Common use of Claims Against Former Landlord Clause in Contracts

Claims Against Former Landlord. Any Offset Right that Tenant may have against any Former Landlord relating to any event or occurrence before the date of attornment, including any claim for damages of any kind whatsoever as the result of any breach by Former Landlord that occurred before the date of attornment other than Offset Rights of Tenant pursuant to Section 9(e) of the Third Amendment to Office Lease dated as of July 10, 2019 (the “Third Amendment”), arising out of a failure of Former Landlord to fund an Allowance Request (as defined in the Third Amendment), provided that Tenant, concurrently with giving Former Landlord any notices required pursuant to Section 9(e) of the Third Amendment, provides a copy of such notices to Administrative Agent or Successor Landlord, as applicable. (The foregoing shall not limit (a) Tenant’s right to exercise against Successor Landlord any Offset Right otherwise available to Tenant because of events occurring after the date of attornment, (b) Successor Landlord’s obligation to correct any conditions that existed as of the date of attornment and violate Successor Landlord’s obligations as landlord under the Lease or (c) Tenant’s rights to exercise against Successor Landlord any Offset Rights of Tenant under Section 9(e) of the Third Amendment, provided Tenant, concurrently with the giving of any notice to Landlord pursuant to Section 9(e) of the Third Amendment, provides Administrative Agent or Successor Landlord, as applicable, with a copy of such notice.)

Claims Against Former Landlord. Any Offset Right that Tenant may have against any Former Landlord relating to any event or occurrence before the date of attornment, including any claim for damages of any kind whatsoever as the result of any breach by Former Landlord that occurred before the date of attornment other than Offset Rights of Tenant pursuant to Section 9(e) of the Third Amendment to Office Lease dated as of July 10, 2019 (the “Third Amendment”), arising out of a failure of Former Landlord to fund an Allowance Request (as defined in the Third Amendment), provided that Tenant, concurrently with giving Former Landlord any notices required pursuant to Section 9(e) of the Third Amendment, provides a copy of such notices to Administrative Agent or Successor Landlord, as applicableattornment. (The foregoing shall not limit either (a) Tenant’s right to exercise against Successor Landlord any Offset Right otherwise available to Tenant because of events occurring after the date of attornment, or (b) Successor Landlord’s obligation to correct any conditions that existed as of the date of attornment and that violate Successor Landlord’s obligations as landlord under the Lease or Lease. Notwithstanding the foregoing clause (c) Tenant’s rights b), Tenant shall not be entitled to exercise any Offset Right against Successor Landlord with respect to any Offset Rights Known Preexisting Conditions (as hereinafter defined) or to enforce Successor Landlord’s obligations to correct such conditions, unless (i) Tenant shall have given Lender written notice of such conditions and an opportunity to inspect all of Tenant’s Premises prior to the applicable Foreclosure Event or (ii) such conditions relate to the repair of Tenant’s Premises or any defaults that must be cured in order to allow Tenant under Section 9(e) of to use the Third Amendment, provided Tenant, concurrently premises for its business in accordance with the giving Lease. As used herein, “Known Preexisting Conditions” means any conditions that existed on or affected Tenant’s Premises and were actually known to Tenant prior to the date of any notice attornment, which conditions were required to be corrected by Former Landlord prior to the date of attornment pursuant to Section 9(e) of the Third Amendment, provides Administrative Agent or Successor Landlord, as applicable, with a copy of such noticeLease.)

Claims Against Former Landlord. Any Offset Right that Tenant may have against any Former Landlord relating to any event or occurrence before the date of attornment, including any claim for damages of any kind whatsoever as the result of any breach by Former Landlord that occurred before the date of attornment other than Offset Rights of Tenant pursuant to Section 9(e) of the Third Amendment to Office Lease dated as of July 10, 2019 (the “Third Amendment”), arising out of a failure of Former Landlord to fund an Allowance Request (as defined in the Third Amendment), provided that Tenant, concurrently with giving Former Landlord any notices required pursuant to Section 9(e) of the Third Amendment, provides a copy of such notices to Administrative Agent or Successor Landlord, as applicableattornment. (The foregoing shall not limit (ai) Tenant’s 's right to exercise against Successor Landlord any Offset Right otherwise available to Tenant because of events occurring after the date of attornment, (bii) Tenant's right to exercise against Successor Landlord any Offset Right resulting from events occurring prior to and continuing on and after the date of attornment, provided however Tenant may only use its Offset Rights against prior Landlord, and not Successor Landlord, with respect to rent attributable to the period of time 804296.08/LAH4321-047/10-8-08/nng/erc EXHIBIT X-0- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] prior to the date of attornment, (iii) Successor Landlord’s 's obligation to correct any conditions that existed as of the date of attornment and violate Successor Landlord’s 's obligations as landlord Landlord under the Lease Lease, or (civ) Tenant’s rights 's right to exercise against Landlord or Successor Landlord its Superior Offset Rights, provided that in each case, the amount of such Superior Offset Right has been finally determined either in a court of competent jurisdiction or in arbitration in accordance with the terms of the Lease and shall in no event exceed the monthly Base Rent amount. For the purposes of this Agreement, references to arbitration and courts shall include judicial reference and in particular shall include any Offset Rights of Tenant Dispute Resolution pursuant to the Referee Laws under Section 9(e) 29.31 of the Third AmendmentLease, provided Tenantreferences to "finally determined" shall mean only the initial judgment or award and Tenant may offset without waiting for the appeal process to be concluded, concurrently with and reference to monthly Base Rent shall not preclude Tenant from offsetting each month against Base Rent until it has recovered the giving of any notice to Landlord pursuant to Section 9(e) full amount of the Third Amendment, provides Administrative Agent judgment or Successor Landlord, as applicable, with a copy of such noticeaward.)

Claims Against Former Landlord. Any right of Tenant to any offset, defense, claim, counterclaim, reduction, deduction or abatement against Tenant’s payment of Rent or performance of Tenant’s other obligations under this Lease, arising (whether under this Lease or under applicable law) from Landlord’s breach or default of under this Lease (“Offset Right Right”) that Tenant may have against Landlord or any other party that was landlord under this Lease at any time before the occurrence of any attornment by Tenant (“Former Landlord Landlord”) relating to any event or occurrence before the date of attornment, including any claim for damages of any kind whatsoever as the result of any breach by Former Landlord that occurred before the date of attornment other than Offset Rights of Tenant pursuant to Section 9(e) of the Third Amendment to Office Lease dated as of July 10, 2019 (the “Third Amendment”), arising out of a failure of Former Landlord to fund an Allowance Request (as defined in the Third Amendment), provided that Tenant, concurrently with giving Former Landlord any notices required pursuant to Section 9(e) of the Third Amendment, provides a copy of such notices to Administrative Agent or Successor Landlord, as applicableattornment. (The foregoing shall not limit either (ai) Tenant’s right to exercise against Successor Landlord any Offset Right otherwise available to Tenant because of events occurring after the date of attornment, attornment or (bii) Successor Landlord’s obligation to correct any conditions condition that existed as of the date of attornment and violate Successor Landlord’s obligations as landlord under the this Lease or (ciii) such Successor Landlord’s obligations under this Lease which are required to be performed from and after the date such Successor succeeds to Former Landlord’s interest hereunder and obligations under this Lease which have not been performed by any prior owner and which continue to be unperformed at the time of the succession and which directly affect Tenant’s rights to exercise against Successor Landlord any Offset Rights of Tenant under Section 9(e) quiet enjoyment of the Third AmendmentDemised Premises, provided Tenantsuch as required maintenance, concurrently with the giving repairs, restoration and furnishing of any notice to Landlord pursuant to Section 9(e) of the Third Amendment, provides Administrative Agent or Successor Landlord, as applicable, with a copy of such noticeservices.)