Common use of Covenants, Representations and Warranties Concerning Leases and Rents Clause in Contracts

Covenants, Representations and Warranties Concerning Leases and Rents. Trustor covenants, represents and warrants that: (i) Trustor has good title to, and is the owner of the entire lessor’s interest in, the Leases and Rents (if any) hereby assigned and has the authority to assign them; (ii) all Leases (if any) are valid and enforceable, and in full force and effect, and are unmodified except as stated therein; (iii) unless otherwise stated in a Permitted Encumbrance, no Rents or Leases have been or will be assigned, mortgaged, pledged or otherwise encumbered and no other person has or will acquire any right, title or interest in such Rents or Leases; (iv) no Rents have been waived, released, discounted, set off or compromised in any material respect; (v) except as stated in the Leases, Trustor has not received any material amount of funds or deposits from any tenant for which credit has not already been made on account of accrued Rents; (vi) Trustor shall perform all of its obligations under the Leases and enforce the tenants’ obligations under the Leases to the extent enforcement is prudent under the circumstances; (vii) Trustor will not without the prior written consent of Beneficiary, which consent shall not be unreasonably withheld, conditioned or delayed, enter into any Lease after the date hereof, or, in any material respect, waive, release, discount, set off, compromise, reduce or defer any Rent, receive or collect Rents more than one (1) year in advance, grant any rent-free period to any tenant, reduce any Lease term or waive, release or otherwise modify any other material obligation under any Lease, renew or extend any Lease except in accordance with a right of the tenant thereto in such Lease, approve or consent to an assignment of a Lease or a subletting of any part of the premises covered by a Lease, or settle or compromise any claim against a tenant under a Lease in bankruptcy or otherwise (if Beneficiary so requests, Trustor shall cause the tenant under any Lease consented to by Beneficiary to enter into a subordination agreement with Beneficiary satisfactory in the sole discretion of Beneficiary); (viii) promptly upon request by Beneficiary, Trustor shall deliver to Beneficiary executed originals of all Leases and copies of all records relating thereto; (ix) there shall be no extinguishment by confusion of the leasehold estates, created by the Leases, with ownership of the Land without the prior written consent of Beneficiary; and (x) Beneficiary may at any time and from time to time by specific written instrument intended for the purpose, unilaterally subordinate the lien of this Deed of Trust to any Lease, without joinder or consent of, or notice to, Trustor, any tenant or any other person, and notice is hereby given to each tenant under a Lease of such right to subordinate. No such subordination shall constitute a subordination to any lien or other encumbrance, whenever arising, or improve the right of any junior lienholder; and nothing herein shall be construed as subordinating this Deed of Trust to any Lease.

Covenants, Representations and Warranties Concerning Leases and Rents. Trustor The Mortgagor covenants, represents and warrants that: (ia) Trustor the Mortgagor has good title to, and is the owner of the entire lessorlandlord’s interest in, the Leases and Rents (if any) hereby assigned and has the authority to assign them; (iib) all Leases (if any) are valid and enforceable, and in full force and effect, and are unmodified except as stated therein; (iiic) neither the Mortgagor nor any tenant in the Property is in default under its Lease (and no event has occurred which with the passage of time or notice or both would result in a default under its Lease) or is the subject of any bankruptcy, insolvency or similar proceeding; (d) unless otherwise stated in a Permitted EncumbranceException, no Rents or Leases have been or will be assigned, mortgaged, pledged or otherwise encumbered and no other person Person has or will acquire any right, title or interest in such Rents or Leases; (ive) no Rents have been waived, released, discounted, set off or compromised in any material respectcompromised; (vf) except as stated in the Leases, Trustor the Mortgagor has not received any material amount of funds or deposits from any tenant for which credit has not already been made on account of accrued Rents; (vig) Trustor the Mortgagor shall perform all of its obligations under the Leases and enforce the tenants’ obligations under the Leases to the extent enforcement is prudent under the circumstances; (viih) Trustor the Mortgagor will not without the prior written consent of Beneficiary, which consent shall not be unreasonably withheld, conditioned or delayedthe Mortgagee, enter into any Lease after the date hereof, or, in any material respect, or waive, release, discount, set off, compromise, reduce or defer any RentRents, receive or collect Rents more than one (1) year month in advance, grant any rent-free period to any tenant, reduce any Lease term or waive, release or otherwise modify any other material obligation under any Lease, renew or extend any Lease except in accordance with a right of the tenant thereto in such Lease, approve or consent to an assignment of a Lease or a subletting of any part of the premises covered by a Lease, or settle or compromise any claim against a tenant under a Lease in bankruptcy or otherwise otherwise; (i) the Mortgagor will not, without the prior written consent of the Mortgagee, which shall not be unreasonably withheld, terminate or consent to the cancellation or surrender of any Lease having an unexpired term of one (1) year or more; (j) the Mortgagor will not execute any Lease except in accordance with this Mortgage and the other Loan Documents and for actual occupancy by the tenant thereunder; (k) the Mortgagor shall give prompt notice to the Mortgagee, as soon as the Mortgagor first obtains notice, of any claim, or the commencement of any action, by any tenant or subtenant under or with respect to a Lease regarding any claimed damage, default, diminution of or offset against Rents, cancellation of the Lease, or constructive eviction, and the Mortgagor shall defend, at the Mortgagor’s expense, any proceeding pertaining to any Lease, including, if Beneficiary the Mortgagee so requests, Trustor shall cause any such proceeding to which the tenant under any Lease consented to by Beneficiary to enter into Mortgagee is a subordination agreement with Beneficiary satisfactory in the sole discretion of Beneficiary)party; (viiil) the Mortgagor shall as often as requested by the Mortgagee, within ten (10) days of each request, deliver to the Mortgagee a complete rent roll of the Property in such detail as the Mortgagee may require and financial statements of the tenants, subtenants and guarantors under the Leases to the extent available to the Mortgagor, and deliver to such of the tenants and others obligated under the Leases specified by the Mortgagee written notice of the assignment in Section 3.1 hereof in form and content satisfactory to the Mortgagee; (m) promptly upon request by Beneficiarythe Mortgagee, Trustor the Mortgagor shall deliver to Beneficiary the Mortgagee executed originals of all Leases and copies of all records relating thereto; and (ixn) there shall be no extinguishment by confusion merger of the leasehold estates, estates created by the Leases, Leases with ownership the fee estate of the Land without the prior written consent of Beneficiary; and (x) Beneficiary may at any time and from time to time by specific written instrument intended for the purpose, unilaterally subordinate the lien of this Deed of Trust to any Lease, without joinder or consent of, or notice to, Trustor, any tenant or any other person, and notice is hereby given to each tenant under a Lease of such right to subordinate. No such subordination shall constitute a subordination to any lien or other encumbrance, whenever arising, or improve the right of any junior lienholder; and nothing herein shall be construed as subordinating this Deed of Trust to any LeaseMortgagee.

Covenants, Representations and Warranties Concerning Leases and Rents. Trustor Mortgagor covenants, represents and warrants that: (ia) Trustor Mortgagor has good title to, and is the owner of the entire lessorlandlord’s interest in, the Leases and Rents (if any) hereby assigned and has the authority to assign them; (iib) all Leases (if any) are valid and enforceable, and in full force and effect, and are unmodified except as stated therein; (iiic) neither Mortgagor nor any tenant in the Property is in default under its Lease (and no event has occurred which with the passage of time or notice or both would result in a default under its Lease) or is the subject of any bankruptcy, insolvency or similar proceeding; (d) unless otherwise stated in a Permitted Encumbrance, no Rents or Leases have been or will be assigned, mortgaged, pledged or otherwise encumbered and no other person has or will acquire any right, title or interest in such Rents or Leases; (ive) no Rents have been waived, released, discounted, set off or compromised in any material respectcompromised; (vf) except as stated in the Leases, Trustor Mortgagor has not received any material amount of funds or deposits from any tenant for which credit has not already been made on account of accrued Rents; (vig) Trustor Mortgagor shall perform all of its obligations under the Leases and enforce the tenants’ obligations under the Leases to the extent enforcement is prudent under the circumstances; (viih) Trustor Mortgagor will not without the prior written consent of Beneficiary, which consent shall not be unreasonably withheld, conditioned or delayedMortgagee, enter into any Lease after the date hereofhereof except in accordance with the terms of Exhibit I to the Loan Agreement, or, in any material respect, or waive, release, discount, set off, compromise, reduce or defer any Rent, receive or collect Rents more than one (1) year month in advance, grant any rent-free period to any tenanttenant (except in accordance with the terms of Exhibit I to the Loan Agreement), reduce any Lease term or waive, release or otherwise modify any other material obligation under any Lease, renew or extend any Lease except in accordance with the terms of Exhibit I to the Loan Agreement or in accordance with a right of the tenant thereto in such Lease, approve or consent to an assignment of a Lease or a subletting of any part of the premises covered by a LeaseLease (except with respect to leases of 5,000 square feet of rentable space or less), or settle or compromise any claim against a tenant under a Lease in bankruptcy or otherwise (except with respect to leases of 5,000 square feet of rentable space or less); (i) Mortgagor will not, without the prior written consent of Mortgagee, terminate or consent to the cancellation or surrender of any Lease having an unexpired term of one (1) year or more unless promptly after the cancellation or surrender a new Lease of such premises is made with a new tenant having a credit standing that is satisfactory to Mortgagee, in Mortgagee’s judgment, on terms not materially less favorable to lessor than the terms of the terminated or cancelled Lease; (j) Mortgagor will not execute any Lease except in accordance with the Loan Documents and for actual occupancy by the tenant thereunder; (k) Mortgagor shall give prompt notice to Mortgagee, as soon as Mortgagor first obtains notice, of any claim, or the commencement of any action, by any tenant or subtenant under or with respect to a Lease regarding any claimed damage, default, diminution of or offset against Rent, cancellation of the Lease, or constructive eviction, excluding, however, notices of default under residential Leases, and Mortgagor shall defend, at Mortgagor’s expense, any proceeding pertaining to any Lease, including, if Beneficiary Mortgagee so requests, Trustor shall cause the tenant under any Lease consented such proceeding to by Beneficiary to enter into which Mortgagee is a subordination agreement with Beneficiary satisfactory in the sole discretion of Beneficiary)party; (viiil) Mortgagor shall as often as requested by Mortgagee, within ten (10) days of each request, deliver to Mortgagee a complete rent roll of the Property in such detail as Mortgagee may require and financial statements of the tenants, subtenants and guarantors under the Leases to the extent available to Mortgagor, and deliver to such of the tenants and others obligated under the Leases specified by Mortgagee written notice of the assignment in Section 3.1 hereof in form and content satisfactory to Mortgagee; (m) promptly upon request by BeneficiaryMortgagee, Trustor Mortgagor shall deliver to Beneficiary Mortgagee executed originals of all Leases and copies of all records in its possession or control relating thereto; (ixn) there shall be no extinguishment by confusion merger of the leasehold estates, created by the Leases, with ownership the fee estate of the Land without the prior written consent of BeneficiaryMortgagee; and (xo) Beneficiary Mortgagee may at any time and from time to time by specific written instrument intended for the purpose, unilaterally subordinate the lien of this Deed of Trust Mortgage to any Lease, without joinder or consent of, or notice to, TrustorMortgagor, any tenant or any other person, and notice is hereby given to each tenant under a Lease of such right to subordinate. No such subordination shall constitute a subordination to any lien or other encumbrance, whenever arising, or improve the right of any junior lienholderlien Mortgagee; and nothing herein shall be construed as subordinating this Deed of Trust Mortgage to any Lease.

Covenants, Representations and Warranties Concerning Leases and Rents. Trustor The Grantor covenants, represents and warrants that: (ia) Trustor the Grantor has good title to, and is the owner of the entire lessorlandlord’s interest in, the Leases and Rents (if any) hereby assigned and has the authority to assign them; (iib) all Leases (if any) are valid and enforceable, and in full force and effect, and are unmodified except as stated therein; (iiic) neither the Grantor nor any tenant in the Property is in default under its Lease (and no event has occurred which with the passage of time or notice or both would result in a default under its Lease) or is the subject of any bankruptcy, insolvency or similar proceeding; (d) unless otherwise stated in a Permitted EncumbranceException, no Rents or Leases have been or will be assigned, mortgaged, pledged or otherwise encumbered and no other person Person has or will acquire any right, title or interest in such Rents or Leases; (ive) no Rents have been waived, released, discounted, set off or compromised in any material respectcompromised; (vf) except as stated in the Leases, Trustor the Grantor has not received any material amount of funds or deposits from any tenant for which credit has not already been made on account of accrued Rents; (vig) Trustor the Grantor shall perform all of its obligations under the Leases and enforce the tenants’ obligations under the Leases to the extent enforcement is prudent under the circumstances; (viih) Trustor the Grantor will not without the prior written consent of the Beneficiary, which consent shall not be unreasonably withheld, conditioned or delayed, enter into any Lease after the date hereof, or, in any material respect, or waive, release, discount, set off, compromise, reduce or defer any RentRents, receive or collect Rents more than one (1) year month in advance, grant any rent-free period to any tenant, reduce any Lease term or waive, release or otherwise modify any other material obligation under any Lease, renew or extend any Lease except in accordance with a right of the tenant thereto in such Lease, approve or consent to an assignment of a Lease or a subletting of any part of the premises covered by a Lease, or settle or compromise any claim against a tenant under a Lease in bankruptcy or otherwise otherwise; (i) the Grantor will not, without the prior written consent of the Beneficiary, which shall not be unreasonably withheld, terminate or consent to the cancellation or surrender of any Lease having an unexpired term of one (1) year or more; (j) the Grantor will not execute any Lease except in accordance with this Deed of Trust and the other Loan Documents and for actual occupancy by the tenant thereunder; (k) the Grantor shall give prompt notice to the Beneficiary, as soon as the Grantor first obtains notice, of any claim, or the commencement of any action, by any tenant or subtenant under or with respect to a Lease regarding any claimed damage, default, diminution of or offset against Rents, cancellation of the Lease, or constructive eviction, and the Grantor shall defend, at the Grantor’s expense, any proceeding pertaining to any Lease, including, if the Beneficiary so requests, Trustor shall cause any such proceeding to which the tenant under any Lease consented to by Beneficiary to enter into is a subordination agreement with Beneficiary satisfactory in the sole discretion of Beneficiary)party; (viiil) the Grantor shall as often as requested by the Beneficiary, within ten (10) days of each request, deliver to the Beneficiary a complete rent roll of the Property in such detail as the Beneficiary may require and financial statements of the tenants, subtenants and guarantors under the Leases to the extent available to the Grantor, and deliver to such of the tenants and others obligated under the Leases specified by the Beneficiary written notice of the assignment in Section 3.1 hereof in form and content satisfactory to the Beneficiary; (m) promptly upon request by the Beneficiary, Trustor the Grantor shall deliver to the Beneficiary executed originals of all Leases and copies of all records relating thereto; and (ixn) there shall be no extinguishment by confusion merger of the leasehold estates, estates created by the Leases, Leases with ownership the fee estate of the Land without the prior written consent of the Beneficiary; and (x) Beneficiary may at any time and from time to time by specific written instrument intended for the purpose, unilaterally subordinate the lien of this Deed of Trust to any Lease, without joinder or consent of, or notice to, Trustor, any tenant or any other person, and notice is hereby given to each tenant under a Lease of such right to subordinate. No such subordination shall constitute a subordination to any lien or other encumbrance, whenever arising, or improve the right of any junior lienholder; and nothing herein shall be construed as subordinating this Deed of Trust to any Lease.

Covenants, Representations and Warranties Concerning Leases and Rents. Trustor covenants, represents and warrants that: (ia) Trustor has good title to, and is the owner of the entire lessorlandlord’s interest in, the Leases and Rents (if any) hereby assigned and has the authority to assign themRents; (iib) Beneficiary has been provided a complete and legible copy of all Leases, and all Leases (if any) are valid and enforceable, and in full force and effect, and are unmodified except as stated therein; (iiic) unless otherwise stated neither Trustor nor, to Trustor’s knowledge, any tenant in the Property is in default under its Lease (and no event has occurred which with the passage of time or notice or both would result in a Permitted Encumbrancedefault under its Lease) or is the subject of any bankruptcy, insolvency or similar proceeding; (d) no Rents or Leases have been or nor will they be assigned, mortgaged, pledged or otherwise encumbered and no other person has or will acquire any right, title or interest in such Rents or Leases; (ive) no Rents have been waived, released, discounted, set off or compromised in any material respectcompromised; (vf) except as stated in the Leases, Trustor has not received any material amount of funds or deposits from any tenant for which credit has not already been made on account of accrued Rents; (vig) Trustor shall perform all of its obligations under the Leases and enforce the tenants’ obligations under the Leases to the extent enforcement is prudent under the circumstances; (viih) Trustor will not not, without the prior written consent of Beneficiary, which consent shall not be unreasonably withheld, conditioned or delayed, enter into any Lease after for any portion of the Property that is materially different than the form of the Leases provided to Beneficiary as of the date hereofof this Instrument; (i) Trustor shall not, or, in any material respectwithout the prior written consent of Beneficiary, waive, release, discount, set off, compromise, reduce or defer compromise any Rent, receive or collect Rents more than one (1) year in advance, grant any rent-free period to any tenant, reduce any Lease term or waive, release or otherwise modify any other material obligation under any Lease, renew or extend any Lease except in accordance with a right of the tenant thereto in such Leaseterm, approve or consent to an assignment of a any Lease or a subletting of to any part of the premises covered by a Leaseperson other than Beneficiary, or settle or compromise any claim against a tenant under a Lease in bankruptcy or otherwise otherwise; (j) deleted (k) Trustor will not execute any Lease except in accordance with the Loan Documents and for actual occupancy by the tenant thereunder; (1) Trustor shall give prompt written notice to Beneficiary, as soon as Trustor first obtains notice, of any claim, or the commencement of any action, by any tenant or subtenant under or with respect to a Lease regarding any claimed damage, default, diminution of or offset against Rent, cancellation of a Lease, or constructive eviction, and Trustor shall defend, at Trustor’s expense, any proceeding pertaining to any Lease, including, if Beneficiary so requests, any such proceeding to which Beneficiary is a party; (m) Trustor shall, as often as requested by Beneficiary, within ten (10) days of each request, deliver to Beneficiary a complete rent roll of the Property in such detail as Beneficiary may require and financial statements of the tenants, subtenants and guarantors under the Leases to the extent available to Trustor, and shall cause deliver to such of the tenant tenants and others obligated under any Lease consented to the Leases as may be specified by Beneficiary written notice of the assignment granted in this Section, in form and content satisfactory to enter into a subordination agreement with Beneficiary satisfactory in the sole discretion of Beneficiary); (viiin) promptly upon request by Beneficiary, Trustor shall deliver to Beneficiary executed originals of all Leases and copies of all records relating thereto; and (ixo) there shall be no extinguishment by confusion merger of the leasehold estates, estates created by the Leases, with ownership the fee estate of the Land Property without the prior written consent of Beneficiary; and (x) Beneficiary may at any time and from time to time by specific written instrument intended for the purpose, unilaterally subordinate the lien of this Deed of Trust to any Lease, without joinder or consent of, or notice to, Trustor, any tenant or any other person, and notice is hereby given to each tenant under a Lease of such right to subordinate. No such subordination shall constitute a subordination to any lien or other encumbrance, whenever arising, or improve the right of any junior lienholder; and nothing herein shall be construed as subordinating this Deed of Trust to any Lease.