COVENANTS OF LANDLORD. If Tenant shall execute a Leasehold Mortgage, Landlord agrees that so long as any Leasehold Mortgage shall remain unsatisfied of record or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage to Landlord, the following provisions shall apply: 8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee. 8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord has received written Notice. 8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant. 8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures. 8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4. 8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due. 8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 5 contracts
Samples: Lease Agreement, Lease Agreement, Lease Agreement
COVENANTS OF LANDLORD. If 24.1. Landlord covenants that it is the fee simple owner of the Land (or will be the fee simple owner of the Land prior to the date on which construction of the Building is to commence), that it will be the fee simple owner of the Building, that it has the right to enter into this Lease, and that, subject to the provisions of this Lease, Tenant shall execute during the Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises without hindrance by Landlord or any party claiming through or under Landlord.
24.2. Wherever, under the terms of this Lease, Landlord's consent or approval is required to any act or thing, such consent or approval shall not be unreasonably withheld, delayed or conditioned. The failure to recite this standard in any provision of this Lease concerning Landlord's consent or approval rights shall not be deemed to imply that any other standard is intended or is applicable.
24.3. It is acknowledged that Landlord's identity, reputation and relationship with Tenant are a Leasehold Mortgagematerial inducement to Tenant to enter into this Lease. Accordingly, Landlord agrees that so long it will not sell, transfer or convey the Building or its interest in this Lease (other than an assignment as any Leasehold Mortgage shall remain unsatisfied security for financing of record the Building) without Tenant's prior written consent. Tenant agrees that it will not unreasonably withhold its consent to such a sale, transfer or until written Notice conveyance provided the transferee (i) is of satisfaction is given by good reputation and character, (ii) has substantial experience in the holders ownership and management of sizable, first-class, headquarters-quality office buildings in major urban metropolitan areas, and (iii) expressly assumes in writing all of the obligations of Landlord under this Lease (whether arising prior to or following such conveyance).
24.4. After the initial construction financing for the Building (including conversion of any such Leasehold Mortgage to Landlord, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as construction financing into a result of Tenant’s Default, after compliance with the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Leasepermanent loan facility), Landlord shall not be entitled to terminate this Lease, at any time encumber the Building and/or the Land with any Mortgage(s) securing debt obligations in excess of ninety percent (90%) of the appraised value of the Building and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State Land at the time the Mortgage(s) is (are) granted. Landlord shall not undertake any financing secured by a Mortgage encumbering the Building or the Land without Tenant's prior written approval, which approval shall not be unreasonably withheld, conditioned or delayed, it being agreed and acknowledged that it shall be reasonable for Tenant to withhold such approval if (but only if) Tenant reasonably determines that the existence of such financing is reasonably likely to effect a material change in the relationship between Landlord and Tenant hereunder or a material impairment of Landlord's maintenance, repair or operation of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it securesBuilding.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 2 contracts
Samples: Lease Agreement (American Management Systems Inc), Lease Agreement (American Management Systems Inc)
COVENANTS OF LANDLORD. If 24.1 Landlord covenants that if Tenant shall execute a Leasehold Mortgageobserve and perform timely all of the terms, Landlord agrees that so long as any Leasehold Mortgage shall remain unsatisfied covenants, conditions, provisions and agreements herein contained on the part of record or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage Tenant to Landlordbe observed and performed, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with then subject to the provisions of this Article 8), surrender Lease Tenant shall during the Lease Term peaceably and quietly occupy and enjoy the Premises without hindrance by Landlord or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgageeany party claiming through or under Landlord.
8.2.2 24.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy reserves the following rights: (a) to change the street address and name of the Notice upon each Mortgagee Building; (b) make alterations or changes to, and to change the location or elements of, the common areas of which Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the rightBuilding and the Land; (c) to erect, but use and maintain pipes and conduits in and through the Premises; (d) to grant to anyone the exclusive right to conduct any particular business in the Building not inconsistent with Tenant's permitted use of the obligation, at any time Premises; (e) to resubdivide the Land and/or combine the Land with other lands; (f) if Tenant vacates the Premises prior to termination the expiration of this Leasethe Lease Term, to make alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligations to pay all of the Rent due hereunderBase Rent, with all due interest additional rent and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when sums due under this Lease through the expiration of the Lease Term; and (g) if any excavation or other substructure work shall be made or authorized to be made upon land adjacent to the parties agreeingBuilding or the Land, that to enter the Premises for purposes the purpose of this Leasedoing such work as is required to preserve the walls of the Building and to preserve the Land from injury or damage and to support such walls and the Land. Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, a “monetary obligation” shall mean the payment of Rent payable under this Leaseactual or constructive, or any other monetary obligation required a disturbance of Tenant under this Tenant's business or use or occupancy of the Premises. With respect to pipes and conduits described in Subsection (c) above and erected by Landlord following the Lease whether payable Commencement Date, Landlord shall use its commercially reasonable efforts to Landlord or erect the same in such locations as to minimize disruption to Tenant's business operations in the Premises. With respect to any third party)excavation or other substructural work described in Subsection (g) above and performed by Landlord, or (ii) ninety (90) days after Notice Landlord agrees to use its commercially reasonable efforts to perform the same in a manner as to any failure of Tenant minimize disruption to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified 's business operations in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it securesPremises.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 2 contracts
Samples: Lease Agreement (New York Restaurant Group Inc), Lease Agreement (Smith & Wollensky Restaurant Group Inc)
COVENANTS OF LANDLORD. . If Tenant shall execute a Leasehold Mortgage, Landlord agrees that so long as any Leasehold Mortgage shall remain unsatisfied of record or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage to Landlord, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
Samples: Lease Agreement
COVENANTS OF LANDLORD. If Tenant shall execute a Leasehold Mortgage, Landlord agrees that so long as any Leasehold Mortgage shall remain unsatisfied of record or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage to Landlord, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord Xxxxxxxx has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
Samples: Lease Agreement
COVENANTS OF LANDLORD. If Landlord agrees to provide during the Term, grounds care, paving maintenance, snow removal, repair and utility connection in the Common Areas, common area janitorial services, maintenance of the structural components and exterior of the Premises and the Building (to the extent Tenant is not obligated to maintain same pursuant to the terms of this Lease), maintenance and repair of the foundation, exterior walls, landscape and parking lot so as to keep the same in good condition and repair, and to make all necessary repairs to the roof structure and roof membrane and outer walls in order to keep the same wind and weathertight. Landlord shall ensure that all Building Systems, including the life safety systems serving the Building, but not such systems serving the Premises exclusively, are in good working order and condition. Notwithstanding anything to the contrary contained herein, Landlord shall be responsible, at its sole cost and expense, for the cost to replace the roof, if necessary, and for the structural integrity of the Building throughout the initial Term of the Lease. Notwithstanding anything in the Lease to the contrary, in the event Landlord fails to perform such maintenance and/or repair obligations required under the terms and conditions of the Lease within thirty (30) days following written notice from Tenant, or such longer period needed to complete the applicable repair and/or maintenance (but not more than one hundred eighty (180) days) provided Landlord commences such repair and/or maintenance within the foregoing thirty (30) day period and diligently pursues to completion, Tenant shall execute a Leasehold Mortgage, have to right to perform such maintenance and/or repair and Landlord agrees that so long as any Leasehold Mortgage shall remain unsatisfied of record or until written Notice of satisfaction is given reimburse Tenant for the reasonable actual costs incurred by the holders of any such Leasehold Mortgage to Landlord, the Tenant within thirty (30) days following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result receipt of Tenant’s Defaultinvoice for such. In the event that Landlord fails to reimburse Tenant within such thirty (30) day period, after compliance with the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession of offset the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as costs against the cure is promptly commenced next month’s Fixed Rent and against the Mortgagee acts with reasonable and continuous diligence through to completion of Fixed Rent for each consecutive month until such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it securescosts are exhausted.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
Samples: Lease Agreement (Repligen Corp)
COVENANTS OF LANDLORD. If 23.1 Landlord covenants that it has the right to make this Lease for the term aforesaid, and that if Tenant shall execute a Leasehold Mortgagepay all rent when due and punctually perform all the covenants, terms, conditions and agreements of this Lease to be performed by Tenant, Tenant shall, during the term hereby created, freely, peaceably and quietly occupy and enjoy the full possession of the Premises without molestation or hindrance by Landlord agrees that so long as or any Leasehold Mortgage shall remain unsatisfied of record party claiming through or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage to under Landlord, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with subject to the provisions of Section 23.2 hereof. Tenant acknowledges and agrees that its leasehold estate in and to the Premises vests on the date this Article 8)Lease is executed, surrender or Modification notwithstanding that the term of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgageewill not commence until a future date.
8.2.2 23.2 Landlord shall, upon serving Tenant with any Notice hereby reserves to itself and its successors and assigns the following rights (all of Default, simultaneously serve a copy which are hereby consented to by Tenant): (i) to change the street address and/or name of the Notice upon each Mortgagee Building or the Office Complex and/or the arrangement and/or location of which entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts of the Office Complex, provided such changes to not materially and adversely interfere with Tenant's use or occupancy of the Premises; (ii) to erect, use and maintain pipes and conduits in and through the Premises, provided that Landlord has received written Noticeshall use its reasonable efforts to minimize the disruption to Tenant's use and occupancy of the Premises and provided such changes do not materially or adversely interfere with Tenant's use or occupancy of the Premises; and (iii) to grant to anyone the exclusive right to conduct any particular business or undertaking in the Office Complex; provided, however, that such right shall not preclude Tenant from using the Premises for the conduct of its business. Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, a violation of the covenant of quiet enjoyment or a disturbance or interruption of the business of Tenant or of Tenant's use or occupancy of the Premises.
8.2.3 Each Mortgagee shall have 23.3 Landlord represents that as of the right, but not the obligation, at any time prior to termination date of this Lease, to pay all the best of its actual knowledge, the common and public areas of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done Office Complex within Landlord's exclusive control are not in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice violation of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligationLegal Requirement, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession Americans with Disabilities Act of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures1990.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
Samples: Lease Agreement (Cta Incorporated)
COVENANTS OF LANDLORD. If 23.1 Landlord covenants that it has the right to make this Lease for the term aforesaid, and that if Tenant shall execute pay all rent when due and punctually perform all the covenants, terms, conditions and agreements of this Lease to be performed by Tenant, Tenant shall, during the term hereby created, freely, peaceably and quietly occupy and enjoy the full possession of the Premises without molestation or hindrance by Landlord or any party claiming through or under Landlord, subject to the provisions of Section 23.2 hereof. Tenant acknowledges and agrees that its leasehold estate in and to the Premises vests on the date this Lease is executed, notwithstanding that the term of this Lease will not commence until a Leasehold Mortgagefuture date.
23.2 Landlord hereby reserves to itself and its successors and assigns the following rights (all of which .are hereby consented to by Tenant): (i) to change the street address or name of the Building (provided, Landlord agrees however, that so long as any Leasehold Mortgage shall remain unsatisfied Tenant is leasing and occupying at least 75,000 square feet of record or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage to Landlord, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done rentable area in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this LeaseBuilding, Landlord shall not change the street address or name of the Building without Tenant’s consent, which consent shall not be entitled to terminate this Leaseunreasonably withheld, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, conditioned or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third partydelayed), or the arrangement or location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts of the Building (provided same does not materially, adversely affect Tenant’s use of or access to the Premises); (ii) ninety to erect, use and maintain pipes and conduits in and through concealed portions of the Premises; (90iii) days after Notice as to grant to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, tenant the time required for the Mortgagee to perfect its exclusive right to cure conduct any Non-Monetary Default by obtaining possession particular legal business or undertaking in the Building, provided that such exclusive right shall not restrict the use that may be made of the Premises by Tenant or its assignees or subtenants; and (including possession by iv) to grant anyone the exclusive right from time to time on a receiver) temporary basis to use my portion of the common public areas of the Building (provided same does not materially, adversely affect Tenant’s use of or by instituting Foreclosure proceedingsaccess to the Premises, so long as and further provided that such use of the cure common public areas of the Building is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cureappropriate for a Class A office building). The Landlord may exercise any or all of the foregoing cure periods shall run from rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the giving business of Notice Tenant or of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole use or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time occupancy of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it securesPremises.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
COVENANTS OF LANDLORD. If 23.1 Landlord covenants that it has the right to enter into this Lease, and that if Tenant shall execute a Leasehold Mortgageperform timely all of its obligations hereunder within applicable notice and cure periods, Landlord agrees that so long as any Leasehold Mortgage shall remain unsatisfied of record or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage then, subject to Landlord, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of Tenant shall during the Rent due hereunder, with all due interest Lease Term peaceably and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, quietly occupy and to do any act or thing which may be necessary and proper to be done in enjoy the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession of the Premises (i.e., quiet enjoyment) without hindrance by Landlord, its employees or agents.
23.2 Subject to other applicable terms and provisions expressly provided in this Lease, Landlord reserves the following rights: (a) to change the street address and name of the Building provided that Tenant's access to the Premises is not adversely affected and Landlord reimburses Tenant for all of its reasonable out-of-pocket costs incurred in connection therewith, such as revised stationery and business cards; (b) to renovate elevators and stairs, provided that Tenant's access to the Premises is not permanently, materially and adversely affected; (c) to erect, use and maintain pipes, wires, ducts and conduits in and through the plenum areas of the Premises; (d) to resubdivide the Land or to combine the Land with other lands, provided that any such action does not result in an increase in Real Estate Taxes for the Building; (e) to construct improvements (including possession by a receiverkiosks) on the Land and in the public and Common Areas of the Building; (f) to prohibit smoking in the entire Building or by instituting Foreclosure proceedingsportions thereof (including the Premises), so long as the cure is promptly commenced such prohibitions are in accordance with applicable law; and the Mortgagee acts with reasonable and continuous diligence through (g) if any excavation or other substructure work shall be made or authorized to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord be made upon land adjacent to the Mortgagee Building or the Land, to enter the Premises for the purpose of doing such work as is required to perform Landlord's maintenance and may run concurrently (either in whole or in part) with repair obligations under this Lease. Subject to the time other applicable terms and provisions expressly provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance of Tenant's business or use or occupancy of the Premises and Tenant shall mean judicial foreclosure have no claim against Landlord in connection therewith. With respect to the exercise of a Leasehold Mortgageany such rights referenced in this Section 23.3, sale under a power of sale given Landlord shall use reasonable efforts to minimize interference with Tenant's normal business operations in the Premises (subject, however, in all cases to governmental requirements and emergencies) and shall comply with Tenant's reasonable security measures and in no event shall Landlord exercise any such rights in a Leasehold Mortgagemanner that materially diminishes Tenant's parking rights, and all other remedies provided by law materially increases the obligations of Tenant or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures.
8.2.5 All materially decreases Tenant's rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
Samples: Office Lease Agreement (Alliance Data Systems Corp)
COVENANTS OF LANDLORD. If Tenant shall execute a Leasehold MortgageA. Landlord covenants that it has the right to make this Lease, Landlord agrees and that so long as any Leasehold Mortgage shall remain unsatisfied of record or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage to Landlord, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur whichby Tenant exists beyond any applicable notice and cure period, pursuant to Tenant shall, during the Term, freely, peaceably and quietly occupy and enjoy possession of the Demised Premises without molestation or hindrance by Landlord or any provision party claiming through or under Landlord. In the event of this Lease, purportedly entitles Landlord to terminate this Leaseany sale or transfer of Landlord’s interest in the Demised Premises, Landlord shall be freed and relieved of all covenants and obligations of Landlord hereunder accruing after the date of such sale or transfer.
B. Landlord reserves the right to: (a) grant to anyone the exclusive right to conduct any particular business in the Building or the International Center not be entitled inconsistent with the Permitted Use; (b) install and display signs, advertisements and notices on any part of the exterior or interior of the Building, provided, however, that Landlord may not install signage on the exterior of the Building identifying any other tenant prior to terminate this the expiration or earlier termination of the Lease, and the Notice except that Landlord shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as permitted to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession provide one tenant of the Premises Building signage at the Xxxxxx Street entrance to the Building; (including possession by a receiverc) or by instituting Foreclosure proceedings, install such access control systems and devices as Landlord deems appropriate so long as the cure is promptly commenced Demised Premises remain accessible; (d) create easements over the Land and in the entrances, aisles and stairways of any parking areas for utilities, telephone lines, sanitary sewer, storm sewer, water lines, pipes, conduits, drainage ditches, sidewalks, pathways, emergency vehicles, and ingress and egress for the use and benefit of others, without Tenant joining in the execution thereof and the Mortgagee acts with Lease shall automatically be subject and subordinate thereto so long as Tenant’s use and occupancy of the Demised Premises is not adversely affected and so long as the Demised Premises remains accessible; and (e) alter the site plan, landscaping, walkways and common areas outside the Building within the context of general site improvements, repairs and maintenance. In exercising any rights pursuant to this Section 30, (1) Landlord shall use commercially reasonable efforts to minimize disruption to Tenant’s business operations, (2) Tenant shall have access to the Demised Premises and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice parking areas, without material diminution of Tenant’s failure by parking allocation, (3) the common areas shall remain in keeping with the Building’s current standards, and (4) any installations within the Demised Premises shall be above ceilings or behind walls, and upon completion Landlord shall repair any damage to the Mortgagee and may run concurrently (either in whole or in part) Demised Premises with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it securessame finishes.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
Samples: Lease Agreement (Intelsat S.A.)
COVENANTS OF LANDLORD. If Tenant shall execute a Leasehold Mortgage, Landlord agrees that so long as any Leasehold Mortgage shall remain unsatisfied of record or until written Notice notice of satisfaction is given by the holders of any such Leasehold Mortgage to Landlord, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Defaultdefault, after compliance with the provisions of this Article 8), surrender or Modification modification of this Lease by joint action of Landlord and Tenant Xxxxxx without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice notice of Defaultdefault, simultaneously serve a copy of the Notice notice upon each Mortgagee of which Landlord Xxxxxxxx has received written Noticenotice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice notice shall be rendered void, if the Mortgagee shall cure the Default default within (i) sixty (60) days after Notice notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties Parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Nonnon-Monetary Default monetary default by obtaining possession of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for TenantXxxxxx’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire TenantXxxxxx’s Leasehold Estate leasehold estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord Xxxxxxxx agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
Samples: Lease Agreement
COVENANTS OF LANDLORD. If Tenant shall execute a Leasehold MortgageA. Landlord covenants that it has the right to make this Lease, Landlord agrees and that so long as any Leasehold Mortgage shall remain unsatisfied of record or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage to Landlord, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur whichby Tenant exists beyond any applicable notice and cure period, pursuant to Tenant shall, during the Term, freely, peaceably and quietly occupy and enjoy possession of the Demised Premises without molestation or hindrance by Landlord or any provision party claiming through or under Landlord. In the event of this Lease, purportedly entitles Landlord to terminate this Leaseany sale or transfer of Landlord’s interest in the Demised Premises, Landlord shall be freed and relieved of all covenants and obligations of Landlord hereunder accruing after the date of such sale or transfer.
B. Landlord reserves the right to: (a) grant to anyone the exclusive right to conduct any particular business in the Building or the International Center not be entitled inconsistent with the Permitted Use; (b) install and display signs, advertisements and notices on any part of the exterior or interior of the Building, provided, however, that Landlord may not install signage on the exterior of the Building identifying any other tenant prior to terminate this the expiration or earlier termination of the Lease, and the Notice except that Landlord shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as permitted to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession provide one tenant of the Premises Building signage at the Xxxxxx Street entrance to the Building; (including possession by a receiverc) or by instituting Foreclosure proceedings, install such access control systems and devices as Landlord deems appropriate so long as the cure is promptly commenced Demised Premises remain accessible; (d) create easements over the Land and in the entrances, aisles and stairways of any parking areas for utilities, telephone lines, sanitary sewer, storm sewer, water lines, pipes, conduits, drainage ditches, sidewalks, pathways, emergency vehicles, and ingress and egress for the use and benefit of others, without Tenant joining in the execution thereof and the Mortgagee acts with Lease shall automatically be subject and subordinate thereto so long as Tenant’s use and occupancy of the Demised Premises is not adversely affected and so long as the Demised Premises remains accessible; and (e) alter the site plan, landscaping, walkways and common areas outside the Building within the context of general site improvements, repairs and maintenance. In exercising any rights pursuant to this Section 30, (1) Landlord shall use commercially reasonable efforts to minimize disruption to Tenant’s business operations, (2) Tenant shall have access to the Demised Premises and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice parking areas, without material diminution of Tenant’s failure by parking allocation, (3) the common areas shall remain in keeping with the Building’s current standards, and (4) any installations within the Demised Premises shall be above ceilings or behind walls, and upon completion Landlord shall repair any damage to the Mortgagee and may run concurrently (either in whole or in part) Demised Premises with the time provided for Tenant’s cure same finishes. Table of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.Contents
Appears in 1 contract
COVENANTS OF LANDLORD. If The Landlord hereby covenants and agrees: a That it shall make all necessary repairs to the premises within a reasonable delay, based on the availability of qualified trades people and materials, following notification of the building manager as may be required by normal wear and tear or to avoid danger to the health and safety of the Tenant, it agent, and guests. To keep all utilities in good repair for the use of the Tenant. To have all areas in suitable and acceptable condition with the exception of custodial care of spaces reserved for the exclusive use of the tenant To comply with and bear the cost of all lawful requirements of the local, state, and federal health boards, police and fire departments, and insurance companies respecting the use of the premises as a church facility, as negotiated between Tenant shall execute and Landlord on a Leasehold Mortgagecase-by case basis. COVENANTS OF THE TENANT: The Tenant hereby covenants and agrees: To pay the lease agreement. Not to assign or sublet facilities allocated to the Tenant under the terms of this lease without prior explicit written consent of the Landlord. Not to use the property for any purpose other than the use specified above. To tum off all lights and lock the entry door after each use, Landlord agrees that so long as and survey bathrooms to insure all faucets have been turned off. To place ALL trash directly into the dumpster daily (not beside), located in the back parking lot adjacent to the chapel. To not store anything upon the premises other than usual supplies and equipment used for the operation of a preschool, without obtaining explicit written consent from the Trustee/Manager. To repair/replace all damage to the premises caused by negligence of the Tenant, its agents or guests: e.g., paint on floors, damage from attaching articles to the walls, and damage to painted walls, etc., within 10 business days of notice from the Landlord. Not to affix or suspend any Leasehold Mortgage shall remain unsatisfied signs, advertisements, or notices upon or from any part of record or until the premises without the explicit written Notice consent of satisfaction is given by the holders of any such Leasehold Mortgage to Landlord, the following provisions shall apply:
8.2.1 There . Nothing shall be no cancellation affixed directly to walls under any circumstances without prior permission of the Facilities Manager. (except as if there are leftover items from a result of Tenant’s Defaultprevious preschool or the church) Tenant will lease the property effects from the "Old" preschool for ____ per year. Such items may be sold, after compliance discarded or donated at a future date with the provisions approval of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy an authorized representative of the Notice upon each Mortgagee of which Landlord has received written NoticeLandlord.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
Samples: Lease Agreement
COVENANTS OF LANDLORD. If Tenant shall execute LANDLORD warrants that:
(a) the property containing the Building is presently zoned to allow as a Leasehold Mortgagematter of right Tenant's use of the Premises for biotechnology testing and laboratory purposes, Landlord agrees that so long as any Leasehold Mortgage shall remain unsatisfied of record and LANDLORD has no knowledge or until written Notice of satisfaction is given by the holders notice of any proposal, regulation, or other fact which is or may be inconsistent with such Leasehold Mortgage to Landlord, the following provisions shall apply:uses;
8.2.1 There shall be no cancellation (except b) as a result of Tenant’s Default, after compliance with the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee commencement date of which Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination term under Section 2 of this Lease, and as preconditions to pay all Tenant's obligations:
(i) title to the Building and the land on which it is located (the "Property") shall be insurable in favor of Tenant as lessee at regular rates by a title company of Tenant's choice and at Tenant's sole cost, showing Landlord as the current owner or land lessee of the Rent due hereunderProperty and subject only to mortgages/deeds of trust/land leases and other encumbrances ("Liens") which do not as of the commencement date (in Tenant's reasonable opinion) materially interfere with Tenant's uses of the Property as stated in the Lease, with all due interest such Liens being listed in attached Exhibit B; and
(ii) Landlord shall have delivered to Tenant in recordable format (any recording charges to be at Tenant's sole cost) non-disturbance agreements in reasonable form from Landlord and late chargesfrom each mortgagee, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required deed of Tenant hereundertrust beneficiary, and to do any act or thing which may be necessary and proper to be done land lessor listed in Exhibit B, agreeing that not withstanding such other party's interest in the performance Property, upon Tenant's paying the rent reserved in this Lease and observance of performing the agreements, other covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee Tenant, no action of such other party or its agents successors in interest will affect or disturb Tenant's possession and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession use of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold MortgageProperty, and all other remedies provided by law that any future mortgagee, deed of trust beneficiary, or equity or specified land lessor will likewise be required to provide Tenant with a similar nondisturbance agreement. Nothing in the Leasehold Mortgage and enforceable proceeding sentence shall be construed to prohibit Landlord in the State at the time future from mortgaging, granting a deed of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Leasetrust for, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.or
Appears in 1 contract
Samples: Lease Agreement (Bioreliance Corp)
COVENANTS OF LANDLORD. If Tenant shall execute a Leasehold Mortgage, Landlord LANDLORD covenants and agrees that so long as any Leasehold Mortgage shall remain unsatisfied of record or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage to Landlord, the following provisions shall applywith TENANT that:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance a) the leased premises will comply in every respect with the provisions of this Article 8)laws, surrender ordinances and regulations, municipal or Modification of this Lease by joint action of Landlord otherwise that are in effect and Tenant without may govern the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy same as of the Notice upon each Mortgagee date of which Landlord has received written Notice.August 15, 1995;
8.2.3 Each Mortgagee b) if TENANT performs the requirements hereof on its part to be performed, it shall have quiet and peaceable possession and enjoyment of leased premises during the term aforesaid, and LANDLORD warrants and agrees to defend TENANT in such quiet and peaceful use against claims of all persons whomsoever;
c) TENANT shall have the rightright at its own expense to make such alterations, but additions, installations, changes and improvements in and upon the leased premises as may be necessary for TENANT'S purposes, provided such alterations, additions, installations, changes and improvements shall not damage the obligation, building or diminish its value and provided written consent is first obtained from the LANDLORD which consent will not be unreasonably withheld. TENANT shall upon the termination of this lease or at any time during the continuance hereof have any alterations, additions, installation, changes and improvements to said leased premises made by TENANT, and at the expense of TENANT unless agreed to separately by LANDLORD. Any damage caused by such removal will be repaired by TENANT at its expense and prior to the surrender of leased premises. In the event TENANT chooses not to remove any of said additions, improvements or property which TENANT has the right to remove prior to the termination hereof, and LANDLORD approves, TENANT shall be deemed to have abandoned the said property and thereupon the same shall become the property of LANDLORD. The TENANT shall be responsible on evacuation of the property, to remove any leasehold improvements that have been made since inception of the lease of August 15, 1995, which have not been approved by LANDLORD and not made a part of the original fit-up and that penetrate the roof, floor or cause structural interference with the regular pattern of structural framing of the original building. Such removal will include repairs necessary to restore the facility to a condition of soundness and appearance equal to original condition, wear and tear excepted, in modified or improved areas by TENANT;
d) LANDLORD will pay $200,000 cash to TENANT at occupancy;
e) TENANT shall have the right to use the exterior of the building of leased premises occupied by it, including the roof, for the purpose of erecting or painting thereon or attaching thereto a sign or signs advertising TENANT'S business, provided such sign or signs shall not injure the building and provided further that any sign attached to the building shall be in conformity with the city or other municipal ordinance covering the same. Upon the termination of this Leaselease or upon the removal of such sign or signs, any defacement or damage to pay all the exterior of the Rent due hereunderbuilding shall be promptly repaired by TENANT;
f) LANDLORD shall remain responsible to maintain and replace the roof, with all due interest foundation and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance structural components of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenantleased premises.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant g) LANDLORD to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, deliver the leased premises vacant and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it securesbroom clean.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
COVENANTS OF LANDLORD. If 23.1 Landlord covenants that it has the right to make this Lease for the term aforesaid, and that if Tenant shall execute a Leasehold Mortgagepay all rent when due and punctually perform all the covenants, terms, conditions and agreements of this Lease to be performed by Tenant, Tenant shall, during the term hereby created, freely, peaceably and quietly occupy and enjoy the full possession of the Premises without molestation or hindrance by Landlord or any party claiming through or under Landlord, subject to the provisions of Section 23.2 hereof. Tenant acknowledges and agrees that so long as any Leasehold Mortgage shall remain unsatisfied its leasehold estate in and to the Premises vests on the date this Lease is executed, notwithstanding that the term of record or this Lease will not commence until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage a future date.
(a) Landlord hereby reserves to Landlord, itself and its successors and assigns the following provisions rights (all of which are hereby consented to by Tenant): (i) to change the street address and/or name of the Building or the Office Complex and/or the arrangement and/or location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts of the Office Complex, provided such changes to not materially and adversely interfere with Tenant's use or occupancy of the Premises; (ii) to erect, use and maintain pipes and conduits in and through the Premises, provided that Landlord shall apply:
8.2.1 There use its reasonable efforts to minimize the disruption to Tenant's use and occupancy of the Premises and provided such changes do not materially or adversely interfere with Tenant's use or occupancy of the Premises; and (iii) to grant to anyone the exclusive right to conduct any particular business or undertaking in the Office Complex; provided, however, that Landlord shall not grant to anyone an exclusive right which would preclude Tenant from occupying the Premises. Landlord may exercise any or all of the foregoing rights without being deemed to be no cancellation (except guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's use or occupancy of the Premises. If, as a result of Tenant’s Default, after compliance with the provisions Landlord's change of this Article 8), surrender street address or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy name of the Notice upon each Mortgagee of which Building, Tenant must replace its professional stationery, Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the rightagrees to reimburse Tenant, but not the obligation, at any time prior up to termination of this Lease, Three Thousand Dollars ($3,000.00) based on invoices presented to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession reasonable cost of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State replacing stock on hand at the time of such change with stationery of equal amount and quality.
(b) If (i) the foreclosure for divesting the obligor occurrence of title in the event any of the obligor’s default under events set forth in Section 23.2 (a)(i).(iii) above causes a material and adverse impact on Tenant's use and occupancy of the Leasehold Mortgage Premises as a direct result of which Tenant is unable to conduct its normal business operations in all or a portion of the obligation it secures.
8.2.5 All rights Premises for five (5) full business days or longer and (ii) Tenant has provided Landlord with written notice of Landlord Tenant's inability to terminate this Lease use all or a portion of the Premises for the conduct of normal business operations as the a result of the occurrence of any Event of Default under this Leasesuch events and (iii) Landlord does not commence or is not diligently pursuing curing such disruption of Tenant's ability to use all or a portion of the Premises for the conduct of normal business operations, then, base rent for that portion of the Premises which Tenant is unable to use as a result of such disruption in its business operations shall be subject to, and conditioned upon, abated on a pro rata basis commencing on the date that Tenant provides Landlord having first given written notice of Tenant's inability to each Mortgagee written Notice use all or a portion of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended Premises for the period normal conduct of its business until use of that portion of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Premises which Tenant under this Lease and shall continue is unable to pay currently those monetary obligations as and when the same fall dueuse is returned to Tenant.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
Samples: Lease Modification and Extension Agreement (E Centives Inc)
COVENANTS OF LANDLORD. If Tenant shall execute a Leasehold Mortgage9.1 Landlord will supply for normal office use during normal business hours Monday through Friday from 8:00 a.m. to 6:00 p.m., and Saturday from 8:00 a.m. to 1:00 p.m., local time (excluding holidays), heat and air conditioning (except that in the event that such utilities are separately metered and are paid by Tenant, Landlord agrees that so long shall supply only the equipment for such utilities), elevator service (where applicable), janitorial and cleaning services as any Leasehold Mortgage set forth in Exhibit "E" hereto, common area electricity, and hot and cold water, all in amounts consistent with services provided in similar buildings in the community, provided that: (i) Landlord shall remain unsatisfied of record not be liable for failure to supply or until written Notice of satisfaction is given by the holders interruption of any such Leasehold Mortgage service by reason of any cause beyond Landlord's reasonable control and Landlord shall not be liable for consequential damages in said event; (ii) Landlord has installed meters to Landlord, measure the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with electricity consumed on the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord Demised Premises and Tenant without shall pay the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than cost thereof within ten (10) business days prior written Notice of any work to be performed on the Premises being billed therefor by the Mortgagee servicing utility company; (iii) if Tenant requires janitorial and cleaning services beyond those provided by Landlord, Tenant may arrange for such additional services through Landlord, and Tenant shall pay Landlord upon receipt of billing therefor; and (iv) if Tenant requires installation of a separate or supplementary heating, cooling, ventilating and/or air conditioning system Tenant shall pay all costs in connection with the furnishing, installation and operation thereof.
9.2 If at any time Tenant is not satisfied with the janitorial service provided by Tenant, and if Tenant notifies Landlord of its agents dissatisfaction and contractorsLandlord fails to remedy the situation whereby Tenant's dissatisfaction with the janitorial service continues for a period of at least one (1) month after notice to Landlord, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee Tenant shall be as effective permitted to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Leasecontract for its own janitorial services, and the Notice Tenant's Operating Expenses shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it securesproportionally reduced.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
Samples: Lease Agreement (Emtec Inc/Nj)
COVENANTS OF LANDLORD. If Tenant shall execute a Leasehold MortgageThroughout the Term, Landlord covenants and agrees that so long as follows:
(a) Landlord shall not create, assume or suffer to exist, directly or indirectly, any Leasehold Mortgage shall remain unsatisfied of record lien, encumbrance or until written Notice of satisfaction is given by the holders security interest of any kind on the Sewage Disposal System.
(b) Landlord shall take all action reasonably necessary to cure any defects in title to the Sewage Disposal System, and at the request of Tenant, shall grant any license, easement or right-of-way in connection with the Sewage Disposal System to the extent Tenant has not been empowered to take these actions. The expense of curing any such Leasehold Mortgage to Landlord, the following provisions shall apply:
8.2.1 There title defects shall be no cancellation (except as a result of Tenant’s Default, after compliance with the provisions of this Article 8), surrender or Modification of this Lease borne by joint action of Landlord and Tenant without the prior written consent in writing of each MortgageeLandlord.
8.2.2 (c) Landlord shall, upon serving to the extent reasonably requested by Tenant, cooperate with and assist Tenant with in assigning, transferring or obtaining, as the case may be, any Notice of Default, simultaneously serve a copy permits that are necessary for the operation by Tenant of the Notice upon each Mortgagee of Sewage Disposal System.
(d) Landlord shall, to the extent reasonably requested by Tenant, grant Tenant the right to receive any grant proceeds to which Landlord has received written Noticewould otherwise be entitled in respect of the Sewage Disposal System, and to cooperate in all reasonable respects with Tenant in making application for such proceeds.
8.2.3 Each Mortgagee shall have the right(e) If, but not the obligation, at any time prior to termination of this Lease, to pay all as of the Rent due hereunderEffective Date, Landlord has commenced planning or construction of and repairs or capital improvements to any part of the Sewage Disposal System, Landlord shall, with Tenant’s review and approval of all due interest plans, be obligated to complete such repairs or improvements and late chargesshall not withhold, condition or delay any action necessary to effect complete the repairs or capital improvements in accordance with its obligations under Applicable Laws.
(f) Landlord shall immediately deliver to Tenant any insurancenotices received by Landlord from any governmental authority or agency or any third party related to the Sewer System or the Sewage Disposal System.
(g) Landlord shall immediately deliver to Tenant any notice, written or oral, received by Landlord related to any problems, issues or damage to the Sewage Disposal System.
(h) It is the expectation of the Tenant that, upon the retirement of Existing Financing or sufficient Current Surplus to pay any taxes or assessmentsExisting Financing obligations, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may it shall no longer be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenantcharge users for sewer service.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
Samples: Sewage Disposal System Lease
COVENANTS OF LANDLORD. If 23.1 Landlord covenants that it has the right to make this Lease for the term aforesaid, and that if Tenant shall execute a Leasehold Mortgagepay all rent when due and punctually perform all the covenants, terms, conditions and agreements of this Lease to be performed by Tenant, Tenant shall, during the term hereby created, freely, peaceably and quietly occupy and enjoy the full possession of the Premises without molestation or hindrance by Landlord agrees that so long as or any Leasehold Mortgage shall remain unsatisfied of record party claiming through or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage to under Landlord, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with subject to the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, Section 23.2 hereof. Tenant acknowledges and agrees that its leasehold estate in and to the time required for Premises vests on the Mortgagee date this Lease is executed, notwithstanding that the term of this Lease will not commence until a future date.
23.2 Landlord hereby reserves to perfect itself and its successors and assigns the following rights (all of which are hereby consented to by Tenant): (i) to change the street address or name of the Building, or the arrangement or location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts of the Building (provided same does not materially, adversely affect Tenant’s use of or access to the Premises); (ii) to erect, use and maintain pipes and conduits in and through the concealed portions of the Premises; (iii) to grant to anyone the exclusive right to cure conduct any Non-Monetary Default by obtaining possession particular legal business or undertaking in the Building; (iii) in the event that Tenant vacates the Premises prior to the expiration of the Lease Term, to make alterations to or otherwise prepare the Premises for re-occupancy by another tenant without relieving Tenant of its obligation to pay all base rent, additional rent and other sums due under this Lease through such expiration; and (including possession by iv) to grant anyone the exclusive right from time to time on a receiver) temporary basis to use any portion of the common public areas of the Building (provided it does not materially, adversely affect Tenant’s use of or by instituting Foreclosure proceedings, so long as access to the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such curePremises). The foregoing cure periods Landlord shall run from use commercially reasonable efforts to minimize any interference to the giving of Notice operation of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified business in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures.
8.2.5 All rights of Landlord to terminate this Lease Premises as the a result of the occurrence exercise of such rights; provided that Landlord shall not be required to incur any Event of Default under this Leaseadditional, shall be subject tounusual risk, cost, or expense in connection therewith. Provided Landlord acts prudently and conditioned uponcomplies with the immediately preceding sentence, Landlord having first given to each Mortgagee written Notice may exercise any or all of the Event foregoing rights without being deemed to be guilty of Default as required under Section 8.2.4an eviction, and such Mortgagees having failed to remedy such Event actual or constructive, or a disturbance or interruption of Default the business of Tenant or acquire of Tenant’s Leasehold Estate hereunder use or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period occupancy of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall duePremises.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
COVENANTS OF LANDLORD. If 23.1 Landlord covenants that it has the right to enter into this Lease, and that if Tenant shall execute a Leasehold Mortgageperform timely all of its obligations hereunder, Landlord agrees that so long as any Leasehold Mortgage shall remain unsatisfied of record or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage then, subject to Landlord, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of Tenant shall during the Rent due hereunder, with all due interest Lease Term peaceably and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, quietly occupy and to do any act or thing which may be necessary and proper to be done in enjoy the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure without hindrance by Landlord or any party claiming through or under Landlord.
23.2 Landlord reserves the following rights: (a) to change the street address and name of the Building; (b) to change the arrangement and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets or other public parts of the Building if required by applicable Law; (c) to erect, use and maintain pipes, wires, structural supports, ducts and conduits in and through the Premises to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for Tenant’s cure of such failure. As used in extent required to perform Landlord's obligations under this Lease, “Foreclosure” ; (d) to resubdivide the Land or to combine the Land with other lands (provided that the calculation of Operating Charges shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given be equitably adjusted to the extent necessary in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in connection therewith); (e) if Tenant vacates the Leasehold Mortgage and enforceable in Premises prior to the State at the time expiration of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Term and there has occurred an Event of Default under this Lease, shall be subject toto make Alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligation to pay all Base Rent, additional rent and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant sums due under this Lease through such expiration; (f) to construct improvements (including kiosks) on the Land and in the public and common areas of the Building (provided, however, that costs associated with such improvements shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord agrees that the names of each Mortgagee may only be added by Tenant included in Operating Charges to the “Loss Payable Endorsement” extent Tenant is permitted use thereof, or otherwise benefits therefrom); (g) to prohibit smoking in the entire Building or portions thereof (including the Premises) and on the Land, so long as such prohibitions are in accordance with applicable law; and (h) if any excavation or other substructure work shall be made or authorized to be made upon land adjacent to the Building or the Land, to enter the Premises for the purpose of doing such work as is required to preserve the walls of the Building and to preserve the land from injury or damage and to support such walls and land by proper foundations; provided, however, that in no event shall Landlord's exercise of any of the foregoing rights materially and adversely affects the operations of Tenant's business in the Premises. Landlord shall use commercially reasonable efforts to minimize any such interference. Landlord may exercise any or all insurance policies required of the foregoing rights without being deemed to be carried by Tenant under this Lease on condition that guilty of an eviction, actual or constructive, or a disturbance of Tenant's business or use or occupancy of the insurance proceeds are to be applied in the manner specified in this LeasePremises.
Appears in 1 contract
Samples: Office Lease Agreement (Netrix Corp)
COVENANTS OF LANDLORD. If Tenant shall execute In connection with and as a Leasehold Mortgagecondition of the issuance of the Shares, as of the date hereof Landlord makes the representations and warrants to LXL Media as follows.
(a) Landlord agrees that so long as Occupant does not owe Landlord any Leasehold Mortgage shall remain unsatisfied of record or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage to Landlord, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, amount or any other monetary obligation required consideration, whether cash or equity, directly or indirectly for any period prior to the beginning of Tenant under this Lease whether payable to Landlord or to any third party), or the Occupancy Period (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, for any obligation of Tenant under the time required for the Mortgagee Lease).
(b) The undertakings and agreement of Landlord under this Letter Agreement are personal to perfect Occupant, and do not constitute any deemed performance by or on behalf of Tenant, or cure of any Existing Default or Future Default. Landlord expressly reserves its right to cure pursue any Non-Monetary and all remedies as may exist in favor of Landlord in respect of any Existing Default by obtaining possession or Future Default, provided, that Landlord agrees not to pursue any such remedies against the Occupant. Notwithstanding the generality of the Premises (including possession by a receiver) or by instituting Foreclosure proceedingsforegoing, Landlord agrees that, so long as Occupant is not in default of any obligation of Occupant under this Letter Agreement, Landlord agrees to allow the cure is promptly commenced and continued Occupancy by Occupant of the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord Premises subject to the Mortgagee terms and conditions of this Letter Agreement. For avoidance of doubt, Landlord shall use its best efforts to endeavor, to the extent possible without compromising any claims Landlord may run concurrently (either in whole or in part) with the time provided for have against Tenant’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified so long as Occupant is not in default of Occupant’s obligations under the Leasehold Mortgage and enforceable in the State at the time terms of this Letter Agreement, to maintain Occupant’s Occupancy of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended Premises for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall dueOccupancy Period.
8.2.7 Landlord agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
COVENANTS OF LANDLORD. . If Tenant shall execute a Leasehold Mortgage, Landlord agrees that so long as any Leasehold Mortgage shall remain unsatisfied of record or until written Notice of satisfaction is given by the holders of any such Leasehold Mortgage to Landlord, the following provisions shall apply:
8.2.1 There shall be no cancellation (except as a result of Tenant’s Default, after compliance with the provisions of this Article 8), surrender or Modification of this Lease by joint action of Landlord and Tenant without the prior written consent in writing of each Mortgagee.
8.2.2 Landlord shall, upon serving Tenant with any Notice of Default, simultaneously serve a copy of the Notice upon each Mortgagee of which Landlord Xxxxxxxx has received written Notice.
8.2.3 Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Lease, to pay all of the Rent due hereunder, with all due interest and late charges, to effect any insurance, to pay any taxes or assessments, to make any repairs or improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. As against Landlord, any Mortgagee and its agents and contractors shall have full access to the Premises for purposes of accomplishing any of the foregoing, provided that the Mortgagee shall give Landlord not less than ten (10) days prior written Notice of any work to be performed on the Premises by the Mortgagee or its agents and contractors, to allow Landlord to post a notice of nonresponsibility or any similar notice on the Premises. Any of the foregoing done by any Mortgagee shall be as effective to prevent a termination of this Lease as the same would have been if done by Tenant.
8.2.4 Anything contained in this Lease notwithstanding, if any Event of Default shall occur which, pursuant to any provision of this Lease, purportedly entitles Landlord to terminate this Lease, Landlord shall not be entitled to terminate this Lease, and the Notice shall be rendered void, if the Mortgagee shall cure the Default within (i) sixty (60) days after Notice as to any failure of Tenant to perform a monetary obligation when due under this Lease (the parties agreeing, that for purposes of this Lease, a “monetary obligation” shall mean the payment of Rent payable under this Lease, or any other monetary obligation required of Tenant under this Lease whether payable to Landlord or to any third party), or (ii) ninety (90) days after Notice as to any failure of Tenant to perform a non-monetary obligation when due under this Lease (except that if such non-monetary obligation is not reasonably susceptible of performance within ninety (90) days, then such longer time following receipt of Notice as is reasonably necessary to perform such non-monetary obligation, including, without limitation, the time required for the Mortgagee to perfect its right to cure any Non-Monetary Default by obtaining possession of the Premises (including possession by a receiver) or by instituting Foreclosure proceedings, so long as the cure is promptly commenced and the Mortgagee acts with reasonable and continuous diligence through to completion of such cure). The foregoing cure periods shall run from the giving of Notice of Tenant’s failure by Landlord to the Mortgagee and may run concurrently (either in whole or in part) with the time provided for TenantXxxxxx’s cure of such failure. As used in this Lease, “Foreclosure” shall mean judicial foreclosure of a Leasehold Mortgage, sale under a power of sale given in a Leasehold Mortgage, and all other remedies provided by law or equity or specified in the Leasehold Mortgage and enforceable in the State at the time of the foreclosure for divesting the obligor of title in the event of the obligor’s default under the Leasehold Mortgage or the obligation it secures.
8.2.5 All rights of Landlord to terminate this Lease as the result of the occurrence of any Event of Default under this Lease, shall be subject to, and conditioned upon, Landlord having first given to each Mortgagee written Notice of the Event of Default as required under Section 8.2.4, and such Mortgagees having failed to remedy such Event of Default or acquire Tenant’s Leasehold Estate hereunder or commence Foreclosure or other appropriate proceedings in the nature thereof as set forth in Section 8.2.4.
8.2.6 If any Mortgagee is prohibited from commencing or prosecuting Foreclosure or other appropriate proceedings in the nature thereof by any process or injunction issued by any court or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Tenant, the times specified in Section 8.2.4 for commencing or prosecuting Foreclosure or other proceedings shall be extended for the period of the prohibition, provided that the Mortgagee shall have fully cured any Event of Default in the payment of any monetary obligations of Tenant under this Lease and shall continue to pay currently those monetary obligations as and when the same fall due.
8.2.7 Landlord Xxxxxxxx agrees that the names of each Mortgagee may be added by Tenant to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under this Lease on condition that the insurance proceeds are to be applied in the manner specified in this Lease.
Appears in 1 contract
Samples: Lease Agreement
