Common use of Confirmation of Lien and Security Interest Granted in the Lease Clause in Contracts

Confirmation of Lien and Security Interest Granted in the Lease. Reference is made to subparagraph 4(C) of the Lease, in which NAI and BNPPLC have confirmed their intent that (A) for the purposes of determining the proper accounting for the Lease by NAI, BNPPLC will be treated as the owner and landlord of the Property and NAI will be treated as the tenant of the Property, and (B) for income tax purposes and commercial law (including real estate and bankruptcy law) and regulatory purposes, (1) the Lease and the other Operative Documents (including this Agreement) will be treated as a financing arrangement, (2) BNPPLC will be deemed a lender making loans to NAI in the principal amount equal to the Lease Balance, which loans are secured by the Property, and (3) NAI will be treated as the owner of the Property and will be entitled to all tax benefits available to the owner of the Property. Consistent with such intent, by the provisions set forth in Exhibit B to the Lease, NAI is granting to BNPPLC a lien upon and mortgaging and warranting title to the leasehold estate in the Land created by the Ground Lease and the Improvements and all rights, titles and interests of NAI in and to other Property, WITH POWER OF SALE, to secure all obligations (monetary or otherwise) of NAI arising under or in connection with any of the Operative Documents (including this Agreement). NAI further confirms and agrees that (i) its grant of a lien and security interest as set forth in Exhibit B of the Lease is made as of the Effective Date, even though the Term of the Lease will not commence before the Completion Date, and (ii) the security interest granted in Exhibit B of the Lease will extend to and cover all Third Party Contracts, now existing or made in the future.