accrue after Purchaser has sold or otherwise transferred its interest in the Property;
(e) Obligated to install, construct or pay for any tenant or other improvements or alterations to or on the Premises or Property; bound to restore the Premises or Property after a casualty for a cost in excess of any insurance proceeds received by Lender with respect to such casualty; or bound to restore the Premises or Property after a taking in condemnation for a cost in excess of the portion of any condemnation award made specifically for that purpose;
(f) Bound by any restriction on competition beyond the Property;
(g) Bound by any notice of termination, cancellation or surrender of the Lease made without Lender’s the prior written consent prior of Lender;
(h) Bound by any option to purchase, right of first offer to purchase or right of first refusal to purchase with respect to the time Purchaser succeeded to Landlord’s interest. In Property or any portion thereof;
(i) Liable for the event that breach of any liability representation or warranty made by Prior Landlord in the Lease; or
(j) Liable for any indemnity obligation of Purchaser does arise pursuant to this Agreement or Prior Landlord contained in the Lease, such liability shall be limited and restricted except with respect to the Purchaser’s interest in the Property and shall in no event exceed such interestacts or omissions.
Appears in 2 contracts
Samples: Lease Agreement, Lease Agreement (Restoration Robotics Inc)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertymet, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease Lease, unless continuing, which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 2 contracts
Samples: Lease (Ambac Financial Group Inc), Settlement Agreement (Ambac Financial Group Inc)
Attornment. If Lender or any other subsequent purchaser of and Tenant agree that upon the Property shall become the owner conveyance of the Property by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyotherwise, the Lease shall not be terminated or affected thereby (at the option of the transferee of the Property (the “Transferee”) if the conditions set forth in Section 2 above have not been met at the time of such transfer) but shall continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser the Transferee and Purchaser by virtue of such acquisition of the Property Transferee shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser the provisions of the Mortgage and the Loan Agreement shall govern with respect to the disposition of any casualty insurance proceeds or condemnation awards and the Transferee shall not be (a) obligated to complete any construction work required to be done by Landlord pursuant to the provisions of the Lease or to reimburse Tenant for any construction work done by Tenant, (b) liable (i) for the Landlord’s failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser the Transferee shall become the owner of the Property, or (ii) for any act or omission of Landlord, whether prior to or after such foreclosure or sale, (c) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless the same represent a continuing covenant Transferee shall be obligated under the Lease to make such repairs and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs, (d) required to make any capital improvements to the Property or to the premises demised under the Lease which Landlord may have agreed to make, but had not completed, or to perform or provide any services not related to possession or quiet enjoyment of the Landlord, such as premises demised under the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyLease, (be) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of seemed to Tenant against any Prior Landlord prior to the date upon which Purchaser the Transferee shall become the owner of the Property, (cf) liable for the return of rental security deposits, if any, any paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaserthe Transferee, (dg) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser the Transferee or (ii) such prepayment shall have been expressly approved of by Purchaser the Transferee, (h) bound to make any payment to Tenant which was required under the Lease, or otherwise, to be made prior to the time the Transferee succeeded to Landlord’s interest, (ei) bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without the Lender’s prior written consent prior to the time Purchaser the Transferee succeeded to Landlord’s interest. In interest or (j) bound by any assignment of the event Lease or sublease of the Property, or any portion thereof, made prior to the time the Transferee succeeded to Landlord’s interest other that any liability of Purchaser does arise if pursuant to this Agreement or the provisions of the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 2 contracts
Samples: Office Lease Agreement (Oxford Immunotec Global PLC), Office Lease Agreement (Oxford Immunotec Global PLC)
Attornment. If Lender or any other subsequent purchaser of and Tenant agree that upon the Property shall become the owner conveyance of the Property by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyotherwise, the Lease shall not be terminated or affected thereby (at the option of the transferee of the Property (the “Transferee”) if the conditions set forth in Section 2 above have not been met at the time of such transfer) but shall continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser the Transferee and Purchaser by virtue of such acquisition of the Property Transferee shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser the provisions of the Mortgage and the Loan Agreement shall govern with respect to the disposition of any casualty insurance proceeds or condemnation awards and the Transferee shall not be (a) obligated to complete any construction work required to be done by Landlord pursuant to the provisions of the Lease or to reimburse Tenant for any construction work done by Tenant, (b) liable (i) for the Landlord’s failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser the Transferee shall become the owner of the Property, or (ii) for any act or omission of Landlord, whether prior to or after such foreclosure or sale, (c) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless the same represent a continuing covenant Transferee shall be obligated under the Lease to make such repairs and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs, (d) required to make any capital improvements to the Property or to the premises demised under the Lease which Landlord may have agreed to make, but had not completed, or to perform or provide any services not related to possession or quiet enjoyment of the Landlord, such as premises demised under the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyLease, (be) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser the Transferee shall become the owner of the Property, (cf) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaserthe Transferee, (dg) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser the Transferee or (ii) such prepayment shall have been expressly approved of by Purchaser the Transferee, (h) bound to make any payment to Tenant which was required under the Lease, or otherwise, to be made prior to the time the Transferee succeeded to Landlord’s interest, [(ei) bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without the Lender’s prior written consent prior to the time Purchaser the Transferee succeeded to Landlord’s interest. In interest — INSERT THIS PROVISION ONLY IF THE CONSENT OF LENDER IS REQUIRED UNDER THE LOAN DOCUMENTS] or (j) bound by any assignment of the event that Lease or sublease of the Property, or any liability of Purchaser does arise portion thereof, made prior to the time the Transferee succeeded to Landlord’s interest other than if pursuant to this Agreement or the provisions of the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 2 contracts
Samples: Loan Agreement (Behringer Harvard Reit I Inc), Loan Agreement (Behringer Harvard Reit I Inc)
Attornment. If Lender or any other subsequent purchaser of Tenant agrees to attorn to and recognize as its landlord under the Property shall become the owner of Lease each party acquiring legal title to the Property by reason foreclosure (whether judicial or nonjudicial) of the foreclosure Security Instrument, deed-in-lieu of foreclosure, or other sale in connection with enforcement of the Security Instrument or the acceptance of a deed or assignment otherwise in lieu of foreclosure or by reason of any other enforcement satisfaction of the Security Instrument Loan (Lender or such other purchaser being hereinafter referred as “PurchaserSuccessor Owner”), and . Provided that the conditions set forth in Section 2 above have been are met at the time Purchaser Successor Owner becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser Successor Owner and Tenant upon all of the terms, covenants and conditions set forth in the Lease and Successor Owner shall assume and be bound to Tenant to perform the obligations of Landlord under the Lease, and in that event, Tenant agrees to attorn to Purchaser Successor Owner and Purchaser Successor Owner by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided. Successor Owner shall perform all obligations of the landlord under the Lease arising from and after the date title to the Property is transferred to Successor Owner. In no event, however, that Purchaser shall not be will any Successor Owner be: (a) liable for the failure any default, act or omission of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser except that (i) Successor Owner shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as not be relieved from the obligation to repair cure any defaults which are non-monetary and maintain certain aspects of continuing in nature and such that Successor Owner’s failure to cure the Propertysame, but only to the extent such failure continues from and after the date when Purchaser acquires title to the PropertyProperty is transferred to Successor Owner, would constitute a continuing default under this Lease; (b) subject to any offset or defense which Tenant may have against any prior landlord under the Lease unless such sums are actually received by Successor Owner (it being understood and agreed that Successor Owner shall be subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to first arising under the Lease from and after the date upon which Purchaser shall become the owner of such acquisition of the Property, Property by Successor Owner); (c) liable for the return bound by any payment of rental security deposits, if any, paid rent or additional rent made by Tenant to any Prior Landlord more than 30 days in accordance with the Lease advance unless such sums are actually received by Purchaser, Successor Owner; (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser Successor Owner succeeded to Landlord’s interestinterest or (e) liable for the return of any security deposit or other prepaid charge paid by Tenant under the Lease, except to the extent such amounts were actually received by Successor Owner. In Although the event foregoing provisions of this Agreement are self-operative, Tenant agrees to execute and deliver to Lender or any Successor Owner such further instruments as Lender or a Successor Owner may from time to time request in order to confirm this Agreement; provided, however, that no such instrument shall increase Tenant’s liability or obligations or decrease Tenant’s rights under this Agreement or the Lease (as modified hereby) other than in de minimis respects. If any liability of Purchaser Successor Owner does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to PurchaserSuccessor Owner’s interest in the Property and shall in no event exceed such interestProperty.
Appears in 2 contracts
Samples: Lease Agreement (Adept Technology Inc), Lease Agreement (Adept Technology Inc)
Attornment. If Lender and Tenant agree that, subject to Section 2 above, upon the conveyance of the Property to Lender or any other subsequent purchaser of transferee (the Property shall become the owner of the Property "Transferee") by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyotherwise, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser the Transferee and Purchaser by virtue of such acquisition of the Property Transferee shall be deemed to have agreed to accept such attornment, ; provided, however, that Purchaser the provisions of the Security Instrument shall govern with respect to the disposition of any casualty insurance proceeds or condemnation awards and the Transferee shall not be (a) liable obligated to complete any construction work required to be done by Landlord pursuant to the provisions of the Lease or to reimburse Tenant for any construction work done by Tenant other than with respect to the failure Tenant Improvement Allowance (as defined in the Lease), to the extent that such allowance, or portion thereof, remains unpaid after the date upon which the Transferee became the owner of any prior landlord (the Property, which Tenant agrees that it shall receive all portions of monies in connection with any such prior landlord, including Landlord, being hereinafter referred to allowance as a “Prior credit against the Basic Rental (as defined in the Lease) and the Lender shall not be required to pay any monies out-of-pocket to the Tenant, (b) liable (i) for Landlord”) 's failure to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser the Transferee shall become the owner of the Property, unless the same represent a continuing covenant or (ii) for any act or omission of the Landlord, whether prior to or after such as foreclosure or sale (Provided, however, the obligation foregoing Sections 3(b)(i) and 3(b)(ii) shall not limit (except for matters subject to repair Sections 3(a) and maintain certain aspects Sections 3(d) herein) either Tenant’s rights to claims against Lender because of the Property, but only to the extent such failure continues from and events occurring after the date when Purchaser acquires of attornment, or Lender’s obligations to correct any conditions that existed as of the Propertydate of attornment and that violate Lender’s obligations as Landlord under the Lease), (bc) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless the Transferee shall be obligated under the Lease to make such repairs and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs, (d) required to make any capital improvements to the Property or to the premises demised under the Lease which Landlord may have agreed to make, but had not completed, or to perform or provide any services not related to possession or quiet enjoyment of the premises demised under the Lease, (e) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser the Transferee shall become the owner of the Property, except for the abatement of Basic Rental (cas defined in the Lease) provided for in Sections 1(g), 8.5, 11.1 and 43 of the Lease, if any, and Tenant’s right to apply unused portions of the Tenant Improvement Allowance (as defined in the Lease) as a credit against payments of Basic Rental (as defined in the Lease), in both instances only as applicable to periods following the date upon which the Transferee shall become owner of the Property, (f) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaserthe Transferee, (dg) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser the Transferee or (ii) such prepayment shall have been expressly approved of by Purchaser the Transferee, (h) bound to make any payment to Tenant which was required under the Lease, or otherwise, to be made prior to the time the Transferee succeeded to Landlord's interest, except for any portion of the Tenant Improvement Allowance (eas defined in the Lease), if any, which remains unpaid but is owed to Tenant as of the date upon which the Transferee shall become owner of the Property, which Tenant agrees that it shall receive all portions of monies in connection with such allowance as a credit against the Basic Rental (as defined in the Lease) and the Lender shall not be required to pay any monies out-of-pocket to the Tenant, (i) bound by any agreement terminating or materially amending or modifying the rent, term, commencement date or other material economic terms of the Lease, Lease or any voluntary surrender of terminating the premises demised under Lease (except a termination as specifically set forth in the Lease, ) made without the Lender’s 's prior written consent prior to the time Purchaser the Transferee succeeded to Landlord’s 's interest. In , or (j) bound by any assignment of the event that Lease or sublease of the Property, or any liability of Purchaser does arise portion thereof, made prior to the time the Transferee succeeded to Landlord's interest other than if permitted pursuant to this Agreement or the provisions of the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 2 contracts
Samples: Lease (Covisint Corp), Lease (Covisint Corp)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure (other than with respect to a default of a continuing nature) of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless provided that the same represent foregoing shall not limit Purchaser’s obligations under the Lease to correct any conditions of a continuing covenant nature that (i) existed as of the Landlord, such as date Purchaser shall become the obligation to repair and maintain certain aspects owner of the PropertyProperty and (ii) violate Purchaser’s obligations as landlord under the Lease; provided further, but only however, that Purchaser shall have received written notice of such omissions, conditions or violations and has had a reasonable opportunity to cure the same, all pursuant to the extent such failure continues from terms and after conditions of the date when Purchaser acquires the PropertyLease, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, except for those that are specifically provided for in the Lease, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or Purchaser, (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interestinterest (provided, however, Purchaser’s consent is not required for a termination of the Lease exercised pursuant to the original terms of the Lease) or (f) bound by any assignment of the Lease or sublease of the Property, or any portion thereof, made prior to the time Purchaser succeeded to Landlord’s interest other than if pursuant to the provisions of the Lease. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest. Alternatively, upon the written request of Lender or its successors or assigns, Tenant shall enter into a new lease of the Premises with Lender or such successor or assign for the then remaining term of the Lease, upon the same terms and conditions as contained in the Lease (including without limitation any renewal options), except as otherwise specifically provided in this Agreement.
Appears in 2 contracts
Samples: Deed of Trust and Security Agreement (American Assets Trust, Inc.), Mortgage, Assignment of Leases and Rents, Security Agreement (American Assets Trust, Inc.)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in Lease. In the event that eventpurchaser becomes the owner of the Property, Tenant agrees to attorn to Purchaser provided that Purchaser recognizes all of Tenant’s rights and privileges under the Lease and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornmentattornment and shall be bound under all of the terms, covenants and conditions of the Lease, provided, however, that Purchaser shall not be (ai) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent Property (other than to cure defaults of a continuing covenant nature of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Propertywhich Lender receives notice), (bii) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property (except that Purchaser shall be bound of which Lender receives notice by such offsets, defenses, abatements or counterclaims that arise from a default of Prior Landlord which continue after the time Purchaser acquires title to the Property), (ciii) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums or instrument are actually received by PurchaserPurchaser or a credit is given to Purchaser therefor, (div) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (ev) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s, or after the acquisition of the Property, Purchaser’s prior written consent prior which shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Tenant shall be under no obligation to pay any rents to Purchaser until Tenant receives written notice from Prior Landlord or Lender that Purchaser has succeeded to the time Purchaser succeeded to Landlord’s interest. In interest of the event that any liability of Purchaser does arise pursuant to this Agreement or Prior Landlord under the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 2 contracts
Samples: Lease Agreement (Amf Bowling Worldwide Inc), Lease Agreement (Amf Bowling Worldwide Inc)
Attornment. If Lender or any other subsequent purchaser In the event of a transfer of Borrower’s interest in the Property to a Purchaser (defined below), Tenant agrees that the Lease of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but Premises shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to the Purchaser as its landlord under the Lease and Purchaser to be bound by virtue of such acquisition all of the Property shall be deemed to have agreed to accept such attornmentprovisions of the Lease for the balance of the term thereof; provided that, provided, however, that the Purchaser shall not be (a) liable be:
3.1 Liable for the failure any act or omission of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (bdefined below) or subject to any offsets, defenses, abatements offsets or counterclaims defenses which shall Tenant might have accrued in favor of Tenant against any Prior Landlord prior except (i) offsets specifically provided for in the Lease, or (ii) those which arose out of Prior Landlord’s default under the Lease and continue uncured after Tenant has notified Bank and given Bank an opportunity to the date upon which Purchaser shall become the owner of the Property, (c) liable cure as provided for in SNDA: Section 5 below;
3.2 Liable for the return of any rental security depositsdeposit, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) or bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) Landlord, except to the extent such sums are actually received by Purchaser Purchaser;
3.3 Bound by any amendment to the Lease made without Bank’s prior written consent which would (i) reduce the fixed annual rent, additional rent, percentage rent or any other monetary obligations of Tenant under the Lease, (ii) such prepayment shall have been expressly approved reduce the term of by Purchaser or the Lease, (eiii) bound by reallocate the responsibility for obtaining any agreement terminating or amending or modifying insurance coverage required under the rent, term, commencement date or other material terms of the Lease, (iv) eliminate or substantially modify any voluntary surrender representation, warranty, covenant or indemnity of the premises demised Tenant under the Lease, (v) increase the repair or maintenance obligations of the landlord under the Lease, (vi) result in or make the landlord’s obligations thereunder any more onerous, or (vii) otherwise materially and adversely impact the economics of the Lease to the detriment of the landlord thereunder;
3.4 Liable for obligations which accrue after Purchaser has sold or otherwise transferred its interest in the Property;
3.5 Bound to install, construct or pay for any improvements on the Property, or bound to restore the Property after a casualty for a cost in excess of proceeds recovered under any insurance required to be carried under the Lease (excluding the deductible), or bound to restore the Property after a taking for a cost in excess of any condemnation award, but in each event, Tenant shall maintain a termination right if the Property is not fully restored;
3.6 Bound by any notice of termination, cancellation or surrender of the Lease made without LenderBank’s prior written consent prior unless the Lease expressly grants to Tenant the right to terminate or cancel the Lease in such circumstances;
3.7 Bound by any representation, warranty, covenant or indemnity contained in the Lease except to the time Purchaser succeeded to Landlordextent that Bank’s interest. In the event that affirmative act(s) constitute or result in a violation of any liability of Purchaser does arise pursuant to this Agreement such representation, warranty, covenant or the Leaseindemnity; provided, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall however, in no event exceed shall Bank be bound by any representation, warranty, covenant or indemnity relating to the title, zoning designation, permitted use of the Property, or sufficiency of the Property for any use, or any matters related to the foregoing, and none of the foregoing exceptions shall apply to such interestrepresentations, warranties, covenants or indemnities; and
3.8 Bound by any option to purchase or right of first refusal with respect to the Property or any portion thereof.
Appears in 2 contracts
Samples: Office Lease (Ziprecruiter, Inc.), Office Lease (Ziprecruiter, Inc.)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure (other than with respect to a default of a continuing nature) of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless provided that the same represent foregoing shall not limit Purchaser’s obligations under the Lease to correct any conditions of a continuing covenant nature that (i) existed as of the Landlord, such as date Purchaser shall become the obligation to repair and maintain certain aspects owner of the PropertyProperty and (ii) violate Purchaser’s obligations as landlord under the Lease; provided further, but only however, that Purchaser shall have received written notice of such omissions, conditions or violations and has had a reasonable opportunity to cure the same, all pursuant to the extent such failure continues from terms and after conditions of the date when Purchaser acquires the PropertyLease, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, except for those that are specifically provided for in the Lease, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or Purchaser, (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interestinterest (provided, however, Purchaser's consent is not required for a termination of the Lease exercised pursuant to the original terms of the Lease) or (f) bound by any assignment of the Lease or sublease of the Property, or any portion thereof, made prior to the time Purchaser succeeded to Landlord’s interest other than if pursuant to the provisions of the Lease. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest. Alternatively, upon the written request of Lender or its successors or assigns, Tenant shall enter into a new lease of the Premises with Lender or such successor or assign for the then remaining term of the Lease, upon the same terms and conditions as contained in the Lease (including without limitation any renewal options), except as otherwise specifically provided in this Agreement.
Appears in 2 contracts
Samples: Deed of Trust and Security Agreement, Deed of Trust and Security Agreement (American Assets Trust, Inc.)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon, subject to the observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term with the same force and effect as if Purchaser were the lessor under the Lease subject to the terms of Section 4 of this Agreement; provided, however, that Purchaser shall not be (a) be: liable for the failure any past act, omission, neglect, default or breach of representation or warranty of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) ), provided that so long as Purchaser has received written notice and a reasonable opportunity to perform any cure, the foregoing shall not limit Purchaser’s obligations of Prior Landlord under the Lease which have accrued prior to correct any conditions that (i) existed as of the date on which Purchaser shall become became the owner of the Property, unless and (ii) violate Purchaser’s obligations under the same represent a continuing covenant Lease; provided further, however, that the foregoing shall not obligate Purchaser for any damages arising from such past act, omission, neglect, default or breach of the representation or warranty of any Prior Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) ; subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) ; liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) ; bound by any obligation which may appear in the Lease to perform any improvement work to the Property; bound by any obligation which may appear in the Lease to pay any sum of money to Tenant; bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) Purchaser; bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s or Purchaser’s prior written consent, which consent will not be unreasonably withheld, conditioned or delayed, prior to the time Purchaser succeeded to Landlord’s interest; or responsible for the making of repairs in or to the Property in the case of damage or destruction to the Property or any part thereof due to fire or other casualty or by reason of condemnation unless Purchaser is obligated under the Lease to make such repairs and Purchaser receives insurance proceeds or condemnation awards sufficient to finance the completion of such repairs. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 2 contracts
Samples: Purchase Agreement (Carter Validus Mission Critical REIT II, Inc.), Purchase Agreement (Carter Validus Mission Critical REIT II, Inc.)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless provided that the same represent foregoing shall not limit Purchaser’s obligations under the Lease to correct any conditions of a continuing covenant nature that (i) existed as of the Landlord, such as date Purchaser shall become the obligation to repair and maintain certain aspects owner of the PropertyProperty and (ii) violate Purchaser’s obligations as landlord under the Lease; provided further, but only however, that Purchaser shall have received written notice of such omissions, conditions or violations and has had a reasonable opportunity to cure the same, all pursuant to the extent such failure continues from terms and after conditions of the date when Purchaser acquires the PropertyLease, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, except for those that are specifically provided for in the Lease, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or Purchaser, (e) unless set forth in any instrument or document provided to Lender prior to Lender’s execution hereof, bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interestinterest (provided, however, Purchaser’s consent is not required for a termination of the Lease exercised pursuant to the original terms of the Lease) or (f) bound by any assignment of the Lease or sublease of the Property, or any portion thereof, made prior to the time Purchaser succeeded to Landlord’s interest other than if pursuant to the provisions of the Lease. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest. Alternatively, upon the written request of Lender or its successors or assigns, Tenant shall enter into a new lease of the Premises with Lender or such successor or assign for the then remaining term of the Lease, upon the same terms and conditions as contained in the Lease (including without limitation any renewal options), except as otherwise specifically provided in this Agreement.
Appears in 2 contracts
Samples: Deed of Trust and Security Agreement (American Assets Trust, Inc.), Deed of Trust and Security Agreement (American Assets Trust, Inc.)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “"Purchaser”"), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease Lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “"Prior Landlord”") to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to except that Lender shall be liable for such failure only from and after the date on which Lender so succeeds to the interest of such Prior Landlord, provided that the foregoing shall not limit Purchaser's obligations under the Lease to correct any conditions that (i) existed as of the date Purchaser shall become the owner of the PropertyProperty and (ii) violate Purchaser's obligations as landlord under the Lease; provided further however, unless that Purchaser shall have received written notice of such omissions, conditions or violations and has had a reasonable opportunity to cure the same represent a continuing covenant same, all pursuant to the terms and conditions of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyLease, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the PropertyProperty except for offsets expressly provided for in the Lease arising from Landlord defaults under the Lease with respect to which Tenant has notified Purchaser (such notice to set forth a quantification of the potential offset amount to the extent possible), (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, or (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interestPurchaser. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s 's interest in the Property and shall in no event exceed such interest.
Appears in 2 contracts
Samples: Loan Agreement (RFS Hotel Investors Inc), Loan Agreement (RFS Hotel Investors Inc)
Attornment. If Lender or any other subsequent purchaser In the event of a transfer of [Borrower’s] [Collateral Owner’s] interest in the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of to a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument Purchaser (Lender or such other purchaser being hereinafter referred as “Purchaser”defined below), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, Tenant agrees that the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to the Purchaser as its landlord under the Lease and Purchaser to be bound by virtue of such acquisition all of the Property shall be deemed to have agreed to accept such attornmentprovisions of the Lease for the balance of the term thereof; provided that, provided, however, that the Purchaser shall not be (a) liable be:
3.1 Liable for the failure any act or omission of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (bdefined below) or subject to any offsets, defenses, abatements offsets or counterclaims defenses which shall Tenant might have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable Landlord;
3.2 Liable for the return of any rental security depositsdeposit, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) or bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) Landlord, except to the extent such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound Purchaser;
3.3 Bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under amendment to the Lease, made without LenderBank’s prior written consent prior to consent;
3.4 Liable for obligations under the time Purchaser succeeded to Landlord’s interest. In Lease the event that any liability cost of Purchaser does arise pursuant to this Agreement or which exceed the Lease, such liability shall be limited and restricted to Purchaser’s value of its interest in the Property and shall or for obligations which accrue after Purchaser has sold or otherwise transferred its interest in no event exceed such interest.the Property;
3.5 Bound to install, construct or pay for any improvements on the Property, or bound to restore the Property after a casualty for a cost in excess of proceeds recovered under any insurance required to be carried under the Lease, or bound to restore the Property after a taking for a cost in excess of any condemnation award;
3.6 Bound by any restriction on competition beyond the Property;
3.7 Bound by any notice of termination, cancellation or surrender of the Lease made without Bank’s prior written consent;
3.8 Bound by any environmental representation, warranty, covenant or indemnity contained in the Lease; Tenant Estoppel Certificate (08/14/02) -2- CORE DOCUMENT (12/10/02)
3.9 Bound by any option to purchase or right of first refusal with respect to the Property or any portion thereof; and
3.10 Bound by any representation or warranty contained in the Lease
Appears in 2 contracts
Samples: Lease Agreement (TriVascular Technologies, Inc.), Lease Agreement (TriVascular Technologies, Inc.)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon, subject to the observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term with the same force and effect as if Purchaser were the lessor under the Lease subject to the terms of Section 4 of this Agreement; provided, however, that Purchaser shall not be be:
(a) liable for the failure of any prior landlord Landlord (any such prior landlordLandlord, including LandlordBorrower, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property; provided, unless however, that the same represent a continuing covenant foregoing shall not limit Purchaser’s obligations under the Lease to correct any conditions that (i) existed as of the Landlord, such as date Purchaser shall become the obligation to repair and maintain certain aspects owner of the PropertyProperty and (ii) violate Purchaser’s obligations as Landlord under the Lease, but only if Purchaser shall have received written notice of such conditions and has had a reasonable opportunity to cure the same, all pursuant to the extent such failure continues from terms and after conditions of the date when Purchaser acquires the Property, Lease;
(b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, ;
(c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, ;
(d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or Purchaser;
(e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest; or
(f) responsible for the making of repairs in or to the Property in the case of damage or destruction to the Property or any part thereof due to fire or other casualty or by reason of condemnation unless Purchaser is obligated under the Lease to make such repairs and Purchaser receives insurance proceeds or condemnation awards sufficient to finance the completion of such repairs. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 2 contracts
Samples: Shopping Center Purchase Agreement, Shopping Center Purchase Agreement (Phillips Edison - ARC Shopping Center REIT Inc.)
Attornment. If a Lender or any other subsequent purchaser of a ground lessor enforces its remedies provided by law or under the Property shall become the owner of the Property by reason of the foreclosure of the pertinent Security Instrument or and succeeds to Landlord’s interest in the acceptance of Premises (a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “PurchaserSuccessor-in-Interest”), and Tenant shall, upon request of any Successor-in-Interest, automatically become the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner tenant of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth said Successor-in-Interest without change in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue terms or other provisions of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser this Lease. The Successor-in-Interest shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d1) bound by any payment of rents, additional rents or other sums which Tenant may have paid Rent for more than one thirty (130) month days in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or advance; (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating modification or amending amendment of this Lease to shorten the term or modifying decrease the rent, term, commencement date Base Rent or other material otherwise materially changes the terms of this Lease without the Lease, consent of the Lender or ground lessor; (iii) liable for any act or omission of Landlord or any voluntary surrender of the premises demised under the Leaseprevious landlord, made without Lender’s prior written consent prior except to the time Purchaser succeeded extent the same constitutes a continuing event of default after such party succeeds to Landlord’s interest; (iv) bound by any obligation of Landlord under the Lease that is not reasonably susceptible to performance by the Successor-in-Interest; (v) subject to any offset, defense, recoupment or counterclaim that Tenant may have as against Landlord or any previous landlord (other than with respect to a breach of Landlord’s obligations under the Lease that continues to exist after the Successor-in-Interest succeeds to Landlord’s interest); or (vi) liable for any deposit with the exception of prepaid rent that Tenant may have made with respect to Landlord or previous landlord that has not been transferred to the Successor-in-Interest (collectively, the “Lender Carve Outs”). In Within ten business (10) days after Notice of a request by Successor-in-Interest, Tenant shall deliver an executed attornment agreement in a form required by such Successor-in-Interest (including non-disturbance provisions), so long as the event that same do not materially change the rights and duties of the parties hereunder, except insofar as any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestLender Carve Outs apply.
Appears in 2 contracts
Samples: Sublease Agreement, Sublease Agreement (Tableau Software Inc)
Attornment. If Lender Ground Lessor or any other subsequent purchaser of the Property shall become the owner landlord of the Property Premises by reason of the foreclosure termination of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure Ground Lease or by reason of any other enforcement of the Security Instrument Ground Lease (Lender Ground Lessor or such other purchaser and landlord being hereinafter referred as “PurchaserSubsequent Landlord”), and the conditions set forth in Section 2 above have been met at the time Purchaser Subsequent Landlord becomes owner landlord of the PropertyPremises, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser Subsequent Landlord and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser Subsequent Landlord and Purchaser Subsequent Landlord by virtue of such acquisition termination of the Property Ground Lease shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser Subsequent Landlord shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser Subsequent Landlord shall become the owner landlord of the PropertyPremises, unless provided that the same represent foregoing shall not limit Subsequent Landlord’s obligations under the Lease to correct any conditions of a continuing covenant nature that (i) existed as of the Landlord, such as date Subsequent Landlord shall become the obligation to repair and maintain certain aspects landlord of the PropertyPremises and (ii) violate Subsequent Landlord’s obligations as landlord under the Lease; provided further, but only however, that Subsequent Landlord shall have received written notice of such omissions, conditions or violations and has had a reasonable opportunity to cure the same, all pursuant to the extent such failure continues from terms and after conditions of the date when Purchaser acquires the PropertyLease, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser Subsequent Landlord shall become the owner landlord of the PropertyPremises, if any, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by PurchaserSubsequent Landlord, provided, however, that Tenant shall not be required to replenish any Security Deposit not provided to Subsequent Landlord by Prior Landlord, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser Subsequent Landlord or (ii) such prepayment shall have been expressly approved of by Purchaser or Subsequent Landlord, (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without LenderGround Lessor’s or Subsequent Landlord’s prior written consent in violation of the terms of the Ground Lease prior to the time Purchaser Subsequent Landlord succeeded to Landlord’s interestinterest or (f) bound by any assignment of the Lease or sublease of the Premises, or any portion thereof, made prior to the time Subsequent Landlord succeeded to Landlord’s interest other than if pursuant to the provisions of the Lease. In the event that any liability of Purchaser Subsequent Landlord does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to PurchaserSubsequent Landlord’s interest in the Property and shall in no event exceed such interest. Alternatively, upon the written request of Ground Lessor or its successors or assigns, Tenant shall enter into a new lease of the Premises with Ground Lessor or such successor or assign for the then remaining term of the Lease, upon the same terms and conditions as contained in the Lease, except as otherwise specifically provided in this Agreement.
Appears in 1 contract
Samples: Lease Agreement (Silicon Graphics International Corp)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred to as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser Purchaser, and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term with the same force and effect as if Purchaser were the lessor under the Lease subject to the terms of Section 4 of this Agreement, but without limiting Purchaser’s rights and remedies as a result of an Event of Default (as defined in the Lease) by Tenant under the Lease; provided, however, that Purchaser shall not be be:
(a) liable for the failure any past act, omission, neglect, default or breach of representation or warranty of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) ), provided that so long as Purchaser has received written notice and an opportunity to perform any cure as set forth in Section 4 below, the foregoing shall not limit Purchaser’s obligations of Prior Landlord under the Lease which have accrued prior to correct any conditions that (i) existed as of the date on which Purchaser shall become became the owner of the Property, unless and (ii) violate Purchaser’s obligations under the same represent a continuing covenant Lease; provided further, however, that the foregoing shall not obligate Purchaser for any damages arising from such past act, omission, neglect, default or breach of the representation or warranty of any Prior Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, ;
(b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, ;
(c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, ;
(d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or Purchaser;
(e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or any other material terms term of the Lease, or any voluntary surrender of the premises Property demised under the Lease, made without Lender’s or, if Purchaser has acquired the Property at the time of such action, Purchaser’s prior written consent; provided, however, that Landlord and Tenant may amend or modify the Lease without Lender’s or Purchaser’s (as applicable) consent prior in connection with any matters that Tenant may effect as a matter of right under the Lease without any requirement of consent by Landlord, and Lender and Purchaser shall be bound by any such amendments; or
(f) responsible for the making of repairs in or to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest Property in the case of damage or destruction to the Property or any part thereof due to fire or other casualty or by reason of condemnation unless Purchaser is obligated under the Lease to make such repairs and shall in no event exceed Purchaser receives insurance proceeds or condemnation awards sufficient to finance the completion of such interestrepairs.
Appears in 1 contract
Samples: Master Lease Agreement (MedEquities Realty Trust, Inc.)
Attornment. If Lender or If, and so long as, any other subsequent purchaser mortgage on the Property is in effect, then at the option of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument mortgagee:
(Lender or such other purchaser being hereinafter referred as “Purchaser”), a) This Lease and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall Tenant's tenancy hereunder will continue in full force and effect notwithstanding
(i) the occurrence of any event of default under such mortgage;
(ii) any failure by Landlord to comply with any provision of this Lease;
(iii) any defense, counterclaim or setoff to which Tenant might be entitled against Landlord under this Lease;
(iv) any delay or omission by the mortgagee in exercising, or any waiver by the mortgagee of, any right or remedy under the Mortgage or the note which it secures ("Note");
(v) any amendment of or supplement to the Note or the mortgage which does not affect any rights of Tenant under this Lease;
(vi) any bankruptcy, receivership, insolvency, reorganization, composition, dissolution, liquidation, or similar proceeding with respect to Landlord.
(b) If any such mortgagee shall enter into and become possessed of the Demised Premises or any part thereof through summary or other proceedings, Tenant shall be obligated to pay to such mortgagee the rent payable hereunder as a direct lease between Purchaser the same becomes payable and otherwise to comply with the provisions hereof on the part of Tenant upon to be complied with; and
(c) If any such mortgagee or any purchaser at any public or private foreclosure sale resulting from any default under any such mortgage, shall enter into and become possessed of the Demised Premises or any part thereof through summary or other proceedings, Tenant, without charge therefore, will attorn to such mortgagee or purchaser, as the case may be, and recognize such mortgagee or purchaser as its Landlord under this Lease, in accordance with all of the termsprovisions hereof, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue will promptly execute upon request of such acquisition mortgagee or purchaser an agreement of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestrecordable form.
Appears in 1 contract
Samples: Lease Agreement (Todays Man Inc)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon, subject to the observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term with the same force and effect as if Purchaser were the lessor under the Lease subject to the terms of Section 4 of this Agreement; provided, however, that Purchaser shall not be be:
(a) liable for the failure any past act, omission, neglect, default or breach of representation or warranty of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) ), provided that so long as Purchaser has received written notice and a reasonable opportunity to perform any cure, the foregoing shall not limit Purchaser’s obligations of Prior Landlord under the Lease which have accrued prior to correct any conditions that (i) existed as of the date on which Purchaser shall become became the owner of the Property, unless and (ii) violate Purchaser’s obligations under the same represent a continuing covenant Lease; provided further, however, that the foregoing shall not obligate Purchaser for any damages arising from such past act, omission, neglect, default or breach of the representation or warranty of any Prior Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, ;
(b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, ;
(c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, ;
(d) bound by any obligation which may appear in the Lease to perform any improvement work to the Property;
(e) bound by any obligation which may appear in the Lease to pay any sum of money to Tenant;
(f) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or Purchaser;
(eg) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest; or
(h) responsible for the making of repairs in or to the Property in the case of damage or destruction to the Property or any part thereof due to fire or other casualty or by reason of condemnation unless Purchaser is obligated under the Lease to make such repairs and Purchaser receives insurance proceeds or condemnation awards sufficient to finance the completion of such repairs. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Purchase Agreement (Carter Validus Mission Critical REIT II, Inc.)
Attornment. If Lender or any other subsequent purchaser (a) In the event of a termination of the Property shall become Principal Term or Tenant's rights and privileges under this Lease Agreement prior to the owner expiration date of the Property Principal Term for any reason whatsoever (including, without limitation, termination by reason of a default by Tenant of any of its obligations under this Lease Agreement), Landlord covenants that with respect to the foreclosure period of time commencing as of the Security Instrument or the acceptance date of a deed or assignment in lieu of foreclosure or by reason of any other enforcement termination and ending as of the Security Instrument date on which the Principal Term would have expired but for such early termination: (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease i) Tenant's sublessees shall not be terminated or affected thereby but disturbed in their possession of the Premises in accordance with the terms and conditions of their respective subleases, except for such cause as would entitle Tenant to terminate any such sublessee's sublease; (ii) each such sublease, if then in existence, shall continue in full with the same force and effect as if Landlord, as lessor, and the sublessee, as lessee, had entered into a direct lease between Purchaser and Tenant upon all of containing the same terms, covenants and conditions as those contained in the sublease; and (iii) Landlord shall accept the attornment of any such sublessee as lessee to Landlord.
(b) Landlord agrees, without limiting the effectiveness of the covenants and agreements set forth in the Lease subsection 40(a), on request by Tenant or any sublessee from time to time, promptly to execute, acknowledge and deliver all such instruments or documents as may be requested by Tenant or any sublessee in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition confirmation of the Property provisions set forth in subsection 40(a).
(c) Landlord agrees that Landlord shall send during the Principal Term to any sublessee whose name and address is furnished to Landlord copies of any notices of default to Tenant concurrently with the notices sent to Tenant; and any such sublessee shall have the right, but shall not be deemed obligated, to have agreed cure or remedy any such default within the period provided in this Lease Agreement and Landlord agrees to accept such attornment, provided, however, that Purchaser shall not be (a) liable for performance on the failure part of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to sublessee as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless though the same represent a continuing covenant of the Landlord, such as the obligation to repair had been done and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid performed by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestTenant.
Appears in 1 contract
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “"Purchaser”"), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “"Prior Landlord”") to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless provided that the same represent foregoing shall not limit Purchaser's obligations under the Lease to correct any conditions of a continuing covenant nature that existed as of the Landlord, such as date Purchaser shall become the obligation to repair and maintain certain aspects owner of the Property; provided further, but only however, that Purchaser shall have received written notice of such omissions, conditions or violations and has had a reasonable opportunity to cure the same, all pursuant to the extent such failure continues from terms and after conditions of the date when Purchaser acquires the Property, Lease; (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.,
Appears in 1 contract
Samples: Lease Agreement (Truserv Corp)
Attornment. If Lender or any other subsequent purchaser the interests of Landlord in the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, under the Lease shall not be terminated or affected thereby but are acquired by a Successor Landlord, then the Lease shall continue in full force and effect as a direct lease between Purchaser Tenant and Tenant Successor Landlord upon all of the terms, covenants and conditions set forth in the Lease Lease, and in that event, Tenant agrees to attorn to Purchaser Successor Landlord and Purchaser Successor Landlord by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, ; provided, however, that Purchaser Tenant and Successor Landlord agree that the following provisions of the Lease (if any) shall not be binding on Successor Landlord: (i) any option to purchase with respect to the Property or (ii) any right of first refusal with respect to the Property; and, provided, further, that Successor Landlord shall not be:
(a) liable Liable for the failure any acts or omissions of any prior landlord (any such prior landlordincluding, including but not limited to, Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser Successor Landlord shall become the owner of the Property, unless the same represent a continuing covenant of the Landlordlandlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser Successor Landlord acquires the Property, ; or
(b) subject Subject to any offsets, defenses, abatements or counterclaims which Tenant might have arising out of acts or omissions of any prior landlord (including, but not limited to, Landlord) which shall have accrued in favor of Tenant against any Prior Landlord prior landlord prior to the date upon which Purchaser Successor Landlord shall become the owner of the Property, ; or
(c) liable Bound by any amendment or modification of the Lease made without Bank’s prior written consent; or
(d) Obligated to give Tenant a credit for, or acknowledge, any rent or any other sums not actually received by Successor Landlord which Tenant has paid to Landlord which is in excess of the rent due under the Lease at the time Successor Landlord gave Tenant notice of it succeeding to the Landlord’s interests; or
(e) Liable for the return repayment of rental security deposits, if any, any monies paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made including without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that limitation, security deposits, advance rent or otherwise, unless Successor Landlord actually received possession of such monies; or
(f) Bound by or responsible for or affected by any liability purchase option or right of Purchaser does arise pursuant to this Agreement first offer or first refusal contained in the Lease, which provisions shall be of no force and effect upon Successor Landlord; or
(g) Bound by, or responsible for, any other term or provision of the Lease which is personal to Landlord or which may not reasonably be performed by Successor Landlord or its successors and assigns in the ordinary course of business; or
(h) Bound to commence or complete any construction or to make any contribution toward construction or installation of any improvements upon the Leased Premises required under the Lease or any expansion or rehabilitation of existing improvements thereon, or for restoration of improvements following any casualty not required to be insured under the Lease or for the costs of any restoration in excess of any proceeds recovered under any insurance required to be carried under the Lease; or
(i) Obligated to enforce any restriction on competition or pay any expenses or damages in connection with or arising from such restriction; or
(j) Personally liable under the Lease. Successor Landlord’s liability under the Lease shall be limited and restricted to Purchaser’s the ownership interest of Successor Landlord in the Property and shall in no event exceed such interestProperty.
Appears in 1 contract
Samples: Industrial Building Lease (Real Good Food Company, Inc.)
Attornment. If Lender or the interest of Landlord is transferred to any other subsequent purchaser of the Property shall become the owner of the Property person (a “Transferee”) by reason of the foreclosure termination or foreclosure, or proceedings for enforcement, of the Security Instrument an Encumbrance, or the acceptance by delivery of a deed or assignment in lieu of such foreclosure or by reason of any other enforcement of proceedings, Tenant will immediately and automatically attorn to the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Transferee. Upon attornment this Lease shall not be terminated or affected thereby but shall will continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant Tenant, upon all of the same terms, conditions and covenants and conditions set forth as stated in this Lease, except that the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall Transferee will not be be: (a) liable for the failure any act or omission of any prior landlord, including Landlord (but such exemption will not excuse the Transferee from the performance of any obligations of the landlord under this Lease required to be performed subsequent to the transfer to the Transferee); (b) subject to any offsets or defenses which Tenant might have against any prior landlord, including Landlord (excluding any express right of abatement granted under this Lease, provided that the Lender who held the Encumbrance the enforcement of which resulted in the transfer to the Transferee (the “Foreclosing Lender”) was afforded any notice and cure rights to which it was entitled under Section 21.1 with respect to the matter that gave rise to such express right of abatement); (c) bound by any Rent or advance Rent which Tenant might have paid for more than the current month or the next succeeding month to any prior landlord, including Landlord, being hereinafter referred and all such Rent will remain due and owing, regardless of such advance payment; (d) obligated for repayment to as a “Prior Landlord”) to perform Tenant of any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Propertysecurity or advance rental deposit made by Tenant, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only except to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior same is paid over to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser Transferee; or (e) bound by any agreement terminating termination, amendment or amending or modifying modification of this Lease (other than one expressly contemplated by the rent, term, commencement date or other material terms of this Lease and effected according to such express terms, such as a termination by Landlord due to a Default by Tenant) made without the Lease, or any voluntary surrender written consent of the premises demised under the LeaseForeclosing Lender. Tenant agrees, made upon request by and without Lender’s prior written consent prior cost to the time Purchaser succeeded Transferee, to Landlord’s interest. In promptly execute and deliver to the event that any liability of Purchaser does arise pursuant Transferee such instrument(s) as may be reasonably required to this Agreement or the Lease, evidence such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestattornment.
Appears in 1 contract
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon, subject to the observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term with the same force and effect as if Purchaser were the lessor under the Lease subject to the terms of Section 4 of this Agreement; provided, however, that Purchaser shall not be (a) be:
3.1 liable for the failure any past act, omission, neglect, default or breach of representation or warranty of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) ), provided that so long as Purchaser has received written notice and a reasonable opportunity to perform any cure, the foregoing shall not limit Purchaser’s obligations of Prior Landlord under the Lease which have accrued prior to correct any conditions that (i) existed as of the date on which Purchaser shall become became the owner of the Property, unless and (ii) violate Purchaser’s obligations under the same represent a continuing covenant Lease; provided further, however, that the foregoing shall not obligate Purchaser for any damages arising from such past act, omission, neglect, default or breach of the representation or warranty of any Prior Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) ;
3.2 subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) ;
3.3 liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) ;
3.4 bound by any obligation which may appear in the Lease to perform any improvement work to the Property;
3.5 bound by any obligation which may appear in the Lease to pay any sum of money to Tenant;
3.6 bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) Purchaser;
3.7 bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. ; or
3.8 responsible for the making of repairs in or to the Property in the case of damage or destruction to the Property or any part thereof due to fire or other casualty or by reason of condemnation unless Purchaser is obligated under the Lease to make such repairs and Purchaser receives insurance proceeds or condemnation awards sufficient to finance the completion of such repairs.
3.9 In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Master Lease (21st Century Oncology Holdings, Inc.)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless provided that the same represent foregoing shall not limit Purchaser’s obligations under the Lease to correct any conditions of a continuing covenant nature that (i) existed as of the Landlord, such as date Purchaser shall become the obligation to repair and maintain certain aspects owner of the PropertyProperty and (ii) violate Purchaser’s obligations as landlord under the Lease; provided further, but only however, that Purchaser shall have received written notice of such omissions, conditions or violations and has had a reasonable opportunity to cure the same, all pursuant to the extent such failure continues from terms and after conditions of the date when Purchaser acquires the PropertyLease, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or Purchaser, (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interestinterest or (f) bound by any assignment of the Lease or sublease of the Property, or any portion thereof, made prior to the time Purchaser succeeded to Landlord’s interest other than if pursuant to the provisions of the Lease. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest. Alternatively, upon the written request of Lender or its successors or assigns, Tenant shall enter into a new lease of the Premises with Lender or such successor or assign for the then remaining term of the Lease, upon the same terms and conditions as contained in the Lease, except as otherwise specifically provided in this Agreement.
Appears in 1 contract
Samples: Office Lease (Alfacell Corp)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or an assignment of ground lease in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon, subject to the observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term with the same force and effect as if Purchaser were the lessor under the Lease subject to the terms of Section 4 of this Agreement; provided, however, that Purchaser shall not be be:
(a) liable for the failure any past act, omission, neglect, default or breach of representation or warranty of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) ), provided that so long as Purchaser has received written notice and a reasonable opportunity to perform any cure, the foregoing shall not limit Purchaser’s obligations of Prior Landlord under the Lease which have accrued prior to correct any conditions that (i) existed as of the date on which Purchaser shall become became the owner of the Property, unless and (ii) violate Purchaser’s obligations under the same represent a continuing covenant Lease; provided further, however, that the foregoing shall not obligate Purchaser for any damages arising from such past act, omission, neglect, default or breach of the representation or warranty of any Prior Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, ;
(b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, ;
(c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, ;
(d) bound by any obligation which may appear in the Lease to perform any improvement work to the Property;
(e) bound by any obligation which may appear in the Lease to pay any sum of money to Tenant;
(f) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or Purchaser;
(eg) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest; or
(h) responsible for the making of repairs in or to the Property in the case of damage or destruction to the Property or any part thereof due to fire or other casualty or by reason of condemnation unless Purchaser is obligated under the Lease to make such repairs and Purchaser receives insurance proceeds or condemnation awards sufficient to finance the completion of such repairs. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Purchase Agreement (Carter Validus Mission Critical REIT II, Inc.)
Attornment. Tenant agrees that the institution of any action or other proceedings by Lender under the Mortgage in order to realize upon Landlord's interest in the Premises shall not result in the cancellation or termination of the Lease or Tenant's obligations thereunder. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property Premises by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument otherwise, (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, a) the Lease shall not be terminated or affected thereby but thereby, (b) Tenant shall continue in full force attorn to Lender and effect recognize Lender as a direct lease between Purchaser and Tenant upon its landlord under the Lease for the unexpired term of the Lease, subject to all of the terms, covenants terms and conditions set forth of the Lease and such attornment shall be effective and self‑operative without the execution of any further instrument on the part of Lender or Tenant, (c) if, by operation of law, or otherwise, the commencement of any action or other proceedings by Lender under the Mortgage or the entry into and taking possession of the Premises shall result in the cancellation or termination of the Lease or Tenant's obligations thereunder, Tenant shall, upon request, execute and deliver a new lease of the Premises containing the same terms and conditions as contained in the Lease (including all right of renewal and in that eventextension), Tenant agrees to attorn to Purchaser for the remaining term thereof, and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser (d) Lender shall not be (ai) responsible or liable for any monetary damages as a result of, or obligated to cure, any defaults by Landlord under the Lease (provided that the foregoing shall not be deemed to relieve Lender or any other party from the obligation to perform any obligations of a continuing nature, at the time that Lender or any other party succeeds to the interest of Landlord under the Lease), (ii) subject to claims, defenses or offsets under the Lease or against Landlord which arose or existed prior to the time Lender obtains possession of the Premises (provided that the foregoing shall not be deemed to (A) relieve Lender or any other party from any obligations of a continuing nature, at the time that Lender or any other party succeeds to the interest of Landlord under the Lease), or (B) modify or waive any rights of self-help, set-off, abatement or termination expressly provided in the Lease or otherwise provided by applicable law, (iii) bound by any rent paid more than thirty (30) days in advance other than prepayments expressly required by the Lease, but only to the extent required, and credits due Tenant pursuant to any payment of additional rent made in advance (including CAM, insurance and real estate taxes), (iv) liable for the failure return of any prior landlord (security deposit paid to any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are Lender has actually received by Purchaserthe same, or (dv) bound by any payment of rents, additional rents material amendment or other sums which Tenant may have paid more than one (1) month in advance modification of the due date therefor to Lease or any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved waiver of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without Lender’s prior written consent, which consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement shall not be unreasonably withheld, conditioned or the Lease, such liability shall be limited delayed and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.it being agreed by
Appears in 1 contract
Samples: Purchase Agreement (Supervalu Inc)
Attornment. If Lender or any other subsequent purchaser of In the Property shall become the owner of the Property by reason event of the foreclosure of, or exercise of the Security Instrument power of sale under, any Mortgage, or in the acceptance event of a deed or assignment given in lieu of foreclosure, then (a) upon the request of the purchaser in such foreclosure or by reason of sale, or the grantee under such deed in lieu (any other enforcement of such party, the Security Instrument (Lender or such other purchaser being hereinafter referred as “PurchaserNew Owner”), Tenant shall attorn, without any deductions or setoffs whatsoever, to the New Owner and recognize the New Owner as the Landlord under this Lease; (b) upon the request of the New Owner, Tenant shall enter into a new lease, containing all of the terms and provisions of this Lease, with the New Owner for the remaining Term, or at the election of the New Owner, this Lease shall automatically become a new lease between Tenant and the conditions set forth New Owner upon the terms and provisions of this Lease for the remaining Term, and Tenant shall confirm such attornment and new lease in Section 2 above have been met at writing within 10 days after the time Purchaser becomes owner of New Owner’s request therefor; (c) the Property, the Lease New Owner shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure any act or omission of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the this Lease which have accrued occurring prior to the date on which Purchaser shall become New Owner stepping into the owner shoes of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable nor for the return of rental security deposits, if any, paid by Tenant the Security Deposit (except to any Prior Landlord in accordance with the Lease unless such sums are extent that the Security Deposit has actually received by Purchaser, been transferred to the New Owner); and (d) the New Owner shall not be bound by any modification of this Lease or any previous payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month of Base Rent that was not consented to by the New Owner. Tenant waives the provisions of any Laws that may give or purport to give to Tenant any right to terminate or otherwise adversely affect this Lease or the obligations of Tenant under this Lease in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that of any liability foreclosure, sale or deed in lieu of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestforeclosure.
Appears in 1 contract
Samples: Lease Agreement (Point.360)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “"Purchaser”"), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “"Prior Landlord”") to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless however, nothing contained herein shall excuse the same represent Purchaser from its obligations to remedy a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only problem that existed prior to the extent such failure continues from and after time it obtained possession or title to the date when Purchaser acquires the Property, property; (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made after the date hereof and without Lender’s 's or Purchaser's prior written consent prior to the time Purchaser succeeded to Landlord’s 's interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s 's interest (such interest to include rental income, proceeds from sale, and insurance and condemnation proceeds received because of damage or destruction or condemnation to or of the Property) in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Lease Agreement (Philadelphia Consolidated Holding Corp)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the the’ Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon, subject to the observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term with the same force and effect as if Purchaser were the lessor under the Lease subject to the terms of Section 4 of this Agreement; provided, however, that Purchaser shall not be be:
(a) liable for the failure of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless provided that the same represent a continuing covenant foregoing shall not limit Purchaser’s obligations under the Lease to correct any conditions that (i) existed as of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or Property and (ii) such prepayment violate Purchaser’s obligations as landlord under the Lease; provided further, however, that Purchaser shall have been expressly approved received written notice of by Purchaser such omissions, conditions or (e) bound by any agreement terminating or amending or modifying violations and has had a reasonable opportunity to cure the rentsame, term, commencement date or other material all pursuant to the terms and conditions of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.;
Appears in 1 contract
Attornment. If Lender at any time prior to the expiration of the Term, any Superior Lease terminates or any other subsequent purchaser Mortgagee comes into possession of the Real Property shall become or the Building or the estate created by any Superior Lease, then Tenant, at the election and upon demand of any owner of the Real Property by reason or the Building, or of the Lessor, or of any Mortgagee in possession of the Real Property or the Building, shall attorn, from time to time, to any such owner, Lessor or Mortgagee or any person acquiring the interest of Landlord as a result of any such termination, or as a result of a foreclosure of the Security Instrument Mortgage or the acceptance granting of a deed or assignment in lieu of foreclosure or by reason foreclosure, upon the then executory terms and conditions of any other enforcement this Lease, for the remainder of the Security Instrument (Lender Term, provided that such owner, Lessor or such other purchaser being hereinafter referred Mortgagee, as “Purchaser”)the case may be, and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner or receiver caused to be appointed by any of the Propertyforegoing, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be be:
(a1) liable for the failure any act or omission of any prior landlord (including, without limitation, the then defaulting landlord), or
(2) subject to any defense or offsets which Tenant may have against any prior landlord (including, without limitation, the then defaulting Landlord), or
(3) bound by any payment of Rental which Tenant may have made to any prior landlord (including, without limitation, the then defaulting Landlord) more than thirty (30) days in advance of the date upon which such prior landlordpayment was due, including Landlordor
(4) bound by any obligation to make any payment to or on behalf of Tenant, being hereinafter referred to as a “Prior Landlord”or
(5) bound by any obligation to perform any obligations of Prior Landlord under the Lease which have accrued prior work or to make improvements to the Premises, except for (i) repairs and maintenance pursuant to the provisions of this Lease, the need for which repairs and maintenance first arises or continues after the date on which Purchaser shall become when such owner, Lessor, or Mortgagee succeeds to Landlord's interest in the owner of the Real Property, unless (ii) repairs to the same represent Premises or any part thereof as a continuing covenant result of the Landlord, such as the obligation damage by fire or other casualty pursuant to repair and maintain certain aspects of the PropertyArticle 10 hereof, but only to the extent that such failure continues repairs can be reasonably made from the net proceeds of any insurance actually made available to such Lessor or Mortgagee, and after the date when Purchaser acquires the Property, (biii) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior repairs to the date upon which Purchaser shall become Premises as a result of a partial condemnation pursuant to Article 11 hereof, but only to the owner extent that such repairs can be reasonably made from the net proceeds of the Propertyany award made available to such Lessor or Mortgagee, or
(c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d6) bound by any payment amendment or modification of rentsthis Lease made without the consent of such Mortgagee or Lessor, additional rents as the case may be. The provisions of this Section 7.2 shall inure to the benefit of any such owner, Lessor or other sums which Tenant Mortgagee, shall apply notwithstanding that, as a matter of law, this Lease may have paid more than one (1) month terminate upon the termination of any Superior Lease, and shall be self-operative upon any such demand, and no further instrument shall be required to give effect to said provisions. Tenant, however, upon demand of any such owner, Lessor or Mortgagee, shall execute, from time to time, instruments, in advance recordable form, in confirmation of the due date therefor foregoing provisions of Section 7.1 hereof and this Section 7.2, reasonably satisfactory to any Prior Landlord unless (i) such sums are actually received by Purchaser owner, Lessor or (ii) Mortgagee, acknowledging the subordination described in Section 7.1 hereof and such prepayment shall have been expressly approved attornment and setting forth the terms and conditions of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestits tenancy.
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Attornment. (a) If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant hereby agrees to attorn to such new owner and to recognize such new owner as “landlord” under the Lease without any additional documentation to effect such attornment (provided, however, if applicable law shall require or Lender shall reasonably request additional documentation at the time Lender exercises its remedies then Tenant shall execute such additional reasonable and customary documents evidencing such attornment as may be required by applicable law or reasonably requested by Lender). In the event that Purchaser and becomes the owner of the Property, Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornmentattornment set forth above and shall be bound under all of the terms, covenants and conditions of the Lease, provided, however, that Purchaser shall not be (ai) liable for the default or failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner or for any other act or omissions of the Property, unless the same represent a continuing covenant of the any Prior Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (bii) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (ciii) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless Lease, except to the extent such sums or instruments are actually received by PurchaserPurchaser or a credit is given to Purchaser therefor, (div) bound by any payment of rents, additional rents rents, base rents, percentage rent or other sums which Tenant may have paid more than one (1) month in advance of the date on which such rents, additional rents, base rents, percentage rents or other sums becoming due date therefor under the terms of the Lease to any Prior Landlord unless Landlord, (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (ev) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without Lender’s prior written consent consent, or, after the acquisition of the Property, Purchaser’s prior written consent, (vi) bound by, or liable for, any agreement of any Prior Landlord under the Lease with respect to the time Purchaser succeeded completion of any improvements at the Property or for the payment or reimbursement to Landlord’s interest. In Tenant of any contribution to the event that cost of the completion of any liability such improvements, other than disbursement of Purchaser does arise the Original Premises Tenant Improvement Allowance and the Must Take Premises Tenant Improvement Allowance, pursuant to this Agreement or Exhibits B-1 and B-2, as applicable, attached to the Lease, or (vii) bound by, or liable for, any breach of, any representation or warranty contained in the Lease or otherwise made by any Prior Landlord. Nothing contained in this Section 3 shall relieve Purchaser from Purchaser’s obligation to cure any repair or maintenance default under the Lease with respect to the Premises by any Prior Landlord under the Lease (including Landlord), subject to force majeure, solely to the extent the same is continuing when Purchaser succeeds to the landlord’s interest under the Lease and acquires title to the Premises, provided that Lender’s obligation to cure such liability default shall be limited solely to performing the repair or maintenance obligation as required pursuant to the terms of the Lease (and restricted to Purchaser’s interest in the Property and shall in no event shall Lender have any other liability or obligation with respect to such default). In addition, nothing contained in this Section 3 shall, however, limit any of Tenant’s abatement or offset rights specifically set forth in the Lease, including, without limitation, pursuant to Sections 6.4, 7.3 and 24.25 and Article 3 of the Lease, and Section 6.6 of Exhibit B-1 and Exhibit B-2, in each case (other than with respect to the Abated Rent) solely to the extent such abatement or offset right accrues after Purchaser succeeds to the landlord’s interest under the Lease and acquires title to the Premises, provided that Tenant complies with all the applicable terms and conditions of the Lease with regard to such abatement or offset. Further, notwithstanding anything in this Section 3 to the contrary, if any portion of the Premises is damaged or taken or condemned, Tenant shall be permitted to xxxxx rent in accordance with Articles 11 and 12 of the Lease, provided that Tenant complies with all applicable terms and conditions of the Lease with regard to such abatement.
(b) For the avoidance of doubt, from and after the date on which Purchaser becomes the owner of the Property (but not before), (i) the Tenant shall be obligated to proceed to perform all remaining Original Premises Tenant Improvements and Must-Take Space Tenant Improvements, (ii) in connection with Tenant’s performance of such work, Tenant may pay the undisbursed portion of the Original Premises Tenant Improvement Allowance and/or Must-Take Space Tenant Improvement Allowance directly to the Original Premises Contractor, the Must-Take Space Contractor or other third parties entitled to receive such funds pursuant to the Lease (provided that Tenant obtains and delivers to Purchaser all appropriate lien releases with respect to any such amounts prior to Tenant’s payment thereof), and (iii) Tenant shall be entitled to receive from Purchaser funds from the remaining undisbursed balance of the Original Premises Tenant Improvement Allowance and/or Must-Take Space Tenant Improvement Allowance (but not any amounts in excess thereof) to reimburse Tenant for the actual and documented out-of-pocket costs and expenses incurred and paid for by Tenant in performing such work or causing such work to be performed, or paying such undisbursed portions of the Original Premises Tenant Improvement Allowance and/or Must-Take Space Tenant Improvement Allowance directly to the Original Premises Contractor, Must-Take Space Contractor or other third parties entitled to receive such funds or to Tenant for any amounts owed by Purchaser to Tenant as reimbursements out of the Original Premises Tenant Improvement Allowance and/or Must-Take Space Tenant Improvement Allowance under the Original Premises Work Letter and/or Must-Take Space Work Letter, as the case may be. Notwithstanding anything to the contrary herein, Purchaser’s liability, if any, with respect to the Original Premises Tenant Improvement Allowance and/or the Must-Take Space Tenant Improvement Allowance, shall not exceed such interestthe undisbursed balance of the Original Premises Tenant Improvement Allowance or the Must-Take Space Premises Tenant Improvement Allowance, as applicable.
Appears in 1 contract
Samples: Lease (Polycom Inc)
Attornment. If Lender or any other subsequent purchaser of and Tenant agree that upon the Property shall become the owner conveyance of the Property by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyotherwise, the Lease shall not be terminated or affected thereby (at the option of the transferee of the Property (the "TRANSFEREE") if the conditions set forth in Section 2 above have not been met at the time of such transfer) but shall continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser the Transferee and Purchaser by virtue of such acquisition of the Property Transferee shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser the provisions of the Mortgage and the Loan Agreement shall govern with respect to the disposition of any casualty insurance proceeds or condemnation awards and the Transferee shall not be (a) obligated to complete any construction work required to be done by Landlord pursuant to the provisions of the Lease or to reimburse Tenant for any construction work done by Tenant, (b) liable (i) for the Landlord's failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser the Transferee shall become the owner of the Property, or (ii) for any act or omission of Landlord, whether prior to or after such foreclosure or sale, (c) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless the same represent a continuing covenant Transferee shall be obligated under the Lease to make such repairs and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs, (d) required to make any capital improvements to the Property or to the premises demised under the Lease which Landlord may have agreed to make, but had not completed, or to perform or provide any services not related to possession or quiet enjoyment of the Landlord, such as premises demised under the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyLease, (be) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser the Transferee shall become the owner of the Property, (cf) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaserthe Transferee, (dg) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser the Transferee or (ii) such prepayment shall have been expressly approved of by Purchaser the Transferee, (h) bound to make any payment to Tenant which was required under the Lease, or otherwise, to be made prior to the time the Transferee succeeded to Landlord's interest, (ei) bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without the Lender’s 's prior written consent prior to the time Purchaser the Transferee succeeded to Landlord’s interest. In 's interest or (j) bound by any assignment of the event that Lease or sublease of the Property, or any liability of Purchaser does arise portion thereof, made prior to the time the Transferee succeeded to Landlord's interest other than if pursuant to this Agreement or the provisions of the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
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Attornment. If Lender or any other subsequent purchaser the interest of the Property Landlord under this Lease shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure be transferred voluntarily or by reason of foreclosure or other proceedings for enforcement on any other enforcement first mortgage on the Demised Premises, Tenant shall be bound to such transferee (herein sometimes called the "Purchaser") for the balance of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”)Term remaining, and any extensions or renewals thereof which may be effective in accordance with the terms and conditions set forth in Section 2 above have been met at hereof with the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full same force and effect as a direct lease between Purchaser if the purchaser were the Landlord under this Lease, and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees does hereby agree to attorn to the Purchaser, including the Mortgagee if it be the Purchaser and Purchaser by virtue of such acquisition succeeding to the interest of the Property shall be deemed to have agreed to accept Landlord under this Lease. The respective rights and obligations of Tenant and the Purchaser upon such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance then remaining balance of the due date therefor to Term of this Lease and any Prior Landlord unless (i) such sums extensions and renewals shall be and are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interestsame as those set forth herein. In the event of such transfer of Landlord's interest, Landlord shall be released and relieved from all liability and responsibility thereafter accruing to Tenant under Lease or otherwise and Landlord's successor by acceptance of rent from Tenant hereunder shall become liable and responsible to Tenant in respect to all obligations of the Landlord under this Lease. Landlord, in the event this provision becomes effective, shall use reasonable efforts to obtain and provide Tenant with a letter duly executed by the Landlord and acknowledged by Transferee providing that any liability of Purchaser does arise pursuant rents or other monies paid in advance by Tenant to this Agreement or Landlord as well as the Lease, such liability shall be limited Security Deposit have been transferred to and restricted to Purchaser’s interest are in the Property and shall in no event exceed such interestpossession of Transferee thereby giving Tenant full credit for said monies.
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Attornment. If Lender or any other subsequent purchaser Beneficiary hereby acknowledges and agrees that the liens granted herein are subject to the rights of certain lessees under the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred leases as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner Credit Agreement and will be subject to the rights of lessees under any Leases entered into by Trustor after the date hereof which are permitted as Permitted Real Estate Liens pursuant to the Credit Agreement, subject to the express rights contained in the applicable Lease. The rights of the Propertytenants under the Leases to the leased premises shall not be adversely affected by the exercise by Beneficiary of any of its rights hereunder, nor shall any such tenant be in any way deprived of its rights under the applicable Lease except in accordance with the terms of such Lease. In the event that Beneficiary succeeds to the interest of Trustor under a Lease, such Lease shall not be terminated or affected thereby but except as set forth therein, and any sale of the applicable leased premises by Beneficiary or pursuant to the judgment of any court in an action to enforce the remedies provided for in this Deed of Trust shall continue be made subject to such Lease and the rights of such tenant expressly set forth thereunder. If Beneficiary succeeds to the interests of Trustor in full force and effect as a direct lease between Purchaser to the applicable leased premises or under such Lease or enters into possession of such leased premises, the Beneficiary, and Tenant upon such tenants, shall be bound to each other under all of the express terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of as if the premises demised under Beneficiary was originally the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestTrustor as lessor thereunder.
Appears in 1 contract
Attornment. If Lender or the interest of Landxxxx xx transferred to any other subsequent purchaser of the Property shall become the owner of the Property person (a "Successor Landlord") by reason of the foreclosure termination or foreclosure, or proceedings for enforcement, of the Security Instrument an Encumbrance, or the acceptance by delivery of a deed or assignment in lieu of such foreclosure or by reason of any other enforcement of proceedings, Tenant will immediately and automatically attorn to the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Successor Landlord. Upon attornment this Lease shall not be terminated or affected thereby but shall will continue in full force and effect as a direct lease between Purchaser the Successor Landlord and Tenant Tenant, upon all of the same terms, conditions and covenants and conditions set forth as stated in the this Lease and in except that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser a Successor Landlord shall not be (a) liable for any previous act or omission or negligence of Landlord under this Lease; provided, however, that the foregoing shall not relieve the Successor Landlord from any on-going maintenance or repair obligations under this Lease, but the Successor Landlord shall not be liable for any damages caused by any failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred the predecessor Landlord to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to satisfy its repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Propertymaintenance obligations under this Lease, (b) subject to any offsetscounterclaim defense or offset not expressly provided for in this Lease and asserted with reasonable promptness, defenses, abatements or counterclaims which therefore shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the PropertyLandlord, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by an previous modification or amendment of this Lease or by any payment previous prepayment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord month's rent, unless (i) such sums are actually received by Purchaser modification or (ii) such prepayment shall have been expressly approved in writing by the holder of any Encumbrance through or by Purchaser reason of which the Successor Landlord shall have succeeded to the rights of Landlord under this Lease or (ed) bound by obligated to perform any agreement terminating or amending or modifying the rent, term, commencement date repairs or other material terms of the work beyond Landlord's obligations under this Lease. Tenaxx xxxees, or any voluntary surrender of the premises demised under the Lease, made upon request by and without Lender’s prior written consent prior cost to the time Purchaser succeeded Successor Landlord, to Landlord’s interest. In promptly execute and deliver to the event that any liability of Purchaser does arise pursuant Successor Landlord such instrument(s) as may be reasonably required to this Agreement or the Lease, evidence such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestattornment.
Appears in 1 contract
Attornment. If Lender or any other subsequent purchaser of and Tenant agree that upon the Property shall become the owner conveyance of the Property by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyotherwise, the Lease shall not be terminated or affected thereby (at the option of the transferee of the Property (the “Transferee”) if the Conditions above have not been met at the time of such transfer) but shall continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser the Transferee and Purchaser by virtue of such acquisition of the Property Transferee shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser and the Transferee shall not be (a) obligated to complete any construction work required to be done by Landlord pursuant to the provisions of the Lease or to reimburse Tenant for any construction work done by Tenant, (b) liable (i) for the Landlord’s failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser the Transferee shall become the owner of the Property, or (ii) for any act or omission of Landlord, whether prior to or after such foreclosure or sale, (c) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless the same represent a continuing covenant Transferee shall be obligated under the Lease to make such repairs and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs, (d) required to make any capital improvements to the Property or to the premises demised under the Lease which Landlord may have agreed to make, but had not completed, or to perform or provide any services not related to possession or quiet enjoyment of the Landlord, such as premises demised under the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyLease, (be) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser the Transferee shall become the owner of the Property, (cf) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaserthe Transferee, (dg) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser the Transferee or (ii) such prepayment shall have been expressly approved of by Purchaser the Transferee, (h) bound to make any payment to Tenant which was required under the Lease, or otherwise, to be made prior to the time the Transferee succeeded to Landlord’s interest, (ei) bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without the Lender’s prior written consent prior to the time Purchaser the Transferee succeeded to Landlord’s interest. In interest or (j) bound by any assignment of the event that Lease or sublease of the Property, or any liability of Purchaser does arise portion thereof, made prior to the time the Transferee succeeded to Landlord’s interest other than if pursuant to this Agreement or the provisions of the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Loan Agreement (Piedmont Office Realty Trust, Inc.)
Attornment. If Lender or the interest of Landlord is transferred to any other subsequent purchaser of the Property shall become the owner of the Property person (a “Transferee”) by reason of the foreclosure termination or foreclosure, or proceedings for enforcement, of the Security Instrument an Encumbrance, or the acceptance by delivery of a deed or assignment in lieu of such foreclosure or by reason of any other enforcement of proceedings, Tenant will immediately and automatically attorn to the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Transferee. Upon attornment this Lease shall not be terminated or affected thereby but shall will continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant Tenant, upon all of the same terms, conditions and covenants and conditions set forth as stated in this Lease, except that the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall Transferee will not be be: (a) liable for the failure any act or omission of any prior landlord, including Landlord (but such exemption will not excuse the Transferee from the performance of any obligations of the landlord under this Lease required to be performed subsequent to the transfer to the Transferee); (b) subject to any offsets or defenses which Tenant might have against any prior landlord, including Landlord (excluding any express right of abatement granted under this Lease, provided that the Lender who held the Encumbrance the enforcement of which resulted in the transfer to the Transferee (the “Foreclosing Lender”) was afforded any notice and cure rights to which it was entitled under Section 22.1 with respect to the matter that gave rise to such express right of abatement); (c) bound by any Rent or advance Rent which Tenant might have paid for more than the current month or the next succeeding month to any prior landlord, including Landlord, being hereinafter referred and all such Rent will remain due and owing, regardless of such advance payment; (d) obligated for repayment to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner Tenant of the PropertySecurity Deposit or any other security or advance rental deposit made by Tenant, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only except to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior same is paid over to the date upon which Purchaser Transferee (provided that, except as set forth in Section 23.2, Tenant shall become the owner of the Property, (c) liable not be obligated to pay for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser replacement Security Deposit); or (e) bound by any agreement terminating termination, amendment or amending or modifying modification of this Lease (other than one expressly contemplated by the rent, term, commencement date or other material terms of this Lease and effected according to such express terms, such as termination by Landlord due to a Default by Tenant) made without the Lease, or any voluntary surrender written consent of the premises demised under the LeaseForeclosing Lender. Tenant agrees, made upon request by and without Lender’s prior written consent prior cost to the time Purchaser succeeded Transferee, to Landlord’s interest. In promptly execute and deliver to the event that any liability of Purchaser does arise pursuant Transferee such instrument(s) as may be reasonably required to this Agreement or the Lease, evidence such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestattornment.
Appears in 1 contract
Samples: Lease Agreement (Solid Power, Inc.)
Attornment. If Lender or any other subsequent purchaser of and Tenant agree that upon the Property shall become the owner conveyance of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyotherwise, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser the transferee of the Property (the “Transferee”) and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant Xxxxxx agrees to attorn to Purchaser the Transferee and Purchaser by virtue of such acquisition of the Property Transferee shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser the Transferee shall not be (a) be:
A. liable for the Landlord’s failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser the Transferee shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) ;
B. subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser the Transferee shall become the owner of the Property, (c) unless Tenant shall have provided Lender with notice of the applicable default that gave rise to such offset or defense, and the opportunity to cure the same, in accordance with the terms of Section 6 below;
C. liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) the Transferee;
D. bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser the Transferee or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) the Transferee; or
E. bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without the Lender’s prior written consent prior to the time Purchaser the Transferee succeeded to LandlordXxxxxxxx’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Lease Agreement (NuStar Energy L.P.)
Attornment. If Lender Administrative Agent or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument Mortgage (Lender Administrative Agent or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless provided that the same represent foregoing shall not limit Purchaser’s obligations under the Lease to correct any conditions of a continuing covenant nature that (i) existed as of the Landlord, such as date Purchaser became the obligation to repair and maintain certain aspects owner of the PropertyProperty and (ii) violate Purchaser’s obligations as landlord under the Lease; provided further, but only however, that Purchaser shall have received written notice of such omissions, conditions or violations and shall have had a reasonable opportunity to cure the same, all pursuant to the extent such failure continues from terms and after conditions of the date when Purchaser acquires the PropertyLease, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, except to the extent that such offsets are otherwise expressly provided for under the Lease or were used to fund any Improvement Allowance under the Lease including interest thereon or to fund the repairs, maintenance or other actions which would otherwise be an obligation of Purchaser upon its acquisition of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser Administrative Agent or Purchaser, (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease (except for Amendments to the Lease which are executed to memorialize rights granted in the Lease), or any voluntary surrender of the premises Premises demised under the Lease, made without LenderAdministrative Agent’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest, (f) bound by any assignment of the Lease or sublease of the Property, or any portion thereof, made prior to the time Purchaser succeeded to Landlord’s interest other than if pursuant to the provisions of the Lease, or (g) required to restore, repair or rebuild the Premises in the event of condemnation. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest. Alternatively, upon the written request of Administrative Agent or its successors or assigns, Tenant shall enter into a new lease of the Premises with Administrative Agent or such successor or assign for the then remaining term of the Lease, upon the same terms and conditions as contained in the Lease (including, without limitation, any extension rights), except as otherwise specifically provided in this Agreement.
Appears in 1 contract
Samples: Lease (Capella Education Co)
Attornment. If the Lender or any other subsequent purchaser should succeed to the interests of the Property Landlord under the Lease, then:
a. The Tenant shall become the owner be bound under all of the Property by reason terms of the foreclosure Lease for the balance of the Security Instrument term remaining and any extensions or renewals which may be effected under the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of Lease, with the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full same force and effect as a direct lease between Purchaser and if the Lender were the original Landlord. The agreement by the Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition the Lender as its landlord shall be effective immediately upon the Lender's succeeding to the interest of the Property shall be deemed to have agreed to accept such attornmentLandlord under the Lease, without the execution of any further instruments; provided, however, that Purchaser the Tenant shall not be under no obligation to pay rent or additional rent to the Lender or any subsequent owner until the Tenant receives written notice from the Lender that the Lender has succeeded to the rights of the Landlord or has exercised its right to receive payment of the rent pursuant to the terms of the Deed of Trust.
b. The Lender shall be bound to the Tenant under the terms of the Lease; provided, however, that in no event shall the Lender: (ai) be liable to the Tenant for the failure any act or omission of any prior landlord landlord; (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”ii) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) be subject to any offsets, defenses, abatements offset or counterclaims defense which shall the Tenant might have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner landlord; (iii) be bound by any previous amendment or modification of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received amendment shall have been approved in writing by Purchaser, the Lender; (div) be bound by any previous payment of rents, rent or additional rents rent (or other sums which Tenant may have paid more sums) for a period greater than one (1) month in advance month; (v) be liable to the Tenant for any obligation of any prior landlord occurring prior to the date that the Lender or any subsequent owner acquires title to the Demised Premises with the exception of building maintenance or repairs which shall be promptly conducted following the appointment of a receiver or foreclosure; (vi) be liable to the Tenant for any security or other deposits given to secure the performance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised Tenant's obligations under the Lease, made without Lender’s prior written consent prior except to the time Purchaser succeeded extent that the Lender shall have acknowledged actual receipt of such security or other deposits in writing; (vii) be liable for any damages or other relief attributable to Landlord’s interest. In any latent or patent defect in the event that any liability of Purchaser does arise pursuant to this Agreement Project or the LeasePremises; or (viii) be bound by any obligation to provide funds to the Tenant for the improvements to the Premises, such liability allowances, rental abatements, concessions or other purposes.
c. If requested by the Lender, the Tenant will execute an agreement affirming the Tenant's obligations under the Lease and the Tenant's obligation to pay all rents and other sums due or to become due under the Lease as they shall be limited and restricted become due to Purchaser’s interest in the Property and shall in no event exceed such interestLender.
Appears in 1 contract
Samples: Deed of Lease
Attornment. If Lender (a) Tenant covenants and agrees that if the Mortgage is foreclosed, whether by power of sale or any other subsequent purchaser of the Property shall become the owner by court action, or if there is a transfer of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment conveyance in lieu of foreclosure (a “Foreclosure” and the purchaser at foreclosure or by reason the transferee in lieu of any other enforcement of the Security Instrument (foreclosure, including Lender or such other an affiliate, nominee or designee of Lender, if it is the purchaser or transferee, is referred to as a “New Owner” and the Property being hereinafter referred as the “PurchaserForeclosed Property”), and the conditions set forth then in Section 2 above have been met at the time Purchaser becomes owner of the Propertysuch event, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all shall recognize any New Owner as Tenant’s new landlord. Notwithstanding the foregoing, in no event shall any New Owner be:
(i) responsible for the performance of the terms, covenants and conditions set forth in any covenant or obligation of any previous landlord (including Landlord) under the Lease and in that event, Tenant agrees is either personal to attorn the previous landlord (including Landlord) or otherwise not susceptible to Purchaser and Purchaser performance by virtue of such acquisition of the Property New Owner (Lender acknowledging that all monetary obligations shall be deemed susceptible to have agreed performance);
(ii) liable for any act, omission, default, misrepresentation, or breach of warranty, of any previous landlord (including Landlord) or obligations accruing as to accept the Property prior to New Owner’s actual ownership of the Property, except for any default of a continuing nature that is curable (Lender acknowledging that all monetary obligation shall be deemed curable) and continues after the date New Owner acquires an interest in the Property for which New Owner, as landlord, would be responsible under the Lease as of such attornmentdate;
(iii) subject to any recoupment, estoppel, defense, claim or counterclaim that Tenant might be entitled to assert against any previous landlord (including Landlord); provided, however, that Purchaser the foregoing shall not limit either (1) Tenant’s right to exercise against New Owner the offset rights set forth in Sections 1.15.7 and 31.2 of the Lease and Section 6.1 of Exhibit C-2 of the Lease or (2) New Owner’s obligation to correct any conditions that are curable (Lender acknowledging that all monetary obligations shall be (adeemed susceptible of cure) liable for and existed as of the failure date of any prior attornment and violate New Owner’s obligations as landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, Lease;
(b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (div) bound by any payment of rentsrent, additional rents rent, supplemental rent or other sums which charges or payments any Tenant may have paid made to any previous landlord (including Landlord) for more than one (1) month in advance of except (1) to the due date therefor to any Prior Landlord unless (i) extent such sums are monies actually have been received by Purchaser New Owner, or (ii2) such prepayment shall have been expressly approved by New Owner (either before, on, or after the date of by Purchaser attornment);
(v) liable for the return or application of any security deposit or other deposit or security that Tenant may have given to any previous landlord (eincluding Landlord) that has not been transferred to New Owner; or
(vi) bound by any agreement terminating amendment or amending modification of the Lease or modifying the rent, term, commencement date any termination or other material terms cancellation of the Lease, in each case made, given or any voluntary surrender done during the term of this Agreement without the premises demised under the Lease, made without Lender’s prior written consent prior of Lender, which consent shall not be unreasonably withheld, conditioned, or delayed, unless such amendment or modification is an exercise of any rights or options expressly granted to Tenant under the Lease (including, without limitation, any right of renewal, expansion, termination, and any first refusal/first offer to lease).
(b) Notwithstanding anything to the time Purchaser succeeded to contrary in this Agreement, (i) New Owner shall be bound by all obligations imposed by the Lease upon Landlord therein, including without limitation, the offset rights set forth in Sections 1.15.7 and 31.2 of the Lease and Section 6.1 of Exhibit C-2 of the Lease and Landlord’s interestobligation to fund any remaining allowance and/or financial responsibilities of Landlord (including, but not limited to, abatement and conversion rights), and (ii) New Owner’s obligations and liability under the Lease shall never extend beyond New Owner’s interest in the Property. In If Tenant obtains any money judgment against New Owner with respect to the event that Lease or the relationship between New Owner and Tenant, as landlord and tenant, then Tenant shall look solely to New Owner’s interest in the Property (including proceeds and rental revenue derived therefrom) to collect such judgement and shall not collect or attempt to collect any liability such judgment out of Purchaser does arise pursuant any other assets of New Owner.
(c) The provisions of this Agreement regarding recognition by Tenant shall be self-operative and effective without the necessity of execution of any new lease or other document on the part of any party to this Agreement or the Leaserespective heirs, legal representatives, successors or assigns of any such liability shall be limited and restricted party, immediately upon New Owner succeeding to PurchaserLandlord’s interest in the Property. Tenant agrees, however, to execute and deliver at any time and from time to time, upon the prior written request of Lender or any New Owner or any prospective New Owner, (i) any commercially reasonable instrument or certificate which, in the reasonable judgment of Lender or any New Owner or any prospective New Owner, may be necessary or appropriate in or following any Foreclosure to evidence such recognition, including, if requested, one or more new leases (between New Owner and Tenant) (each a “New Lease”) of the Foreclosed Property on the same terms and conditions as the Lease for the then unexpired term of the Lease, provided that such new lease shall in no event exceed way adversely affect the rights of Tenant under the Lease or increase the obligations of Tenant under the Lease and (ii) a Subordination, Non-Disturbance, Recognition and Attornment Agreement with any lender on such interestForeclosed Property consistent with the terms hereof and otherwise reasonably acceptable to Tenant.
Appears in 1 contract
Samples: Deed of Lease (Appian Corp)
Attornment. If Lender or any other subsequent purchaser In the event of the Property shall become the owner purchase or other acquisition of the Property Leased Premises or Landlord's interest therein in a foreclosure sale or by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure under any Facility Mortgage or by reason pursuant to a power of sale contained in any other enforcement Facility Mortgage, then in any of such events Tenant shall, at the request of Landlord or Landlord's successor in interest, attorn to and recognize the transferee or purchaser of Landlord's interest, as the lessor under this Lease for the balance then remaining of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”)Term, and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the thereafter this Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser such Person, as "Landlord", and Tenant upon all of the termsTenant, covenants and conditions set forth in the Lease and in as "Tenant," except that eventsuch lessor, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser transferee or purchaser shall not be (a) liable for the failure any act or omission of any prior landlord (any Landlord before such prior landlordlease termination or before such Person's succession to title, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) nor be subject to any offsetsoffset, defensesdefense or counterclaim accruing before such lease termination or before such Person's succession to title, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) nor be bound by any payment of rents, additional rents Rent before such lease termination or other sums which Tenant may have paid before such Person's succession to title for more than one (1) month in advance advance. Tenant shall, within ten (10) Business Days after request by Landlord or the transferee or purchaser of Landlord's interest execute and deliver an instrument or instruments confirming the due date therefor foregoing provisions of this Section. Tenant hereby waives the provisions of any present or future law or regulation which gives or purports to give Tenant any Prior Landlord unless (i) such sums are actually received by Purchaser right to terminate or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the otherwise adversely affect this Lease, or any voluntary surrender the obligations of Tenant hereunder, upon or as a result of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that completion of any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited foreclosure and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestsale.
Appears in 1 contract
Samples: Master Agreement (Eldertrust)
Attornment. (a) If Lender at any time any Superior Lessor or Superior Mortgagee (each a "SENIOR INTEREST HOLDER") or any other subsequent purchaser person or the successors or assigns of any of the Property foregoing (such Senior Interest Holder and any such other person being herein collectively referred to as "SUCCESSOR LANDLORD") shall become succeed to the owner rights of Landlord under this Lease, Tenant agrees, at the election and upon the request of any such Successor Landlord, from time to time, fully and completely to attorn to and recognize any such Successor Landlord as Tenant's landlord under this Lease upon the then executory terms of this Lease, PROVIDED such Successor Landlord shall agree in writing to accent Tenant's attornment pursuant to a Non-Disturbance Agreement. The foregoing provisions of this SECTION 13.02 shall inure to the benefit of any such Successor Landlord, shall apply notwithstanding that, as a matter of law, this Lease may terminate upon the termination of the Property Superior Lease and shall be self-operative upon any such request, and, provided that Tenant shall have received a Non-Disturbance Agreement that is executed and acknowledged by reason of each Superior Mortgagee or Superior Lessor, as applicable, no further instrument shall be required to give effect to said provisions. Upon the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason request of any other enforcement such Successor Landlord, Tenant shall execute and deliver, from time to time, instruments reasonably satisfactory to any such Successor Landlord, in recordable form if requested, to evidence and confirm the provisions of this SECTION 13.02, acknowledging such attornment and setting forth the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”)terms and conditions of its tenancy, including the terms and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the PropertySECTION 13.02(B).
(b) Upon any attornment described in SECTION 13.02(A), the this Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser such Successor Landlord and Tenant upon all of the terms, covenants and conditions set forth in the then executory terms of this Lease and in except that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser Successor Landlord shall not be be: (ai) liable for the failure any act or omission or negligence of any prior landlord Landlord (other than to cure any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations default of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Propertynature), (bii) subject to any offsetscounterclaim, defenses, abatements defense or counterclaims offset which theretofore shall have accrued in favor of to Tenant against any Prior Landlord prior to Landlord; (iii) bound by the date upon which Purchaser shall become the owner payment of the Property, any Base Rent or Additional Rent for more than one month in advance (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, such Successor Landlord); (div) bound by any payment modification or amendment of rents, additional rents this Lease unless such modification or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment amendment shall have been expressly approved in writing by the Senior Interest Holder, of which Tenant has been given notice, through or by Purchaser reason of which the Successor Landlord shall have succeeded to the rights of Landlord under this Lease or (e) bound by any agreement terminating unless the modification or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent amendment shall have occurred prior to the time Purchaser succeeded creation of such Senior Interest, (v) obligated to construct any improvements or to grant any credit toward the cost of any improvements; (vi) in the event of damage to the Building by fire or other casualty, obligated to repair the Premises or the Building or any part thereof beyond such repair as may be reasonably accomplished from the net proceeds of insurance actually made available to Landlord’s interest. In ; or (vii) in the event that any liability of Purchaser does arise pursuant partial condemnation, obligated to this Agreement repair the Premises or the Lease, Building or any part thereof beyond such liability repair as may be reasonably accomplished from the net proceeds of any award actually made available to Landlord as consequential damages allocable to the part of the Premises or the Building not taken. Nothing contained in this SECTION 13.02 shall be limited and restricted construed to Purchaser’s interest in the Property and shall in no event exceed impair any right otherwise exercisable by any such interestSuccessor Landlord.
Appears in 1 contract
Samples: Lease Agreement (Magnetek Inc)
Attornment. If Lender or any other subsequent purchaser of and Tenant agree that upon the Property shall become the owner conveyance of the Property by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyotherwise, the Lease shall not be terminated or affected thereby (at the option of the transferee of the Property (the “Transferee”) if the Conditions set forth in Section 2 above have not been met at the time of such transfer) but shall continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser the Transferee and Purchaser by virtue of such acquisition of the Property Transferee shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser and the Transferee shall not be (a) obligated to complete any construction work required to be done by Landlord pursuant to the provisions of the Lease or to reimburse Tenant for any construction work done by Tenant, (b) liable (i) for the Landlord’s failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser the Transferee shall become the owner of the Property, or (ii) for any act or omission of Landlord, whether prior to or after such foreclosure or sale, (c) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless the same represent a continuing covenant Transferee shall be obligated under the Lease to make such repairs and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs, (d) required to make any capital improvements to the Property or to the premises demised under the Lease which Landlord may have agreed to make, but had not completed, or to perform or provide any services not related to possession or quiet enjoyment of the Landlord, such as premises demised under the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyLease, (be) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser the Transferee shall become the owner of the Property, (cf) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaserthe Transferee, (dg) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser the Transferee or (ii) such prepayment shall have been expressly approved of by Purchaser the Transferee, (h) bound to make any payment to Tenant which was required under the Lease, or otherwise, to be made prior to the time the Transferee succeeded to Landlord’s interest, (ei) bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without the Lender’s prior written consent prior to the time Purchaser the Transferee succeeded to Landlord’s interest. In interest or (j) bound by any assignment of the event that Lease or sublease of the Property, or any liability of Purchaser does arise portion thereof, made prior to the time the Transferee succeeded to Landlord’s interest other than if pursuant to this Agreement or the provisions of the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Attornment. If Lender Subject to the provisions of Section 24(f) below and provided that Landlord shall have obtained for Tenant’s benefit the SNDA that has been executed by the lender or mortgagee, in the event any other subsequent purchaser proceedings are brought for the foreclosure of, or in the event of exercise of the Property power of sale under, any deed of trust to secure debt given by Landlord and covering the Demised Premises, the party secured by any such deed of trust shall become recognize this Lease and, in the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason event of any other enforcement foreclosure sale under such deed of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”)trust, and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the this Lease shall not be terminated or affected thereby but shall continue in full force and effect effect, (x) Tenant shall attorn to the purchaser upon any such foreclosure or sale and recognize such purchaser as a direct lease between Purchaser the owner and Tenant upon landlord under this Lease, and (y) such party, as landlord: (i) shall recognize Tenant’s rights to continue to occupy the Demised Premises and exercise and enjoy all of its rights hereunder, and so long as Tenant complies with the terms, covenants terms and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue provisions of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser this Lease; (ii) shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment payments of rents, additional rents Base Annual Rent or other sums which Tenant may have paid Additional Rent more than one (1) month in advance of the their due date therefor to other than Tenant’s prepayments of Additional Rent in connection with Operating Expenses and Real Estate Taxes; (iii) shall have no obligation for the return of any Prior Landlord unless (i) such sums are security deposit not actually received by Purchaser or such party; (iiiv) such prepayment shall have been expressly approved of by Purchaser or (e) not be bound by any agreement terminating amendment or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior modification to the time Purchaser succeeded Lease to which such party has not consented in writing; (v) shall not be subject to any claim, defense or setoff which could be asserted against any predecessor Landlord’s interest. In the event that ; and (vi) shall have no liability for any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestdefault by any predecessor Landlord.
Appears in 1 contract
Samples: Deed of Lease (Cvent Inc)
Attornment. If Lender In the event any proceedings are brought for the foreclosure of, or any other subsequent purchaser in the event of exercise of the Property power of sale under, any deed to secure debt given by Landlord and covering the Demised Premises, Tenant shall become attorn to the purchaser upon any such foreclosure or sale and recognize such purchaser as the owner and landlord under this Deed of Lease, provided such owner, as landlord, shall recognize Tenant’s rights to continue to occupy the Property by reason Demised Premises and exercise all of its rights hereunder so long as Tenant complies with the foreclosure terms and provisions of the Security Instrument this Deed of Lease. Tenant further covenants and agrees to attorn to any successor to Landlord’s interest in any ground or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”)underlying lease, and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner that event, this Deed of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser Tenant herein and such landlord or its successor. Notwithstanding any request or designation by Tenant, Landlord may apply any payment received from Tenant upon all to any payment then due. Re-entry and acceptance of keys shall not be considered an acceptance of surrender. No waiver of any breach of any covenant, condition or agreement herein contained on one or more occasions shall operate as a waiver of the termscovenant, covenants and conditions set forth in the condition or agreement itself, or of any subsequent breach thereof. Landlord’s delay or failure to exercise or enforce any of Landlord’s rights or remedies or Tenant’s obligations shall not constitute a waiver of any such rights, remedies or obligations. No provision of this Deed of Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior been waived by Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability waiver shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestwriting signed by Landlord.
Appears in 1 contract
Samples: Deed of Lease (Saflink Corp)
Attornment. If Lender or any other subsequent purchaser of the Property shall Lendxx xxx Tenant agree that if Lendxx xxxll become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”)otherwise, and the conditions set forth in Section 2 above have been met at the time Purchaser Lender becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser Lender and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees Tenaxx xxxees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed Lendxx xxx Lendxx xxxees to accept such attornment, provided, however, that Purchaser the provisions of the Security Instrument shall govern with respect to the disposition of any casualty insurance proceeds or condemnation awards and Lender shall not be (a) obligated to complete any construction work acquired to be done by Landlord pursuant to the provisions of the Lease or to reimburse Tenant for any construction work done by Tenaxx, (x) liable (i) for the Landlord's failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser Lender shall become the owner of the Property, or (a) for any act or omission of Landlord, whether prior to or after such foreclosure or sale; (c) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless Lender shall be obligated under the same represent Lease as a continuing covenant result of fire, or other casualty or by reason of condemnation unless Lender shall be obligated under the Lease to make such repairs and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs; (d) required to make any capital improvements to the Property or to the premises demised under the Lease which Landlord may have agreed to make, but had not completed, or to perform or provide any services not related to possession or quiet enjoyment of the Landlord, such as premises demised under the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, Lease; (be) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser Lender shall become the owner of the Property, ; (cf) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, Landlord; (dg) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser Lender or (ii) such prepayment shall have been expressly approved of by Purchaser Lender, (h) bound to make any payment to Tenant which was required under the Lease, or otherwise, to be made prior to the time Lender succeeded to Landxxxx'x xnterest; (ei) bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without Lender’s prior Lendxx'x xrior written consent prior to the time Purchaser Lendxx xxxceeded to Landxxxx'x xnterest or (j) bound by any assignment of the Lease or sublease of the Property, or any portion thereof, made prior to the time Lender succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise 's interest other than if pursuant to this Agreement or the provisions of the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Lease Agreement (Skechers Usa Inc)
Attornment. If Lender In the event that Landlord transfers title to the Premises, or any other subsequent purchaser the Premises are acquired by another upon the foreclosure or termination of an Encumbrance to which this Lease is subordinated (i) Tenant shall, subject to the non-disturbance provisions of Section 20.3, attorn to such new owner, and upon request, enter into a new lease, containing all of the Property shall become terms and provisions of this Lease, with such new owner for the owner remainder of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”)term hereof, and the conditions set forth in Section 2 above have been met or, at the time Purchaser becomes owner election of the Propertysuch new owner, the this Lease shall not be terminated or affected thereby but shall continue in full force automatically become a new Lease between Tenant and effect as a direct lease between Purchaser and Tenant such new owner, upon all of the terms, covenants terms and conditions set forth in hereof, for the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition remainder of the Property term hereof, and (ii) Landlord shall thereafter be deemed to have agreed to accept relieved of any further obligations hereunder and such attornmentnew owner shall assume all of Landlord’s obligations hereunder, provided, however, except that Purchaser such new owner shall not be not: (a) be liable for the failure any act or omission of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred or with respect to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued events occurring prior to the date on which Purchaser shall become the owner acquisition of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, ownership; (b) be subject to any offsets, defenses, abatements offsets or counterclaims defenses which shall tenant might have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, landlord; (c) be bound by prepayment of more than one month’s rent, or (d) be liable for the return of rental any security deposits, if any, deposit paid by Tenant to any Prior Landlord in accordance with the prior landlord. Tenant waives its right under any current or future law which gives or purports to give Tenant any right to terminate or otherwise adversely affect this Lease unless such sums are actually received by Purchaser, (d) bound by as a result of any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance sale of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement Premises or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestforeclosure or termination of any Encumbrance.
Appears in 1 contract
Attornment. a) If Lender or Landlord’s interest in the Premises is acquired by any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of ground lessor, beneficiary under a deed of trust, mortgagee, or assignment purchaser at a foreclosure sale or in acquiring Landlord’s interest in the Premises in lieu of foreclosure Tenant shall attorn to the transferee or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth successor to Landlord’s interest in the Lease Premises and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of recognize such acquisition of the Property shall be deemed to have agreed to accept such attornmenttransferee or successor as Landlord under this Lease, provided, however, that Purchaser such transferee or successor agrees as set forth above, in a written SNDA not to disturb Tenant’s tenancy hereunder and agrees to be bound by and assume the terms, conditions and obligations of Landlord under this Lease, except that such assumption shall not be (a) liable for deemed of itself an acknowledgment by such purchaser or successor of the failure validity of any then existing Claims of Tenant against any prior landlord (any including Landlord). Within ten (10) business days of delivery by Landlord, Tenant shall execute such prior landlordcommercially reasonable further documents and assurances as such lender or such purchaser or successor may reasonably require, including an amendment to the this Lease with such changes as may be reasonably requested by such lender, successor or purchaser, provided such changes do not materially increase Tenant’s obligations under this Lease, or materially and adversely affect Tenant’s rights under the Lease. If Tenant fails to deliver such executed amendment to Landlord within ten (10) business days after delivery by Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues for more than three (3) days after written notice from and after the date when Purchaser acquires the PropertyLandlord, (b) subject then in addition to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded remedy available to Landlord’s interest. In the event , Tenant shall pay as Additional Rent One Thousand and no/100ths Dollars ($1,000.00) for every day after delivery of such second (2nd) notice that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.SNDA remains undelivered to
Appears in 1 contract
Attornment. If Lender or any other subsequent purchaser of Tenant agrees to attorn to and recognize as its landlord under the Property shall become the owner of Lease each party acquiring legal title to the Property by reason foreclosure (whether judicial or nonjudicial) of the foreclosure Security Instrument, deed-in-lien of foreclosure, or other sale in connection with enforcement of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement otherwise m satisfaction of the Security Instrument underlying loan (Lender or such other purchaser being hereinafter referred as “PurchaserSuccessor Owner”), and ) Provided that the conditions set forth in Section 2 above have been are met at the time Purchaser Successor Owner becomes owner of the Property, Successor Owner shall perform all obligations of the landlord under the Lease shall not be terminated or affected thereby but shall continue in full force arising from and effect as a direct lease between Purchaser and Tenant upon all of after the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees date title to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed is transferred to have agreed to accept such attornment, providedSuccessor Owner In no event, however, that Purchaser shall not will any Successor Owner be (a) liable for the failure any default, act or omission of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser Lease, (except that Successor Owner shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as not be relieved from the obligation to repair cure any defaults which are non-monetary and maintain certain aspects of continuing in nature, and such that Successor Owner’s failure to cure would constitute a continuing default under the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyLease), (b) subject to any offsets, defenses, abatements offset or counterclaims defense which shall Tenant may have accrued in favor of Tenant against any Prior Landlord prior landlord under the Lease (unless and to the date upon extent related to defaults which Purchaser shall become the owner of the Propertyare non-monetary and continuing in nature, such that Successor Owner’s failure to cure would constitute a continuing default), (c) liable for the return bound by any payment of rental security deposits, if any, paid rent or additional rent made by Tenant to any Prior Landlord more than 30 days in accordance with advance, except to the Lease unless extent such sums are amounts were actually received by PurchaserLender, (d) bound by any payment of rents, additional rents modification or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor supplement to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender waiver of the premises demised under the LeaseLease terms, made without Lender’s prior written consent prior thereto which consent shall not be unreasonably withheld, conditioned or delayed; (e) liable for the return of any security deposit or other prepaid charge paid by Tenant under the Lease, except to the extent such amounts were actually received by Lender, (f) liable or bound by any right of first refusal or option to purchase all or any portion of the Property; or (g) liable for construction or completion of any improvements to the Property or as required under the Lease for Tenant’s use and occupancy (whenever arising), provided however, this clause (g) shall in no way modify, limit or impair any obligation of Successor Owner to comply with the casualty and condemnation restoration provisions included in the Lease. Although the foregoing provisions of this Agreement are self-operative, Tenant agrees to execute and deliver to Lender or any Successor Owner such further instruments reasonably acceptable to Tenant as Lender or a Successor Owner may from time Purchaser succeeded to Landlord’s interesttime request in order to confirm this Agreement. In the event that If any liability of Purchaser Successor Owner does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to PurchaserSuccessor Owner’s interest in m the Property (including the rents, issues and shall in no event exceed such interestprofits therefrom).
Appears in 1 contract
Attornment. If Lender or any other subsequent purchaser In the event of a transfer of Borrower’s interest in the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of to a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument Purchaser (Lender or such other purchaser being hereinafter referred as “Purchaser”defined below), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to the Purchaser as its landlord under the Lease and Purchaser to be bound by virtue of such acquisition all of the Property shall be deemed to have agreed to accept such attornment, provided, however, provisions of the Lease for the balance of the term thereof; provided that the Purchaser shall not be be:
(a) liable Liable for the failure any act or omission of any prior landlord Prior Landlord (as defined below) or subject to any such prior landlord, including Landlord, being hereinafter referred to as a “offsets or defenses which Tenant might have against any Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, ;
(b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable Liable for the return of any rental security depositsdeposit, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) or bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) Landlord, except to the extent such sums are actually received by Purchaser;
(c) Bound by any amendment to the Lease made without the prior written consent of Lender;
(d) Liable for obligations under the Lease or for obligations which first accrue after Purchaser has sold or (ii) such prepayment shall have been expressly approved of by Purchaser or otherwise transferred its interest in the Property;
(e) Obligated to install, construct or pay for any tenant or other improvements or alterations to or on the Premises or Property; bound to restore the Premises or Property after a casualty for a cost in excess of any insurance proceeds received by Lender with respect to such casualty; or bound to restore the Premises or Property after a taking in condemnation for a cost in excess of the portion of any condemnation award made specifically for that purpose;
(f) Bound by any agreement terminating restriction on competition beyond the Property;
(g) Bound by any notice of termination, cancellation or amending surrender of the Lease made without the prior written consent of Lender;
(h) Bound by any option to purchase, right of first offer to purchase or modifying right of first refusal to purchase with respect to the rent, term, commencement date Property or other material terms any portion thereof;
(i) Liable for the breach of any representation or warranty made by Prior Landlord in the Lease; or
(j) Liable for any indemnity obligation of Prior Landlord contained in the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior except with respect to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestacts or omissions.
Appears in 1 contract
Samples: Lease Agreement (Gsi Group Inc)
Attornment. If Lender or any other subsequent purchaser of and Tenant agree that upon the Property shall become the owner conveyance of the Property by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyotherwise, the Lease shall not be terminated or affected thereby (at the option of the transferee of the Property (the “Transferee”) if the conditions set forth in Section 2 above have not been met at the time of such transfer) but shall continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser the Transferee and Purchaser by virtue of such acquisition of the Property Transferee shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser the Transferee shall not be (a) liable (i) for the Landlord’s failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser the Transferee shall become the owner of the Property, unless the same represent a continuing covenant or (ii) for any act or omission of the Landlord, whether prior to or after such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Propertyforeclosure or sale, (b) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless the Transferee shall be obligated under the Lease to make such repairs, (c) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser the Transferee shall become the owner of the Property, (cd) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaserthe Transferee, (de) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser the Transferee or (ii) such prepayment shall have been expressly approved of by Purchaser the Transferee, (f) bound to make any payment to Tenant which was required under the Lease, or otherwise, to be made prior to the time the Transferee succeeded to Landlord’s interest, (eg) bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without the Lender’s prior written consent prior to the time Purchaser the Transferee succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Attornment. If Lender It is further agreed that (a) if any Mortgage shall be ---------- foreclosed, or if any other subsequent purchaser Ground Lease be terminated, (i) the liability of the Property Mortgagee or purchaser at such foreclosure sale or the liability of a subsequent owner designated as Landlord under this Lease shall become exist only so long as such Mortgagee, purchaser or owner is the owner of the Property by reason Building or the land on which the Building is located, and such liability shall not continue or survive after further transfer of ownership; and (ii) upon request of the Mortgagee, if the Mortgage shall be foreclosed, Tenant will attorn, as Tenant under this Lease, to the purchaser at any foreclosure sale under any Mortgage or upon request of the Security Instrument Ground Lessor, if any Ground Lease shall be terminated, Tenant will attorn as Tenant under this Lease to the Ground Lessor, and Tenant will execute such instruments as may be necessary or appropriate to evidence such attornment; (b) this Lease may not be modified or amended so as to reduce the acceptance Rent or shorten the Term provided hereunder, or so as to adversely affect in any other respect to any material extent the rights of Landlord or its successor, nor shall this Lease be canceled or surrendered, without the prior written consent, in each instance, of the First Mortgagee; and (c) Tenant waives the provisions of any statute or rule of law, now or hereafter in effect, that may give or purport to give Tenant any right to terminate or otherwise adversely affect Landlord's interest in this Lease or reduce or limit the obligations of Tenant hereunder in the event of the prosecution or completion of any such foreclosure proceeding. No Mortgagee or any purchaser at a deed foreclosure sale shall be liable for any act or assignment in lieu omission of foreclosure Landlord which occurred prior to such sale or conveyance, nor shall Tenant be entitled to any offset against or deduction from Rent due after such date by reason of any other enforcement act or omission of the Security Instrument (Lender or Landlord prior to such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that eventdate. Further, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property that no Mortgagee shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be bound by the prepayment of Rent made in excess of sixty (a60) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to days before the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestis due.
Appears in 1 contract
Samples: Office Lease (Intek Information Inc)
Attornment. If Lender any mortgagee (or any other subsequent purchaser its nominee or designee) shall succeed to the rights of the Property shall become the owner of the Property by reason of the Landlord hereunder through possession or foreclosure of the Security Instrument or the acceptance of a action, deed or assignment in lieu of foreclosure or otherwise, or another person purchases the Property or the portion thereof containing the Premises upon or following foreclosure or in connection with any bankruptcy case commenced by reason or against Landlord, then at the request of any other enforcement of the Security Instrument Landlord’s mortgagee (Lender or its nominee or designee) or such other purchaser (Landlord’s mortgagee, its nominees and designees, and such purchaser, and their respective successors and assigns, each being hereinafter referred as a “PurchaserSuccessor Landlord”), Tenant shall attorn to and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyrecognize Successor Landlord as Tenant’s landlord hereunder and shall promptly execute and deliver any instrument that Successor Landlord may reasonably request to evidence such attornment. Upon such attornment, the this Lease shall not be terminated or affected thereby but shall continue in full force and effect as, or as if it were, a direct lease between Purchaser Successor Landlord and Tenant upon all of the terms, conditions and covenants and conditions as are set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, except as otherwise provided below; provided, however, that Purchaser such Successor Landlord may at any time elect to terminate this Lease in its sole discretion. Any such termination shall be followed by a period not to exceed one hundred twenty (120) days during which Tenant shall reasonably cooperate with Successor Lender and any hotel operator selected by Successor Landlord to transition the operation of the Premises. If this Lease shall have terminated by operation of law or otherwise as a result of or in connection with a bankruptcy case commenced by or against Landlord or a foreclosure action or proceeding or delivery of a deed in lieu thereof, upon request of Successor Landlord, Tenant shall, promptly execute and deliver a direct lease with Successor Landlord which direct lease shall be on substantially the same terms and conditions as this Lease (asubject, however, to the provisions of following clauses (a)-(e) of this Section 3) and shall be effective as of the day this Lease shall have terminated as aforesaid. Notwithstanding the continuation of this Lease, the attornment of Tenant thereunder or the execution of a direct lease between Successor Landlord and Tenant as aforesaid, Successor Landlord shall not:
a. be liable for the failure any previous act or omission of any prior landlord Landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) or its predecessors in interest);
b. be subject to any credits, offsets, defensesclaims, abatements counterclaims, demands or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums defenses which Tenant may have paid more than one against Landlord (1) month or its predecessors in advance interest);
c. be liable or obligated to comply with or fulfill any of the due date therefor obligations of Landlord hereunder or any agreement relating thereto with respect to the construction of, or payment for, improvements on or above the Premises (or any Prior Landlord unless (i) such sums are portion thereof), leasehold improvements, tenant work letters and/or similar items;
d. be required to account for any security deposit other than any security deposit actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) delivered to Successor Landlord; or
e. bound by any agreement terminating or amending or modifying modification of this Lease made without the rent, term, commencement date or other material terms written consent of the Lease, or any voluntary surrender of the premises demised Successor Landlord if such party had a consent right under the Lease, made without Lender’s prior written consent prior to Loan Documents at the time Purchaser succeeded to Landlordthat such modification was executed and such modification was executed without such party’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestconsent.
Appears in 1 contract
Samples: Lease Agreement (Bh Re LLC)
Attornment. If Lender the lessor of a superior lease or any other subsequent purchaser the holder of a ---------- superior mortgage succeeds to Landlord's rights under this Lease, whether through possession or foreclosure action or delivery of a new lease or deed, then at the request of the Property successor party ("successor landlord") and upon such successor landlord's written agreement to accept Tenant's attornment, Tenant shall become attorn to and recognize the owner of successor landlord as Tenant's landlord under this Lease, and shall promptly execute and deliver any instrument requested by the Property by reason of the foreclosure of the Security Instrument successor landlord to evidence such attornment. If Tenant refuses or fails promptly upon reasonable request to execute such instrument, Tenant hereby irrevocably appoints Landlord or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of successor landlord its attorney-in-fact to execute and deliver the Security Instrument (Lender or instrument on its behalf. Upon such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the attornment this Lease shall not be terminated or affected thereby but shall continue in full force and effect as if it were a direct lease between Purchaser the successor landlord and Tenant upon all of the terms, conditions, and covenants and conditions set forth in the Lease it and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept applicable after such attornment. However, provided, however, that Purchaser the successor landlord shall not be not:
(a) liable Have any liability for the refusal or failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under or complete Landlord's work or otherwise to prepare the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable Leased Premises for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord occupancy in accordance with the Lease unless such sums are provisions of Exhibit "B" of this Lease;
(b) Be obligated under Article X to repair, restore, replace, or rebuild the Building or the Leased Premises, in case of total or substantially total damage or destruction, beyond any repair, restoration, or rebuilding that can reasonably be accomplished with the net proceeds of insurance actually received by Purchaserby, or made available to, the successor landlord;
(c) Be liable for any of Landlord's previous acts or omissions under this Lease;
(d) Be subject to any offset, not expressly provided for in this Lease, which has previously accrued to Tenant against Landlord;
(e) Be bound by any payment previous modification of rentsthis Lease, additional rents or other sums which Tenant may have paid by any previous prepayment of more than one (1) month in advance of month's rent, unless the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser modification or (ii) such prepayment shall have has been expressly approved of in writing by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms lessor of the Lease, superior lease or any voluntary surrender the holder of the premises demised under superior mortgage through or by reason of which the Lease, made without Lender’s prior written consent prior to the time Purchaser successor landlord has succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to 's rights under this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Lease Agreement (Dice Inc)
Attornment. If Lender For the purposes of this Section, the term "Successor ---------- Landlord" shall mean the Superior Lessor or Superior Mortgagee if the same succeeds to the rights of Landlord under this Lease, whether through possession or foreclosure action or delivery of a new lease or deed, or any other subsequent purchaser third party that succeeds to the rights of Landlord under this Lease by virtue of having purchased the Land and the Building at a foreclosure sale. The Successor Landlord shall accept Xxxxxx's attornment, assume Xxxxxxxx's obligations under the Lease, and shall not disturb Tenant's quiet possession of the Property Premises. Tenant shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of attorn to and recognize such Successor Landlord as Xxxxxx's Landlord under this Lease and shall promptly execute and deliver any other enforcement of the Security Instrument (Lender or instrument that such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Successor Landlord may reasonably request to evidence such attornment. Upon such attornment this Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser the Successor Landlord and Tenant upon all of the terms, conditions and covenants and conditions as are set forth in this Lease except that the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property Successor Landlord shall not: (i) be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure any previous act or omission of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under this Lease except that the Successor Landlord shall have a reasonable period of time to cure any continuing breach of this Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of caused by the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, 's prior acts or omissions; (bii) be subject to any offsetsoffset, defenses, abatements deficiency or counterclaims defense which theretofore shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, Landlord; (ciii) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) be bound by any payment previous modification of rents, additional rents this Lease or other sums which Tenant may have paid by any previous prepayment of more than one (1) month in advance of the due date therefor to any Prior Landlord month's Base Rent, unless (i) such sums are actually received by Purchaser modification or (ii) such prepayment shall have been expressly approved in writing by the Superior Lessor or the Superior Mortgagee whose name and address shall previously have been furnished to Tenant and through or by reason of by Purchaser which the Successor Landlord shall have succeeded to the right of Landlord under this Lease; (iv) be liable for the commencement or (e) bound by completion of any agreement terminating construction or amending any contribution toward construction or modifying installation of any improvements upon the rent, term, commencement date or other material terms of the Premises required under this Lease, or any voluntary surrender expansion or rehabilitation of existing improvements upon the Premises, or for restoration of improvements following any casualty not required to be insured under this Lease or for the costs of any restoration in excess of the premises demised proceeds recovered under any insurance required to be carried under this Lease; (v) be liable for any lien, right, power or interest, if any, which may have arisen or intervened in the period between the recording of any Superior Mortgage and the execution of this Lease or any lien or judgment which may arise at any time under the terms of this Lease, made without Lender’s prior written consent prior ; or (vi) be liable for the return of any security deposit which was not actually transferred to the time Purchaser succeeded to Successor Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability Successor Landlord shall be limited and restricted deemed to Purchaser’s interest in have agreed, by taking title to the Property and shall in no event exceed Building, to undertake all of Landlord's obligations under this Lease arising after such interestattornment.
Appears in 1 contract
Attornment. If Lender any mortgagee (or any other subsequent purchaser its nominee or designee) shall succeed to the rights of the Property shall become the owner of the Property by reason of the Landlord hereunder through possession or foreclosure of the Security Instrument or the acceptance of a action, deed or assignment in lieu of foreclosure or otherwise, or another person purchases the Property or the portion thereof containing the Premises upon or following foreclosure or in connection with any bankruptcy case commenced by reason or against Landlord, then at the request of any other enforcement of the Security Instrument Landlord’s mortgagee (Lender or its nominee or designee) or such other purchaser (Landlord’s mortgagee, its nominees and designees, and such purchaser, and their respective successors and assigns, each being hereinafter referred as a “PurchaserSuccessor Landlord”), Tenant shall attorn to and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyrecognize Successor Landlord as Tenant’s landlord hereunder and shall promptly execute and deliver any instrument that Successor Landlord may reasonably request to evidence such attornment. Upon such attornment, the this Lease shall not be terminated or affected thereby but shall continue in full force and effect as, or as if it were, a direct lease between Purchaser Successor Landlord and Tenant upon all of the terms, conditions and covenants and conditions as are set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, except as otherwise provided below; provided, however, that Purchaser such Successor Landlord may at any time elect to terminate this Lease in its sole discretion. Any such termination shall be followed by a period not to exceed one hundred twenty (120) days during which Tenant shall reasonably cooperate with Successor Lender and any casino operator selected by Successor Landlord to transition the operation of the Hotel Casino. If this Lease shall have terminated by operation of law or otherwise as a result of or in connection with a bankruptcy case commenced by or against Landlord or a foreclosure action or proceeding or delivery of a deed in lieu thereof, upon request of Successor Landlord, Tenant shall, promptly execute and deliver a direct lease with Successor Landlord which direct lease shall be on substantially the same terms and conditions as this Lease (asubject, however, to the provisions of following clauses (a)-(f) of this Section 3) and shall be effective as of the day this Lease shall have terminated as aforesaid. Notwithstanding the continuation of this Lease, the attornment of Tenant thereunder or the execution of a direct lease between Successor Landlord and Tenant as aforesaid, Successor Landlord shall not:
a. be liable for the failure any previous act or omission of any prior landlord Landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) or its predecessors in interest);
b. be subject to any credits, offsets, defensesclaims, abatements counterclaims, demands or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums defenses which Tenant may have paid more than one against Landlord (1) month or its predecessors in advance interest);
c. be liable or obligated to comply with or fulfill any of the due date therefor obligations of Landlord hereunder or any agreement relating thereto with respect to the construction of, or payment for, improvements on or above the Premises (or any Prior Landlord unless (i) such sums are portion thereof), leasehold improvements, tenant work letters and/or similar items;
d. be required to account for any security deposit other than any security deposit actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) delivered to Successor Landlord; or
e. bound by any agreement terminating or amending or modifying modification of this Lease made without the rent, term, commencement date or other material terms written consent of the Lease, or any voluntary surrender of the premises demised Successor Landlord if such party had a consent right under the Lease, made without Lender’s prior written consent prior to Loan Documents at the time Purchaser succeeded to Landlordthat such modification was executed and such modification was executed without such party’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestconsent.
Appears in 1 contract
Samples: Lease Agreement (Bh Re LLC)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”’) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred to as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon, subject to the observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term with the same force and effect as if Purchaser were the lessor under the Lease subject to the terms of Section 4 of this Agreement; provided, however, that Purchaser shall not be be:
(a) liable for the failure of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless provided that the foregoing shall not limit Purchaser’s liability for, and obligations under the Lease to correct, any conditions that (i) existed as of the date Purchaser shall become the owner of the Property and (ii) violate Purchaser’s obligations as landlord under the Lease; provided further, however, that Purchaser shall have received written notice of such omissions, conditions or violations and has had an opportunity to cure the same represent a continuing covenant as provided in Section 5 below, all pursuant to the terms and conditions of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, Lease;
(b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, except for (i) the right to recapture from rent any reasonable amounts expended by Tenant to cure a default of any Prior Landlord for which Lender had received a copy of notice pursuant to the terms hereof and would have been required to cure upon succeeding to the interest of Prior Landlord, and (ii) any rental abatements and/or credits available to Tenant pursuant to Section 3.1, Article 16 or Article 17 of, or the Services Exhibit attached as Exhibit F to, the Lease;
(c) liable for damages for any breach, act or omission of any Prior Landlord which have accrued prior to the time Purchaser succeeded to any Prior Landlord’s interest under the Lease by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument;
(d) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, ;
(de) bound by any obligation which may appear in the Lease to perform any initial improvement work to the Property to prepare the premises demised under the Lease for occupancy by Tenant;
(f) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser;
(g) subject to the terms and provisions of Section 7 below, bound by any obligation to make any payment to Tenant which was required to be made prior to the time Purchaser succeeded to any Prior Landlord’s interest under the Lease by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument, except for any payments resulting from any rental abatements and/or credits available to Tenant pursuant to Section 3.1, Article 16 or Article 17 of, or the Services Exhibit attached as Exhibit F to, the Lease;
(eh) bound by any agreement terminating amendment or amending or modifying modification of the rent, term, commencement date term or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without Lender’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest, provided, however, that no consent from Lender or Purchaser shall be required to any amendment or modification (including, without limitation, termination) of the Lease either expressly provided for in the Lease or entered into as a result of Tenant’s exercise of any renewal, expansion, first refusal, first offer or other options or rights contained in the Lease; or
(i) responsible for the making of repairs in or to the Property in the case of damage or destruction to the Property or any part thereof due to fire or other casualty or by reason of condemnation unless Purchaser is obligated under the Lease to make such repairs and Purchaser receives insurance proceeds (or would have received insurance proceeds if Purchaser maintained the insurance required of Landlord under Article XII of the Lease) or condemnation awards sufficient to finance the completion of such repairs. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property (and the rents, issues and profits derived therefrom and, in the event of a sale thereof, the proceeds of any such sale) and shall in no event exceed such interest.
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Attornment. If Lender or Upon any other subsequent purchaser of the Property shall become the owner conveyance of the Property by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”)otherwise, and if the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of such transfer or, if such conditions have not been met at such time, at the option of the Propertytransferee of the Property (the “Transferee”), the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser the Transferee and Purchaser the Transferee by virtue of such its acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser the Transferee shall not be (a) liable (i) for the Landlord’s failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date (the “Transfer Date”) on which Purchaser the Transferee shall become the owner of the PropertyProperty (such obligations, unless “Landlord’s Obligations”) or (ii) for any act or omission of Landlord (whether prior to or after such foreclosure or sale); provided, however, that nothing contained in clauses (i) and (ii) above shall exculpate, or be construed as exculpating, the same represent a Transferee from liability for any default of Landlord under the Lease continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyTransfer Date, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued to Tenant against Landlord prior to the Transfer Date; provided, however, that the Transferee shall be subject to such offsets, defenses, abatements and counterclaims in favor of Tenant against any Prior Landlord prior as are expressly permitted pursuant to the date upon which Purchaser shall become the owner terms of the PropertyLease, including, without limitation, any offsets available to Tenant with respect to Landlord’s FAOP Contribution and Landlord’s SAOP Contribution (as such terms are defined in the Lease), (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaseror credited to the Transferee, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of their date due pursuant to the due date therefor provisions of the Lease to any Prior Landlord unless (i) such sums are actually received by Purchaser or credited to the Transferee or such sums are an estimated payment against annual pass-through charges, or (ii) such prepayment shall have been expressly approved of by Purchaser or the Transferee, (e) bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without Lenderthe Agent’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that Transfer Date, except for any liability of Purchaser does arise such agreements made pursuant to this Agreement or provisions of the LeaseLease which contemplate the making of such agreements, such liability shall be limited and restricted (f) liable for any tenant improvement allowance payable to PurchaserTenant as reimbursement for the costs incurred by Tenant in preparing the premises demised under the Lease for Tenant’s interest in occupancy. Notwithstanding the Property and shall foregoing, in no event exceed shall the Transferee be liable to make any out-of-pocket payments to Tenant in order to reimburse Tenant for any overpayments of additional rent with respect to escalations in Expenses (as such interestterm is defined in the Lease) and/or real estate taxes made by Tenant to Landlord prior to the Transfer Date, so long as the Transferee, at least twenty (20) days prior to the Transfer Date, requests Tenant in writing to inform the Transferee of any such amounts that may be payable to Tenant pursuant to the Lease and Tenant fails to do so before the Transfer Date and provided further that the foregoing shall not be deemed to abrogate Tenant’s audit rights under the Lease. If, as a result of any such audit, any such reimbursements are determined in accordance with the terms of the Lease to be due and payable to Tenant, Tenant shall have the right to offset the amount thereof against the next installment(s) of fixed annual rent payable under the Lease and in no event shall the Transferee be liable to make any out-of-pocket payments to Tenant on account thereof.
Appears in 1 contract
Samples: Lease Agreement (Coty Inc /)
Attornment. If Lender If, at any time prior to the termination of this Lease, the Lessor or any other subsequent purchaser Mortgagee, or their successors or assigns, who acquire the interest of Landlord under this Lease through foreclosure action or a deed-in-lieu thereof, whereby the Property shall become Lessor or Mortgagee succeeds to the owner rights of the Property by reason of the Landlord under this Lease through possession or foreclosure of the Security Instrument or the acceptance delivery of a new lease or deed or assignment in lieu of foreclosure or by reason otherwise, Tenant agrees, at the election and upon request of any other enforcement of such party (hereinafter called the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”"Successor Landlord"), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn fully and completely from time to Purchaser time, and Purchaser by virtue to recognize any such Successor Landlord as Tenant's landlord under this Lease upon the executory terms of such acquisition of the Property shall be deemed to have agreed to accept such attornment, this Lease; provided, however, that Purchaser such Successor Landlord shall not be (a) liable for agree in writing to accept Tenant's attornment. The foregoing provisions of this Section 13.03 shall inure to the failure benefit of any prior landlord (such Successor Landlord, shall apply notwithstanding that, as a matter of law, this Lease may terminate upon the termination of a Superior Lease, shall be self-operative upon any such prior landlorddemand, including and no further instrument shall be required to give effect to said provisions. Tenant, however, upon demand of any such Successor Landlord, being hereinafter referred agrees to as a “Prior Landlord”) execute any instruments to perform evidence and confirm the foregoing provisions of this Section 13.03, satisfactory to any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the such Successor Landlord, acknowledging such as attornment and setting forth the obligation to repair terms and maintain certain aspects conditions of the Property, but only to the extent such failure continues from its tenancy and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior hereby constitutes and appoints Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable attorney-in-fact for the return of rental security deposits, if any, paid by Tenant to execute any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment instrument for and on behalf of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseTenant, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such appointment being coupled with an interest.
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Attornment. (a) If Lender Agent or any other subsequent purchaser Person (including any nominee or designee of the Property Agent and/or Lenders) shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender Agent or such other purchaser Person being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser (as to each Purchaser, only during the period of its ownership) and Tenant upon all of the terms, covenants and conditions set forth in the Lease and and, in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon, subject to the observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term with the same force and effect as if Purchaser were the lessor under the Lease subject to the terms of Section 4 of this Agreement; provided, however, that Purchaser shall not be be:
(ai) liable for the failure of any breach or default or other act or omission of, any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) to perform any ), or obligations of Prior Landlord accruing under the Lease which have accrued prior to the date on which Purchaser shall become the owner Purchaser’s actual ownership of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, ;
(bii) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, ;
(ciii) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, ;
(div) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (ix) such sums are actually received by Purchaser or (iiy) such prepayment shall have been expressly approved of in writing by Purchaser or Purchaser;
(ev) bound by (x) any agreement (1) terminating or the Lease, (2) amending or modifying the rentLease, term, commencement date or other material waving any terms of the Lease, or (3) transferring to the Landlord costs and expenses previously paid or payable by Tenant under the Lease, or (y) any voluntary surrender of the premises demised under the Lease, in any of the foregoing cases made without LenderAgent’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In ;
(vi) responsible for the event that making of repairs in or to the Property in the case of damage or destruction to the Property or any liability part thereof due to fire or other casualty or by reason of condemnation unless Purchaser does arise pursuant is obligated under the Lease to make such repairs and Purchaser receives insurance proceeds or condemnation awards sufficient to finance the completion of such repairs;
(vii) liable for or incur any obligation with respect to any breach of warranties or representations of any nature under the Lease or otherwise, including, without limitation, any warranties or representations respecting use, compliance with zoning, Landlord’s or Purchaser’s title, Landlord’s authority, habitability and/or fitness for any purpose, or possession;
(viii) liable for or incur any obligation with respect to the construction of the Property or any improvements of the demised premises or the Property, or for any tenant allowances; or
(ix) except any assignment or sublet permitted under the Lease as to which Landlord’s consent is not required, bound by any assignment or sublet, made without Agent’s prior written consent.
(b) Each Purchaser, upon a further transfer of the Property and the Lease, shall automatically be released from any and all obligations and liabilities as the lessor under the Lease accruing or arising after the date of such transfer.
(c) Notwithstanding anything in this Agreement or in the Lease to the contrary, Purchaser shall not be personally liable for the payment of any claim hereunder or under the Lease, or for the performance of any obligation, agreement, contribution, or term to be performed or observed by Purchaser hereunder or under the Lease, such liability shall be limited and restricted to Purchaser’s interest liability being limited to its then interest, if any, in the Property, and Tenant shall look exclusively to such interest, if any, of Purchaser in the Property for the payment and discharge of any obligations imposed upon Purchaser hereunder or under the Lease, and Tenant shall not collect or attempt to collect any amounts out of any other assets of Purchaser or any of its affiliates. Purchaser shall under no circumstances be liable for any incidental, consequential, punitive, or exemplary damages.
(d) Tenant agrees to execute and deliver at any time and from time to time, upon the request of any holder(s) of any of the indebtedness or other obligations secured by the Security Instrument, or upon request of any Purchaser, (i) any instrument or certificate which, in the reasonable judgment of such holder(s) or such Purchaser, may be necessary or appropriate in any proceeding or otherwise to evidence Tenant’s attornment as provided herein, and (ii) an instrument or certificate regarding the status of the Lease, consisting of statements, if true (and if not true, specifying in what respect), (A) that the Lease is in full force and effect, (B) the date through which rentals have been paid, (C) the duration and date of the commencement of the term of the Lease, (D) the nature of any amendments or modifications to the Lease, (E) that no event exceed such interestdefault, or state of facts, which with the passage of time, or notice, or both, would constitute a default, exists on the part of either party to the Lease (to the best of Tenant’s knowledge with respect to Landlord), and (F) the dates on which payments of additional rent, if any, are due under the Lease.
Appears in 1 contract
Samples: Revolving Credit Agreement (Strategic Realty Trust, Inc.)
Attornment. If Lender or any other subsequent purchaser In the event the interests of the Property LANDLORD under this Lease shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure be transferred voluntarily or by reason of any foreclosure or other proceedings for enforcement of any first mortgage of the Security Instrument Leased Premises, TENANT shall be bound to such transferee (Lender or such other purchaser being hereinafter referred as “herein sometimes called the "Purchaser”)") for the balance of the Term hereof remaining, and any extensions or renewals thereof which may be effective in accordance with the conditions set forth in Section 2 above have been met at terms and provisions hereof, with the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full same force and effect as a direct lease between if the Purchaser were the LANDLORD under this Lease, and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees TENANT does hereby agree to attorn to the Purchaser, including the mortgagee under any such mortgage if it be the Purchaser, as its LANDLORD, said attornment to be effective and self-operative without the execution of any further instruments upon the Purchaser and Purchaser by virtue of such acquisition succeeding to the interest of the Property shall be deemed to have agreed to accept LANDLORD under this Lease. The respective rights and obligations of TENANT and the Purchaser upon such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance then remaining balance of the due date therefor to Term of this Lease and any Prior Landlord unless (i) such sums extensions and renewals, shall be and are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interestsame as those set forth herein. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Leasesuch transfer of LANDLORD'S interests, such liability LANDLORD shall be limited released and restricted relieved from all liability and responsibility thereafter accruing to Purchaser’s interest TENANT under this Lease or otherwise and LANDLORD'S successor by acceptance of Rents from TENANT hereunder shall become liable and responsible to TENANT in respect to all obligations of the Property and shall in no event exceed such interestLANDLORD under this Lease.
Appears in 1 contract
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless provided that the same represent foregoing shall not limit Purchaser’s obligations under the Lease to correct any conditions of a continuing covenant nature that (i) existed as of the Landlord, such as date Purchaser shall become the obligation to repair and maintain certain aspects owner of the PropertyProperty and (ii) violate Purchaser’s obligations as Landlord under the Lease; provided further, but only however, that Purchaser shall have received written notice of such omissions, conditions or violations and has had a reasonable opportunity to cure the same, all pursuant to the extent such failure continues from terms and after conditions of the date when Purchaser acquires the Property, Lease; (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or Purchaser, (ed) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent or (e) bound by any assignment of the Lease or sublease of the Property, or any portion thereof, made prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise interest other than if pursuant to this Agreement the provisions of the Lease. Alternatively, upon the written request of Lender or its successors or assigns, Tenant shall enter into a new lease of the Premises with Lender or such successor or assign, at Lender’s or such successor or assign’s cost and expense, for the then remaining term of the Lease, such liability shall be limited upon the same terms and restricted to Purchaser’s interest conditions as contained in the Property and shall Lease, except as otherwise specifically provided in no event exceed such interestthis Agreement.
Appears in 1 contract
Samples: Standard Form Shopping Center Lease (Pacific Premier Bancorp Inc)
Attornment. If Lender or the interest of Landlord is transferred to any other subsequent purchaser of the Property shall become the owner of the Property person (a “Transferee”) by reason of the foreclosure termination or foreclosure, or proceedings for enforcement, of the Security Instrument an Encumbrance, or the acceptance by delivery of a deed or assignment in lieu of such foreclosure or by reason of any other enforcement of proceedings, Tenant will immediately and automatically attorn to the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Transferee. Upon attornment this Lease shall not be terminated or affected thereby but shall will continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant Tenant, upon all of the same terms, conditions and covenants and conditions set forth as stated in this Lease, except that the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall Transferee will not be be: (a) liable for the failure any act or omission of any prior landlord, including Landlord (but such exemption will not excuse the Transferee from the performance of any obligations of the landlord under this Lease required to be performed subsequent to the transfer to the Transferee); (b) subject to any offsets or defenses which Tenant might have against any prior landlord, including Landlord (excluding any express right of abatement granted under this Lease, provided that the Lender who held the Encumbrance the enforcement of which resulted in the transfer to the Transferee (the “Foreclosing Lender”) was afforded any notice and cure rights to which it was entitled under Section 21.1 with respect to the matter that gave rise to such express right of abatement); (c) bound by any Rent or advance Rent which Tenant might have paid for more than the current month or the next succeeding month to any prior landlord, including Landlord, being hereinafter referred and all such Rent will remain due and owing, regardless of such advance payment; (d) obligated for repayment to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner Tenant of the PropertySecurity Deposit or any other security or advance rental deposit made by Tenant, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only except to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior same is paid over to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser Transferee; or (e) bound by any agreement terminating termination, amendment or amending or modifying modification of this Lease (other than one expressly contemplated by the rent, term, commencement date or other material terms of this Lease and effected according to such express terms, such as a termination by Landlord due to a Default by Tenant) made without the Lease, or any voluntary surrender written consent of the premises demised under the LeaseForeclosing Lender. Tenant agrees, made upon request by and without Lender’s prior written consent prior cost to the time Purchaser succeeded Transferee, to Landlord’s interest. In promptly execute and deliver to the event that any liability of Purchaser does arise pursuant Transferee such instrument(s) as may be reasonably required to this Agreement or the Lease, evidence such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestattornment.
Appears in 1 contract
Attornment. If Lender or any other subsequent purchaser and Tenant agree that upon the conveyance of the Property shall become the owner of ---------- the Property by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyotherwise, the Lease shall not be terminated or affected thereby (at the option of the transferee of the Property (the "Transferee") if the conditions set forth in Section 2 above have not been met at the time of such transfer) but shall continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser the Transferee and Purchaser by virtue of such acquisition of the Property Transferee shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser the provisions of the Mortgage and the Loan Agreement shall govern with respect to the disposition of any casualty insurance proceeds or condemnation awards and the Transferee shall not be (a) obligated to complete any construction work required to be done by Landlord pursuant to the provisions of the Lease or to reimburse Tenant for any construction work done by Tenant, (b) liable (i) for the Landlord's failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser the Transferee shall become the owner of the Property, unless the same represent Property (providing that nothing set forth herein shall be deemed to negate a continuing covenant of Transferee's obligation to perform the Landlord, such as 's obligations under the obligation to repair and maintain certain aspects Lease arising after the date the Transferee becomes owner of the Property), or (ii) for any act or omission of Landlord, whether prior to or after such foreclosure or sale, (c) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless the Transferee shall be obligated under the Lease to make such repairs and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs, (d) required (i) to make any capital improvements to the Property or to the premises demised under the Lease which Landlord may have agreed to make, but only had not completed, or (ii) to perform or provide any services, in either case, not required to be made or be performed by the extent such failure continues from and after Landlord under the date when Purchaser acquires the PropertyLease, (be) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser the Transferee shall become the owner of the Property, (cf) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaserthe Transferee, (dg) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser the Transferee or (ii) such prepayment shall have been expressly approved of by Purchaser the Transferee, (h) bound to make any payment to Tenant which was required under the Lease, or otherwise, to be made prior to the time the Transferee succeeded to Landlord's interest, (ei) bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without Lender’s the Transferee's prior written consent prior to the time Purchaser the Transferee succeeded to Landlord’s interest. In 's interest or (j) bound by any assignment of the event that Lease or sublease of the Property, or any liability of Purchaser does arise portion thereof, made prior to the time the Transferee succeeded to Landlord's interest other than if pursuant to this Agreement or the provisions of the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Lease (Cmgi Inc)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or on such other purchaser being hereinafter referred as “"Purchaser”"), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “"Prior Landlord”") to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless provided that the same represent a continuing covenant foregoing shall not limit Purchaser's obligations under the Lease to correct any conditions that (i) existed as of the Landlord, such as date Purchaser shall become the obligation to repair and maintain certain aspects owner of the PropertyProperty and (ii) violate Purchaser's obligations as landlord under the Lease; provided further, but only however, that Purchaser shall have received written notice of such omissions, conditions or violations and has had a reasonable opportunity to cure the same, all pursuant to the extent such failure continues from terms and after conditions of the date when Purchaser acquires the PropertyLease, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s 's or Purchaser's prior written consent prior to the time Purchaser succeeded to Landlord’s 's interest, other than with respect to the exercise of any right, options, or elections presently contained in the Lease, including, without limitation, options to terminate and options to extend. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s 's interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Attornment. If Lender at any time prior to the expiration of the Term, any Superior Lease shall terminate or be terminated for any reason or any other subsequent purchaser Mortgagee comes into possession of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed estate created by any Superior Lease by receiver or assignment in lieu of foreclosure or by reason otherwise, Tenant agrees, at the election and upon demand of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the termsLessor, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure or of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner Mortgagee in possession of the Property, unless to attorn, from time to time, to any such owner, Lessor or Mortgagee or any person acquiring the same represent interest of Landlord as a continuing covenant result of any such termination, or as a result of a foreclosure of the Mortgage or the granting of a deed in lieu of foreclosure, then upon the executory terms and conditions of this Lease, subject to the provisions of Section 13.1 herein, for the remainder of the Term, provided that such owner, Lessor or Mortgagee, as the case may be, or receiver caused to be appointed by any of the foregoing, shall then be entitled to possession of the Premises, The provisions of this Section shall inure to the benefit of any such owner, Lessor or Mortgagee, shall apply notwithstanding that, as a matter of law, this Lease may terminate upon the termination of any Superior Lease, and shall be self-operative upon any such demand, and no further instrument shall be required to give effect to said provisions. Tenant, however, upon demand of any such owner, Lessor or Mortgagee, shall execute, at Tenant’s expense, from time to time, instruments provided by Landlord, such as the obligation to repair and maintain certain aspects in recordable form, in confirmation of the Propertyforegoing provisions of this Section, but only reasonably satisfactory to the extent such failure continues from Tenant and after the date when Purchaser acquires the Property, (b) subject to any offsetssuch owner, defensesLessor or Mortgagee, abatements or counterclaims which acknowledging such attornment and setting forth the terms and conditions of its tenancy, Nothing contained in this Section, shall have accrued in favor of Tenant against be construed to impair any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound right otherwise exercisable by any payment of rentssuch owner, additional rents Lessor or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestMortgagee.
Appears in 1 contract
Samples: Assignment and Assumption of Lease (SpringWorks Therapeutics, Inc.)
Attornment. If Lender Tenant shall, in the event of a sale, assignment, cancellation, surrender or any termination of Landlord's interest in the Premises or the Hotel Complex or this Lease, or if the Premises or the Hotel Complex is transferred pursuant to, or in lieu of, a foreclosure of a Superior Instrument (as defined in Section 12.3.1), be bound to the purchaser, assignee, beneficiary, lessor or other subsequent purchaser transferee of Landlord's interest to the Premises or Hotel Complex, in accordance with all the provisions of this Lease for the balance of the Property Term and shall become attom to the owner of purchaser, assignee, beneficiary, lessor or other transferee and recognize the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred same as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, Landlord hereunder; provided, however, that Purchaser in the event of a transfer pursuant to, or in lieu of, a foreclosure of Superior Instrument, the beneficiary of such other transferee shall not be (a) liable for the failure for, nor subject to, any claims, offsets or defenses which Tenant may have by reason of any prior landlord act or omission of Landlord (or any such prior landlord) under this Lease, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable nor for the return or offset of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one to Landlord (1or any prior landlord) month in for security deposits, advance of rent or otherwise, except to the due date therefor to any Prior Landlord unless (i) extent that such sums are have actually received by Purchaser be delivered to the beneficiary, or such other transferee. Tenant shall execute, within fifteen (ii15) such prepayment shall have been expressly approved of by Purchaser or (e) bound days after Landlord's written request, any attornmnent agreement required by any agreement terminating or amending or modifying the rentpurchaser, termassignee, commencement date beneficiary, lessor or other material terms of the Leasetransferee to be executed, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interestcontaining such provisions as such person requires. In the event Tenant receives a notice from a Superior Holder (as defined in Section 12.3.1) that any liability of Purchaser does arise pursuant such Superior Instrument has been cancelled, surrendered or terminated, then Tenant shall thereafter pay all rents accruing under this Lease to this Agreement the Superior Holder (or as Superior Holder may direct) with all such rents being credited against the Lease, amounts owing by Landlord under the Superior Instrument. Any such liability payments to the Superior Holder shall be limited and restricted deemed payments to Purchaser’s interest in the Property and shall in no event exceed such interestLandlord under this Lease.
Appears in 1 contract
Samples: Lease Agreement (Allied Esports Entertainment, Inc.)
Attornment. If Lender at any time prior to the expiration of the Term, any Superior Lease terminates or any other subsequent purchaser Mortgagee comes into possession of the Real Property shall become or the Building or the estate created by any Superior Lease, then Tenant, at the election and upon demand of any owner of the Real Property by reason or the Building, or of the Lessor, or of any Mortgagee in possession of the Real Property or the Building, shall attorn, from time to time, to any such owner, Lessor or Mortgagee or any person acquiring the interest of Landlord as a result of any such termination, or as a result of a foreclosure of the Security Instrument Mortgage or the acceptance granting of a deed or assignment in lieu of foreclosure or by reason foreclosure, upon the then executory terms and conditions of any other enforcement this Lease, for the remainder of the Security Instrument (Lender Term, provided that such owner, Lessor or such other purchaser being hereinafter referred Mortgagee, as “Purchaser”)the case may be, and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner or receiver caused to be appointed by any of the Propertyforegoing, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be be:
(a1) liable for the failure any actor omission of any prior landlord (including, without limitation, the then defaulting landlord), or
(2) subject to any defense or offsets which Tenant may have against any prior landlord (including without limitation, the then defaulting Landlord), or
(3) bound by any payment of Rental which Tenant may have made to any prior landlord (including, without limitation, the then defaulting Landlord) more than thirty (30) days in advance of the date upon which such prior landlordpayment was due, including Landlordor
(4) bound by any obligation to make any payment to or on behalf of Tenant, being hereinafter referred to as a “Prior Landlord”or
(5) bound by any obligation to perform any obligations of Prior Landlord under the Lease which have accrued prior work or to make improvements to the Premises, except for i) repairs and maintenance pursuant to the provisions of this Lease, the need for which repairs and maintenance first arises or continues after the date on which Purchaser shall become when such owner, Lessor, or Mortgagee succeeds to Landlord's interest in the owner of the Real Property, unless ii) repairs to the same represent Premises or any part thereof as a continuing covenant result of the Landlord, such as the obligation damage by fire or other casualty pursuant to repair and maintain certain aspects of the PropertyArticle 10 hereof, but only to the extent that such failure continues repairs can be reasonably made from the net proceeds of any insurance actually made available to such Lessor or Mortgagee, and after the date when Purchaser acquires the Property, (biii) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior repairs to the date upon which Purchaser shall become Premises as a result of a partial condemnation pursuant to Article 11 hereof, but only to the owner extent that such repairs can be reasonably made from the net proceeds of the Propertyany award made available to such Lessor or Mortgagee, or
(c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d6) bound by any payment amendment or modification of rentsthis Lease made without the consent of such Mortgagee or Lessor, additional rents as the case may be. The provisions of this Section 7.2 shall inure to the benefit of any such owner, Lessor or other sums which Tenant Mortgagee, shall apply notwithstanding that, as a matter of law, this Lease may have paid more than one (1) month terminate upon the termination of any Superior Lease, and shall be self-operative upon any such demand, and no further instrument shall be required to give effect to said provisions. Tenant, however, upon demand of any such owner, Lessor or Mortgagee shall execute, from time to time, instruments, in advance recordable form, in confirmation of the due date therefor foregoing provisions of Section 7.1 hereof and this Section 7.2, reasonably satisfactory to any Prior Landlord unless (i) such sums are actually received by Purchaser owner, Lessor or (ii) Mortgagee, acknowledging the subordination described in Section 7.1 hereof and such prepayment shall have been expressly approved attornment and setting forth the terms and conditions of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestits tenancy.
Appears in 1 contract
Samples: Lease Agreement (Enote Com Inc)
Attornment. If Lender or the interest of Landlord is transferred to any other subsequent purchaser of the Property shall become the owner of the Property person (a "Transferee") by reason of the foreclosure termination or foreclosure, or proceedings for enforcement, of the Security Instrument an Encumbrance, or the acceptance by delivery of a deed or assignment in lieu of such foreclosure or by reason of any other enforcement of proceedings, Tenant will immediately and automatically attorn to the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Transferee. Upon attornment this Lease shall not be terminated or affected thereby but shall will continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant Tenant, upon all of the same terms, conditions and covenants and conditions set forth as stated in this Lease, except that the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall Transferee will not be be: (a) liable for the failure any act or omission of any prior landlord, including Landlord (but such exemption will not excuse the Transferee from the performance of any obligations of the landlord under this Lease required to be performed subsequent to the transfer to the Transferee); (b) subject to any offsets or defenses which Tenant might have against any prior landlord, including Landlord (excluding any express right of abatement granted under this Lease, provided that the Lender who held the Encumbrance the enforcement of which resulted in the transfer to the Transferee (the "Foreclosing Lender") was afforded any notice and cure rights to which it was entitled under Section 21.1 with respect to the matter that gave rise to such express right of abatement); (c) bound by any Rent or advance Rent which Tenant might have paid for more than the current month or the next succeeding month to any prior landlord, including Landlord, being hereinafter referred and all such Rent will remain due and owing, regardless of such advance payment; (d) obligated for repayment to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner Tenant of the PropertySecurity Deposit or any other security or advance rental deposit made by Tenant, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only except to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior same is paid over to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser Transferee; or (e) bound by any agreement terminating termination, amendment or amending or modifying modification of this Lease (other than one expressly contemplated by the rent, term, commencement date or other material terms of this Lease and effected according to such express terms, such as termination by Landlord due to a Default by Tenant) made without the Lease, or any voluntary surrender written consent of the premises demised under the LeaseForeclosing Lender. Tenant agrees, made upon request by and without Lender’s prior written consent prior cost to the time Purchaser succeeded Transferee, to Landlord’s interest. In promptly execute and deliver to the event that any liability of Purchaser does arise pursuant Transferee such instrument(s) as may be reasonably required to this Agreement or the Lease, evidence such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestattornment.
Appears in 1 contract
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (ai) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless Property provided such Purchaser cures any continuing default of Prior Landlord under the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyLease, (bii) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (ciii) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (div) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (ev) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Lease Agreement (Aar Corp)
Attornment. If Lender or any other subsequent purchaser of the Property and Tenant agree that if Lender shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”)otherwise, and the conditions set forth in Section 2 above have been met at the time Purchaser Lender becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser Lender and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that the event, Tenant agrees to attorn to Purchaser Lender and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed Lender agrees to accept such attornment, provided, however, that Purchaser the provisions of the Security Instrument shall govern with respect to the disposition of any casualty insurance proceeds or condemnation awards and Lender shall not be (a) obligated to complete any construction work required to be done by Landlord pursuant to the provisions of the Lease or to reimburse Tenant for any construction work done by Tenant, (b) liable (i) for the Landlord's failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser Lender shall become the owner of the Property, or (ii) for any act or omission of Landlord, whether prior to or after such foreclosure or sale, (c) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless Landlord shall be obligated under the same represent a continuing covenant Lease to make such repairs and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs, (d) required to make any capital improvements to the Property or to the premises demised under the Lease which Landlord may have agreed to make, but had not completed, or to perform or provide any services not related to possession or quiet enjoyment of the Landlord, such as premises demised under the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyLease, (be) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser Lender shall become the owner of the Property, (cf) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by PurchaserLender, (dg) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser Lender or (ii) such prepayment shall have been expressly approved of by Purchaser or Lender, (eh) bound by to make any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior payment to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.Tenant which was required
Appears in 1 contract
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon, subject to the observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term with the same force and effect as if Purchaser were the lessor under the Lease subject to the terms of Section 4 of this Agreement; provided, however, that Purchaser shall not be be:
(a) liable for the failure any past act, omission, neglect, default or breach of representation or warranty of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) ), provided that so long as Purchaser has received written notice and a reasonable opportunity to perform any cure, the foregoing shall not limit Purchaser’s obligations of Prior Landlord under the Lease which have accrued prior to correct any conditions that (i) existed as of the date on which Purchaser shall become became the owner of the Property, unless and (ii) violate Purchaser’s obligations under the same represent a continuing covenant Lease; provided further, however, that the foregoing shall not obligate Purchaser for any damages arising from such past act, omission, neglect, default or breach of the representation or warranty of any Prior Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, ;
(b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, ;
(c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, ;
(d) bound by any obligation which may appear in the Lease to perform any improvement work to the Property;
(e) bound by any obligation which may appear in the Lease to pay any sum of money to Tenant which accrued prior to the date upon which Purchaser shall become the owner of the Property;
(f) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or Purchaser;
(eg) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest; or
(h) responsible for the making of repairs in or to the Property in the case of damage or destruction to the Property or any part thereof due to fire or other casualty or by reason of condemnation unless Purchaser is obligated under the Lease to make such repairs and Purchaser receives insurance proceeds or condemnation awards sufficient to finance the completion of such repairs. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Carter Validus Mission Critical REIT II, Inc.)
Attornment. If Lender at any time prior to the expiration of the Term, any Superior Lease shall terminate or be terminated for any reason or any other subsequent purchaser Mortgagee comes into possession of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed estate created by any Superior Lease by receiver or assignment in lieu of foreclosure or by reason otherwise, Tenant agrees, at the election and upon demand of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the termsLessor, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure or of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner Mortgagee in possession of the Property, unless to attorn, from time to time, to any such owner, Lessor or Mortgagee or any person acquiring the same represent interest of Landlord as a continuing covenant result of any such termination, or as a result of a foreclosure of the Mortgage or the granting of a deed in lieu of foreclosure, then upon the executory terms and conditions of this Lease, subject to the provisions of Section 13.1 herein, for the remainder of the Term, provided that such owner, Lessor or Mortgagee, as the case may be, or receiver caused to be appointed by any of the foregoing, shall then be entitled to possession of the Premises. The provisions of this Section shall inure to the benefit of any such owner, Lessor or Mortgagee, shall apply notwithstanding that, as a matter of law, this Lease may terminate upon the termination of any Superior Lease, and shall be self-operative upon any such demand, and no further instrument shall be required to give effect to said provisions. Tenant, however, upon demand of any such owner, Lessor or Mortgagee, shall execute, at Tenant’s expense, from time to time, instruments provided by Landlord, such as the obligation to repair and maintain certain aspects in recordable form, in confirmation of the Propertyforegoing provisions of this Section, but only reasonably satisfactory to the extent such failure continues from Tenant and after the date when Purchaser acquires the Property, (b) subject to any offsetssuch owner, defensesLessor or Mortgagee, abatements or counterclaims which acknowledging such attornment and setting forth the terms and conditions of its tenancy. Nothing contained in this Section shall have accrued in favor of Tenant against be construed to impair any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound right otherwise exercisable by any payment of rentssuch owner, additional rents Lessor or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestMortgagee.
Appears in 1 contract
Samples: Lease (KAYAK SOFTWARE Corp)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon, subject to the observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term with the same force and effect as if Purchaser were the lessor under the Lease subject to the terms of Section 4 of this Agreement; provided, however, that Purchaser shall not be be:
(a) liable for the failure any past act, omission, neglect, default or breach of representation or warranty of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) ), provided that so long as Purchaser has received written notice and a reasonable opportunity to perform any cure, the foregoing shall not limit Purchaser’s obligations of Prior Landlord under the Lease which have accrued prior to correct any conditions that (i) existed as of the date on which Purchaser shall become became the owner of the Property, unless and (ii) violate Purchaser’s obligations under the same represent a continuing covenant Lease; provided further, however, that the foregoing shall not obligate Purchaser for any damages arising from such past act, omission, neglect, default or breach of the representation or warranty of any Prior Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, ;
(b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, ;
(c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, ;
(d) bound by any payment of rents, additional rents or other sums obligation which Tenant may have paid more than one (1) month appear in advance of the due date therefor Lease to perform any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior improvement work to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.Property;
Appears in 1 contract
Samples: Lease Agreement (Carter Validus Mission Critical REIT, Inc.)
Attornment. If Lender Subject to the provisions of Section 24(d) hereof, in the event any proceedings are brought for the foreclosure of, or any other subsequent purchaser in the event of exercise of the Property power of sale under, any deed of trust to secure debt given by Landlord and covering the Demised Premises, the party secured by any such deed of trust shall become have the owner of right to recognize this Lease and, in the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason event of any other enforcement foreclosure sale under such deed of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”)trust, and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the this Lease shall not be terminated or affected thereby but shall continue in full force and effect at the option of the party secured by such deed of trust or the purchaser under any such foreclosure sale. If such party elects to recognize this Lease, then (x) Tenant shall attorn to the purchaser upon any such foreclosure or sale and recognize such purchaser as a direct lease between Purchaser the owner and Tenant upon landlord under this Lease, and (y) such party, as landlord: (i) shall recognize Tenant's rights to continue to occupy the Demised Premises and exercise and enjoy all of its rights hereunder, and so long as Tenant complies with the terms, covenants terms and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue provisions of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser this Lease; (ii) shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment payments of rents, additional rents Base Annual Rent or other sums which Tenant may have paid Additional Rent more than one (1) month in advance of their due date; (iii) shall have no obligation for the due date therefor to return of any Prior Landlord unless (i) such sums are security deposit not actually received by Purchaser or such party; (iiiv) such prepayment shall have been expressly approved of by Purchaser or (e) not be bound by any agreement terminating amendment or amending modification to the Lease to which such party has not consented in writing; (v) shall not be subject to any claim, defense or modifying the rentset off which could be asserted against any predecessor Landlord; and (vi) shall have no liability for any default by any predecessor Landlord, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised than liability for defaults under the Lease, made without Lender’s prior written consent prior Lease and then only to the time Purchaser succeeded extent that such defaults exist on or after the date such party comes into possession of or acquires fee simple title to Landlord’s interest. In the event that any liability Building of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestrecord.
Appears in 1 contract
Samples: Office Building Lease (Pe Corp)
Attornment. If Lender or any other subsequent purchaser of Landlord's interest in the Property is acquired by a beneficiary under a deed of trust, a mortgagee, or a purchaser at a foreclosure sale, Tenant shall become attorn to the owner of transferee of, or successor to, Landlord's interest in the Property by reason of the foreclosure of the Security Instrument and shall recognize such transferee or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred successor as “Purchaser”)Landlord under this Lease, and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease such transferee shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and bound to Tenant upon under all of the termsterms of this Lease. Tenant, covenants shall, from and conditions set forth in after the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition occurrence of the Property shall be deemed to preceding events, have agreed to accept such attornment, the same remedies that Tenant might have had against Landlord provided, however, that Purchaser any such beneficiary, mortgagee or purchaser shall not be (ai) liable to Tenant for the failure damages for any acts or omissions of Landlord or any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued occurring prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Propertyobtaining possession, (bii) subject to any offsets, defenses, abatements claims or counterclaims defenses which shall Tenant might have accrued in favor against Landlord or any prior landlord which arise by virtue of Tenant against any Prior Landlord acts or omissions occurring prior to the date upon which Purchaser shall become the owner of the Propertysuch beneficiary, mortgagee or purchaser obtains title, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (diii) bound by any payment of rents, rent or additional rents or other sums rent which Tenant may have paid to Landlord or any prior landlord more than one (1) month in advance of the due date or by any deposit or rental security unless funds therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser delivered to such beneficiary, mortgagee or purchaser, (eiv) bound by any agreement terminating amendment or amending or modifying modification made without the rent, term, commencement date or other material terms prior consent of the Leaseholder of the mortgage or deed of trust that was foreclosed, (v) obligated or liable to Tenant with respect to the construction and completion of the initial improvements in the Premises for Tenant's use, enjoyment or occupancy, except that Tenant shall have the right to terminate this Lease upon five (5) days written notice if such mortgagee or holder of a deed of trust fails to pay the Allowance contemplated by the Landlord's Work Agreement, or to complete the improvements required thereby, or (vi) liable for any voluntary damages Tenant may suffer as a result of any misrepresentation or breach of warranty of Landlord. Tenant waives the protection of any statute or rule of law which gives or purports to give Tenant any right to terminate this Lease or surrender possession of the premises demised under Property upon the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to transfer of Landlord’s 's interest. In the event that Tenant, within fifteen (15) days following Landlord's written request, agrees to execute and deliver, without any liability of Purchaser does arise pursuant to this Agreement or the Leasecharge, any and all documents evidencing such liability shall be limited attornment and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestrecognition, as reasonably requested by Landlord.
Appears in 1 contract
Attornment. If Lender Agent or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender Agent or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon, subject to the observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term with the same force and effect as if Purchaser were the lessor under the Lease subject to the terms of Section 4 of this Agreement; provided, however, that Purchaser shall not be be:
(a) liable for the failure of any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless provided that the same represent a continuing covenant foregoing shall not limit Purchaser’s obligations under the Lease to correct any conditions that (i) existed as of the Landlord, such as date Purchaser shall become the obligation to repair and maintain certain aspects owner of the PropertyProperty and (ii) violate Purchaser’s obligations as landlord under the Lease; provided further, but only however, that Purchaser shall have received written notice of such omissions, conditions or violations and has had a reasonable opportunity to cure the same, all pursuant to the extent such failure continues from terms and after conditions of the date when Purchaser acquires the Property, Lease;
(b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, ;
(c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, ;
(d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or Purchaser;
(e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without LenderAgent’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest; or
(f) responsible for the making of repairs in or to the Property in the case of damage or destruction to the Property or any part thereof due to fire or other casualty or by reason of condemnation unless Purchaser is obligated under the Lease to make such repairs and Purchaser receives insurance proceeds or condemnation awards sufficient to finance the completion of such repairs. In the event that any liability of Purchaser does arise pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Omnibus Amendment (TNP Strategic Retail Trust, Inc.)
Attornment. If Lender at any time any Superior Lessor, Superior Mortgagee (each a “Senior Interest Holder”) or any other subsequent purchaser person or the successors or assigns of any of the Property foregoing (such Senior Interest Holder and any such other person being herein collectively referred to as “Successor Landlord”) shall become succeed to the owner rights of Landlord under this Lease, Tenant agrees, at the election and upon the request of any such Successor Landlord, from time to time, fully and completely to attorn to and recognize any such Successor Landlord as Tenant’s landlord under this Lease upon the then executory terms of this Lease, provided such Successor Landlord shall agree in writing to accept Tenant’s attornment. The foregoing provisions of this Section 12.02 shall inure to the benefit of any such Successor Landlord, shall apply notwithstanding that, as a matter of law, this Lease may terminate upon the termination of the Property by reason of Superior Lease and shall be self-operative upon any such request, and no further instrument shall be required to give effect to said provisions. Upon the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason request of any other enforcement such Successor Landlord, Tenant shall execute and deliver, from time to time, instruments reasonably satisfactory to any such Successor Landlord, in recordable form if requested, to evidence and confirm the foregoing provisions of this Section 12.02, acknowledging such attornment and setting forth the Security Instrument (Lender or terms and conditions of its tenancy. Upon such other purchaser being hereinafter referred as “Purchaser”)attornment, and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the this Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser such Successor Landlord and Tenant upon all of the terms, covenants and conditions set forth in the then executory terms of this Lease and in except that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser Successor Landlord shall not be be: (ai) liable for the failure any act or omission, negligence or default of any prior landlord Landlord (any but such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Successor Landlord under the Lease which have accrued prior shall be subject to the date on which Purchaser shall become continuing obligations the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only Landlord to the extent such failure continues arising from and after such succession to the date when Purchaser acquires extent of such Successor Landlord’s interest in the Property, Building); (bii) subject to any offsetscounterclaim, defenses, abatements defense or counterclaims offset which theretofore shall have accrued in favor of to Tenant against any Prior Landlord prior to Landlord; (iii) bound by the date upon which Purchaser shall become the owner payment of the Property, any Base Rent or Additional Rent for more than one month in advance (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, such Successor Landlord); (div) bound by any payment modification or amendment of rentsthis Lease unless such modification or amendment shall have been approved in writing by the Senior Interest Holder, additional rents of which Tenant has been given notice, through or by reason of which the Successor Landlord shall have succeeded to the rights of Landlord under this Lease or unless the modification or amendment shall have occurred prior to the creation of such Senior Interest; (v) obligated to construct any improvements or to grant any credit toward the cost of any improvements; (vi) in the event of damage to the Building by fire or other sums casualty, obligated to repair the Premises or the Building or any part thereof beyond such repair as may be reasonably accomplished from the net proceeds of insurance actually made available to Landlord; (vii) in the event of partial condemnation, obligated to repair the Premises or the Building or any part thereof beyond such repair as may be reasonably accomplished from the net proceeds of any award actually made available to Landlord as consequential damages allocable to the part of the Premises or the Building not taken; or (viii) liable for or bound by any credits, claims, setoffs or defenses which Tenant may have paid more than one (1) month against any prior Landlord. Nothing contained in advance of the due date therefor this Section 12.02 shall be construed to impair any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound right otherwise exercisable by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to such Successor Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Lease (MF Global Ltd.)
Attornment. If Lender or any other subsequent purchaser of the Property shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms term of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Attornment. If Lender Tenant agrees that, unless a Landlord Mortgagee shall elect otherwise in the case of a foreclosure of such Mortgage, or unless the overlandlord of a Superior Lease shall elect otherwise in the case of a cancellation or termination of such Superior Lease, neither the cancellation nor termination of the Superior Lease, nor any foreclosure of a Mortgage affecting all or a portion of the Premises, nor the institution of any suit, action, summary or other proceeding against Landlord herein or any other subsequent purchaser successor landlord, shall by operation of law or otherwise result in cancellation or termination of this Lease or the obligations of Tenant hereunder, and upon the request of the Property holder of such Mortgage, or the purchaser at a sale in foreclosure of such Mortgage, or other person who shall become succeed to the owner interests of Landlord (which such, holder, purchaser or other person is hereafter in this Section referred to as "Successor Landlord"), Tenant covenants and agrees to attorn to such Successor Landlord and recognize such Successor Landlord as the landlord under this Lease for the remainder of the Property term originally demised in this Lease, provided that such Successor Landlord, or receiver caused to be appointed by reason any of the foregoing, shall not then be entitled to possession of the Premises. Tenant further covenants that after written notice to Tenant of an uncured Event of Default (as such term is defined in the Mortgage) that is continuing or the foreclosure of the Security Instrument Mortgage or termination of the acceptance Superior Lease, Tenant shall remit payment of a deed all Rent payable under the Lease to the Landlord Mortgagee or assignment in lieu Successor Landlord, as the case may be, provided that Tenant shall not be liable to Landlord for complying with such provision. The provisions of foreclosure or by reason this subsection B shall inure to the benefit of any other enforcement s Successor Landlord. Tenant, however, upon demand of any such owner, lessor or mortgagee, agrees to execute, from time to time, instruments in confirmation of the Security Instrument (Lender foregoing provisions of this subsection B, satisfactory to Tenant and any such owner, lessor or mortgagee, acknowledging such other purchaser being hereinafter referred as “Purchaser”)attornment and setting forth the terms and conditions of its tenancy, and provided that such document also contain the conditions provisions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue paragraph (A). Except as provided in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the this Lease and in that eventSNDA (defined herein) executed by the parties, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property nothing contained in this subsection B shall be deemed construed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of impair any prior landlord (right otherwise exercisable by any such prior landlordowner, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements lessor or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestmortgagee.
Appears in 1 contract
Samples: Lease Agreement
Attornment. If Lender or any other subsequent purchaser of and Tenant agree that upon the Property shall become the owner conveyance of the Property by reason of the foreclosure of the Security Instrument Mortgage or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Propertyotherwise, the Lease shall not be terminated or affected thereby (at the option of the transferee of the Property (the “Transferee”) if the conditions set forth in Section 2 above have not been met at the time of such transfer) but shall continue in full force and effect as a direct lease between Purchaser the Transferee and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser the Transferee and Purchaser by virtue of such acquisition of the Property Transferee shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser and the Transferee shall not be (a) obligated to complete any construction work required to be done by Landlord pursuant to the provisions of the Lease or to reimburse Tenant for any construction work done by Tenant, (b) liable (i) for the Landlord’s failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any of its obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser the Transferee shall become the owner of the Property, or (ii) for any act or omission of Landlord, whether prior to or after such foreclosure or sale, (c) required to make any repairs to the Property or to the premises demised under the Lease required as a result of fire, or other casualty or by reason of condemnation unless the same represent a continuing covenant Transferee shall be obligated under the Lease to make such repairs and shall have received sufficient casualty insurance proceeds or condemnation awards to finance the completion of such repairs, (d) required to make any capital improvements to the Property or to the premises demised under the Lease which Landlord may have agreed to make, but had not completed, or to perform or provide any services not related to possession or quiet enjoyment of the Landlord, such as premises demised under the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the PropertyLease, (be) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser the Transferee shall become the owner of the Property, (cf) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaserthe Transferee, (dg) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior prior Landlord unless (i) such sums are actually received by Purchaser the Transferee or (ii) such prepayment shall have been expressly approved of by Purchaser the Transferee, (h) bound to make any payment to Tenant which was required under the Lease, or otherwise, to be made prior to the time the Transferee succeeded to Landlord’s interest, (ei) bound by any agreement amending, modifying or terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, Lease made without the Lender’s prior written consent prior to the time Purchaser the Transferee succeeded to Landlord’s interest. In interest or (j) bound by any assignment of the event that Lease or sublease of the Property, or any liability of Purchaser does arise portion thereof, made prior to the time the Transferee succeeded to Landlord’s interest other than if pursuant to this Agreement or the provisions of the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Office Lease (Enernoc Inc)
Attornment. (a) If Lender at any time any Superior Lessor, Superior Mortgagee (each a "Senior Interest Holder") or any other subsequent purchaser person or the successors or assigns of any of the Property foregoing (such Senior Interest Holder and any such other person being herein collectively referred to as "Successor Landlord") shall become succeed to the owner rights of Landlord under this Lease, Tenant agrees, at the election and upon the request of any such Successor Landlord, from time to time, fully and completely to attorn to and recognize any such Successor Landlord as Tenant's landlord under this Lease upon the then executory terms of this Lease, provided such Successor Landlord shall agree in writing to accept Tenant's attornment. The foregoing provisions of this Section 13.02 shall inure to the benefit of any such Successor Landlord, shall apply notwithstanding that, as a matter of law, this Lease may terminate upon the termination of the Property by reason of Superior Lease and shall be self-operative upon any such request, and no further instrument shall be required to give effect to said provisions. Upon the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason request of any other enforcement such Successor Landlord, Tenant shall execute and deliver, from time to time, instruments reasonably satisfactory to any such Successor Landlord, in recordable form if requested, to evidence and confirm the foregoing provisions of this Section 13.02, acknowledging such attornment and setting forth the Security Instrument terms and conditions of its tenancy.
(Lender or b) Upon such other purchaser being hereinafter referred as “Purchaser”)attornment, and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the this Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser such Successor Landlord and Tenant upon all of the terms, covenants and conditions set forth in the then executory terms of this Lease and in except that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser Successor Landlord shall not be be: (ai) liable for the failure any act or omission or negligence of any prior landlord Landlord (other than to cure any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations default of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, nature); (bii) subject to any offsetscounterclaim, defenses, abatements defense or counterclaims offset which theretofore shall have accrued in favor of to Tenant against any Prior Landlord prior to Landlord; (iii) bound by the date upon which Purchaser shall become the owner payment of the Property, any Base Rent or Additional Charges for more than one month in advance (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, such Successor Landlord); (div) bound by any payment modification or amendment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord this Lease unless (iA) such sums are actually received by Purchaser modification or (ii) such prepayment amendment shall have been expressly approved in writing by the Senior Interest Holder, of which Tenant has been given notice, through or by Purchaser reason of which the Successor Landlord shall have succeeded to the rights of Landlord under this Lease or (eB) bound by any agreement terminating the modification or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent amendment shall have occurred prior to the time Purchaser succeeded creation of such Senior Interest; (v) obligated to construct any improvements or to grant any credit toward the cost of any improvements; (vi) in the event of damage to the Building by fire or other casualty, obligated to repair the Premises or the Building or any part thereof beyond such repair as may be reasonably accomplished from the net proceeds of insurance actually made available to Landlord’s interest. In ; or (vii) in the event that any liability of Purchaser does arise pursuant partial condemnation, obligated to this Agreement repair the Premises or the Lease, Building or any part thereof beyond such liability repair as may be reasonably accomplished from the net proceeds of any award actually made available to Landlord as consequential damages allocable to the part of the Premises or the Building not taken. Nothing contained in this Section 13.02 shall be limited and restricted construed to Purchaser’s interest in the Property and shall in no event exceed impair any right otherwise exercisable by any such interestSuccessor Landlord.
Appears in 1 contract
Attornment. SECTION 4.01. If Lender Agent or any other subsequent purchaser Person (including any nominee or designee of the Property Agent and/or Lenders) shall become the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender Agent or such other purchaser Person being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser (as to each Purchaser, only during the period of its ownership) and Tenant upon all of the terms, covenants and conditions set forth in the Lease and and, in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon, subject to the observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term with the same force and effect as if Purchaser were the lessor under the Lease subject to the terms of Section 4 of this Agreement; provided, however, that Purchaser shall not be be:
(a) liable for the failure of any breach or default or other act or omission of, any prior landlord (any such prior landlord, including LandlordLandlord and any successor landlord, being hereinafter referred to as a “Prior Landlord”) to perform any ), or obligations of Prior Landlord accruing under the Lease which have accrued prior to the date on which Purchaser shall become the owner Purchaser’s actual ownership of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, ;
(b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, ;
(c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, ;
(d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (ix) such sums are actually received by Purchaser or (iiy) such prepayment shall have been expressly approved of in writing by Purchaser or Purchaser;
(e) bound by (x) any agreement (1) terminating or the Lease, (2) amending or modifying the rentLease, term, commencement date or other material waving any terms of the Lease, or (3) transferring to the Landlord costs and expenses previously paid or payable by Tenant under the Lease, or (y) any voluntary surrender of the premises demised under the Lease, in any of the foregoing cases made without LenderAgent’s or Purchaser’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In ;
(f) responsible for the event that making of repairs in or to the Property in the case of damage or destruction to the Property or any liability part thereof due to fire or other casualty or by reason of condemnation unless Purchaser does arise pursuant is obligated under the Lease to this Agreement make such repairs and Purchaser receives insurance proceeds or condemnation awards sufficient to finance the completion of such repairs;
(g) liable for or incur any obligation with respect to any breach of warranties or representations of any nature under the Lease or otherwise, including, without limitation, any warranties or representations respecting use, compliance with zoning, Landlord’s or Purchaser’s title, Landlord’s authority, habitability and/or fitness for any purpose, or possession;
(h) liable for or incur any obligation with respect to the construction of the Property or any improvements of the demised premises or the LeaseProperty, such liability shall be limited and restricted or for any tenant allowances; or
(i) except any assignment or sublet permitted under the Lease as to Purchaserwhich Landlord’s interest in the Property and shall in no event exceed such interestconsent is not required, bound by any assignment or sublet, made without Agent’s prior written consent.
Appears in 1 contract
Samples: Revolving Credit Agreement (Strategic Realty Trust, Inc.)
Attornment. If the interest of the Landlord shall be transferred to the Lender or any other subsequent purchaser of the Property shall become the owner of the Property person by reason of the foreclosure Lender's exercise of any of its rights or remedies under the Loan Documents, including, with limitation, the exercise of the Security Instrument power of sale under the Deed of Trust or other proceeding brought to enforce the acceptance rights of a the holder of the Deed of Trust by deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument method (Lender or each such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, provided, however, that Purchaser shall not be (a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, persons being hereinafter referred to as a “Prior Landlord”) "Purchaser"), and the Lender or such purchaser succeeds to perform the interest of the Lender in the Mortgaged Property, the Tenant shall be bound to the Lender or such Purchaser, and the Lender or such Purchaser shall be bound to the Tenant under all of the terms, covenants, conditions and warranties under the Lease for the balance of the term thereof remaining and any obligations of Prior extensions or renewals thereof which may be effected in accordance with any option granted in the Lease, with the same force and effect as if the Lender or such Purchaser were the Landlord under the Lease which have accrued prior 2 124 Lease, and the Tenant does hereby attorn to the date Lender or such Purchaser as its landlord, said attornment to be effective and self-operative without the execution of any further instruments on which the part of any parties hereto immediately upon the Lender or such Purchaser shall become succeeding to the owner interest of the Landlord in the Mortgaged Property. Without limiting the foregoing, unless within fifteen (l5) business days after written request by the same represent a continuing covenant Lender or such Purchaser, the Tenant agrees to execute and deliver to the Lender or such person, any instrument of further assurance reasonably requested by the Lender or such Person to confirm and acknowledge such attornment. Notwithstanding anything to the contrary contained herein, the Tenant shall be under no obligation to pay rent or any other charges due under the Lease to the Lender or such Purchaser until the Tenant receives written notice from the Lender or such Purchaser that it has succeeded to the interest of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, Mortgaged Property (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of that the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised Lender has exercised its rights under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability Deed of Purchaser does arise pursuant to this Agreement or the Lease, Trust) and directing where such liability shall rent should be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestdelivered.
Appears in 1 contract
Attornment. If Lender If, at any time prior to the termination of this Lease, the Lessor or any other subsequent purchaser Mortgagee, or their successors or assigns, who acquire the interest of Landlord under this Lease through foreclosure action or a deed-in-lieu thereof, whereby the Property shall become Lessor or Mortgagee succeeds to the owner rights of the Property by reason of the Landlord under this Lease through possession or foreclosure of the Security Instrument or the acceptance delivery of a new lease or deed or assignment in lieu of foreclosure or by reason otherwise, Tenant agrees, at the election and upon request of any other enforcement of such party (hereinafter called the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”"Successor Landlord"), to attorney fully and completely from time to time, and to recognize any such Successor Landlord as Tenant's landlord under this Lease upon the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner executory terms of the Property, the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, this Lease; provided, however, that Purchaser such Successor Landlord shall not be (a) liable for agree in writing to accept Tenant's attornment. The foregoing provisions of this Section 13.03 shall inure to the failure benefit of any prior landlord (such Successor Landlord, shall apply notwithstanding that. as a matter of law, this Lease may terminate upon the termination of a Superior Lease, shall be self-operative upon any such prior landlorddemand, including and no further instrument shall be required to give effect to said provisions. Tenant, however, upon demand of any such Successor Landlord, being hereinafter referred agrees to as a “Prior Landlord”) execute any instruments to perform evidence and confirm the foregoing provisions of this Section 13.03, satisfactory to any obligations such Successor Landlord acknowledging such attornment and setting forth the terms and conditions of Prior its tenancy and Tenant hereby constitutes and appoints Landlord under the Lease which have accrued prior attorney-in-fact for Tenant to the date execute any such instrument for and on which Purchaser shall become the owner behalf of the Property, unless the same represent a continuing covenant of the LandlordTenant, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have accrued in favor of Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, (c) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance appointment being coupled with the Lease unless such sums are actually received by Purchaser, (d) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of by Purchaser or (e) bound by any agreement terminating or amending or modifying the rent, term, commencement date or other material terms of the Lease, or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior to the time Purchaser succeeded to Landlord’s interest. In the event that any liability of Purchaser does arise pursuant to this Agreement or the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such an interest.
Appears in 1 contract
Samples: Lease Agreement (On THE MOVE Corp)
Attornment. If Lender a Superior Mortgagee or any other subsequent purchaser Superior Lessor shall succeed to the rights of the Property shall become the owner of the Property by reason of the Landlord under this lease, whether through possession or foreclosure of the Security Instrument action or the acceptance delivery of a deed new lease or assignment in lieu deed, then at the option and upon request of foreclosure or by reason such party so succeeding to Landlord's rights (herein sometimes referred to as "Successor Landlord") but subject to the terms of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred existing SNDA and upon Successor Landlord's written agreement to accept Tenant's attornment, Tenant shall attorn to and recognize Successor Landlord as “Purchaser”)Tenant's landlord under this lease, and the conditions set forth in Section 2 above have been met at the time Purchaser becomes owner of the Property, the Lease shall not be terminated or affected thereby but promptly execute and deliver any instrument that Successor Landlord may reasonably request to evidence such attornment. Upon such attornment this lease shall continue in full force and effect as, or as if it were, a direct lease between Purchaser Successor Landlord and Tenant upon all of the terms, conditions and covenants and conditions as are set forth in the Lease this lease and in that event, Tenant agrees to attorn to Purchaser and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept applicable after such attornment, provided, however, attornment except that Purchaser Successor Landlord shall not be not:
(a) be liable for the failure any previous act or omission of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, this lease;
(b) be subject to any credits, offsets, claims, counterclaims, demands or defenses, abatements or counterclaims which shall have theretofore accrued in favor of to Tenant against any Prior Landlord prior to the date upon which Purchaser shall become the owner of the Property, Landlord;
(c) liable be bound by any previous amendment or modification of this lease, not expressly provided for the return in this lease, or by any previous prepayment of rental security depositsmore than one month's fixed rent or additional rent, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received amendment or modification or prepayment shall have been expressly approved in writing by Purchaser, the Superior Lessor or the Superior Mortgagee through or by reason of which Successor Landlord shall have succeeded to the rights of Landlord under this lease;
(d) bound by any payment prepayment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser month's fixed or (ii) such prepayment shall have been expressly approved of by Purchaser or additional rent;
(e) bound by any agreement terminating covenant to undertake or amending or modifying the rent, term, commencement date or other material terms complete any construction of the Lease, Demised Premises or any voluntary surrender of the premises demised under the Lease, made without Lender’s prior written consent prior portion thereof or pay for or reimburse Tenant for any costs incurred in connection with such construction;
(f) required to account for any security deposit other than any security deposit actually delivered to the time Purchaser succeeded successor landlord; or
(g) bound by any obligation to Landlord’s interest. In make any payment to Tenant or grant or be subject to any credits, except for services, repairs, maintenance and restoration provided for under this lease to be performed after the event date of attornment, it being expressly understood, however, that the successor landlord shall not be bound by any liability obligation to make payment to Tenant with respect to construction performed by or on behalf of Purchaser does arise pursuant to this Agreement or Tenant at the Lease, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interestDemised Premises.
Appears in 1 contract
Samples: Lease Agreement (Original Bark Co)
Attornment. If Lender or any other subsequent purchaser of the Property shall become becomes the owner of the Property by reason of the foreclosure of the Security Instrument or the acceptance of a deed or assignment in lieu of foreclosure or by reason of any other enforcement of the Security Instrument (Lender or such other purchaser being hereinafter referred as “Purchaser”), and the conditions set forth in Section 2 above have been met Tenant is not, at the time Purchaser becomes owner of the Property, in default of any of the terms, covenants or conditions of the Lease or this Agreement on Tenant’s part to be observed or performed (beyond any applicable notice or grace period), the Lease shall not be terminated or affected thereby but shall continue in full force and effect as a direct lease between Purchaser and Tenant upon all of the terms, covenants and conditions set forth in the Lease Lease; and in that event, Tenant agrees to attorn to Purchaser Purchaser, and Purchaser by virtue of such acquisition of the Property shall be deemed to have agreed to accept such attornment, whereupon, subject to the Exhibit B, Page 1 observance and performance by Tenant of all the terms, covenants and conditions of the Lease on the part of Tenant to be observed and performed, Purchaser shall recognize the leasehold estate of Tenant under all of the terms, covenants and conditions of the Lease for the remaining balance of the term of the Lease with the same force and effect as if Purchaser were the landlord under the Lease; provided, however, that Purchaser shall not be be:
(a) liable for the failure of any prior landlord (any such prior landlord, including Landlord, being hereinafter referred to as a “Prior Landlord”) to perform any obligations of Prior Landlord under the Lease which have accrued prior to the date on which Purchaser shall become the owner of the Property, unless the same represent a continuing covenant of the Landlord, such as the obligation to repair and maintain certain aspects of the Property, but only to the extent such failure continues from and after the date when Purchaser acquires the Property, (b) subject to any offsets, defenses, abatements or counterclaims which shall have has accrued in favor of Tenant against any prior landlord (any such prior landlord, including Borrower and any successor landlord, being hereinafter referred to herein as a “Prior Landlord Landlord”) prior to the date upon which Purchaser shall become becomes the owner of the Property, ;
(cb) liable for the return of rental security deposits, if any, paid by Tenant to any Prior Landlord in accordance with the Lease unless such sums are actually received by Purchaser, ;
(dc) bound by any payment of rents, additional rents or other sums which Tenant may have paid more than one (1) month in advance of the due date therefor to any Prior Landlord unless (i) such sums are actually received by Purchaser or (ii) such prepayment shall have been expressly approved of in writing by Purchaser or Purchaser;
(ed) bound by any agreement terminating the Lease or amending or modifying the rent, term, commencement date or any other material terms term of the Lease, or ;
(e) bound by any voluntary surrender of the premises demised under the Lease, Premises made without Lender’s prior or Purchaser’s written consent given prior to the time becomes the owner of the Property;
(f) liable for the failure of any Prior Landlord to perform any of its obligations under the Lease which have accrued prior to the date on which Purchaser succeeded becomes the owner of the Property, provided that the foregoing shall not limit Purchaser’s obligations under the Lease to Landlordcorrect any conditions as to which Purchaser has received written notice and has had a reasonable opportunity to cure in accordance with the terms and conditions of the Lease and which (i) exist as of the date Purchaser becomes the owner of the Property, and (ii) violate Purchaser’s interestobligations as landlord under the Lease; or
(g) responsible for the making of repairs in or to the Property in the case of damage or destruction to the Property or any part thereof due to fire or other casualty or by reason of condemnation unless Purchaser is obligated under the Lease to make such repairs and Purchaser receives insurance proceeds or condemnation awards sufficient to finance the completion of such repairs. In the event that any liability of If Purchaser does arise becomes liable pursuant to this Agreement or the LeaseAgreement, such liability shall be limited and restricted to Purchaser’s interest in the Property and shall in no event exceed such interest.
Appears in 1 contract
Samples: Lease Agreement
