Fee Mortgages. (a) The parties agree that Lessor shall be permitted to mortgage the fee interest in the Land during the Term of this Lease (each, a "Fee Mortgage"). This Lease (including, without limitation, the FMV Purchase Option granted to Lessee pursuant to Section 12.3 below) shall be subject and subordinate to the terms and provisions of, and the lien of, any such Fee Mortgage, provided that (i) such Fee Mortgage contains an express provision to the effect that, if there shall be a foreclosure of the Fee Mortgage, the holder of such Fee Mortgage will not evict Lessee, disturb Lessee's possession under this Lease, or terminate or disturb Lessee's leasehold estate or rights hereunder, and will recognize Lessee as the direct tenant of such holder on the same terms and conditions as are contained in this Lease, subject to the provisions hereinafter set forth, provided no Event of Default shall have occurred and be continuing hereunder, or (ii) Lessee shall obtain a separate subordination, non-disturbance and attornment agreement from the holder of such Fee Mortgage, which agreement may be conditioned upon conditions then ordinary and customary in subordination, non-disturbance and attornment agreements entered into by lenders at that time. If, in connection with the financing of the Premises, any lending institution shall request reasonable modifications of this Lease that do not increase Lessee's monetary obligations under this Lease, or materially adversely affect or diminish the rights, or materially increase the other obligations of Lessee under this Lease, Lessee shall make such modifications.
(b) Unless expressly waived or modified therein, any nondisturbance provision contained in a Fee Mortgage or any separate subordination, nondisturbance and attornment agreement delivered to Lessee by the holder of any Fee Mortgage shall be deemed to have been made on the condition that neither the holder of such Fee Mortgage nor anyone claiming by, through or under such holder, including a purchaser at a foreclosure sale, shall be:
(i) liable for any act or omission of any prior lessor (including, without limitation, the then defaulting Lessor), except to the extent arising or continuing after the holder of such Fee Mortgage or such purchaser shall have succeeded to the right and title of the defaulting lessor in the Premises, or
(ii) subject to any defense or offsets which Lessee may have against any prior lessor (including, without limitation, the then defaulting Lessor), ...
Fee Mortgages. As of the Lease Commencement, the Premises will be encumbered with a fee mortgage as more particularly described on the Schedule of Permitted Encumbrances attached hereto as Exhibit B (as the same may be hereafter amended, modified, renewed, extended, consolidated or replaced, hereinafter referred to as the "Initial Fee Mortgage"). The Initial Fee Mortgage and any other mortgage or other security device permitted hereunder which encumbers all or any part of the Landlord's interest in the Premises is herein called a "Fee Mortgage" and the holder of any such mortgage or other security device is herein called a "Fee Mortgagee".
Fee Mortgages. Landlord shall have the right to mortgage its fee interest in the Premises during the Term hereof, provided that a foreclosure of any such mortgage shall not affect this Lease or the rights of Tenant, any subtenant or any other party deriving its interest through Tenant.
Fee Mortgages. Any Fee Mortgage shall be subject and subordinate to, and shall not attach to: (1) this Lease and the Leasehold Estate (whether held by Lessee, a Successor Lessee, or a New Lessee); (2) any New Lease and the Leasehold Estate thereunder; (3) any judgment arising from the County's breach of this Lease; (4) any estate (including a subleasehold and a leasehold mortgagee estate) directly or indirectly arising from this Lease or any New Lease or the Leasehold Estate under either (so long as this Lease or such New Lease has not been terminated in accordance with its terms and in compliance with all rights of Leasehold Mortgages); (5) Lessee's or New Lessee's and any Leasehold Mortgagee's rights and remedies under this Lease; and (6) any rights of a Leasehold Mortgagee with respect to the Leasehold Estate. Any Fee Mortgagee, and in the event of a foreclosure of a Fee Mortgage or delivery of a deed in lieu of such foreclosure, the Fee Mortgagee or grantee or successful bidder at the foreclosure sale, shall succeed only to the Fee Estate, subject to items "1" through "6" .
Fee Mortgages. (a) Westboy covenants with Manager to enforce (and not amend) the provisions of Section 32.1 of the Percentage Lease (relating to mortgaging of the fee estate in the Hotels), for the benefit of Manager. Manager shall have the right to exercise Westboy's approval rights under Section 32.1 of the Percentage Lease (and Westboy covenants not to exercise such approval rights without obtaining Manager's prior written consent). Any mortgage approved thereunder shall constitute an "Approved Mortgage" and shall be subject to the provisions of Section 3.2(e). Section 32.1 of the Percentage Lease is attached as Exhibit C hereto.
(b) In the event that Westboy or any successor thereto ever becomes a fee owner of a Hotel, or if, pursuant to the Owner Agreement, this form of Management Agreement is used as the basis of an agreement to manage any of the Hotels between Manager and any other owner of the fee interest in such Hotels, then Westboy, such successor, or such fee owner, as the case may be, agrees to recognize and be bound by the provisions of said Section 32.1 (which provisions shall be incorporated in the management agreement in question) with the following understandings:
Fee Mortgages. This Lease, including all amendments, renewals and extensions thereto or thereof, and the Leasehold Estate shall be prior and superior to all Fee Mortgages (including all extensions, renewals, replacements, modifications and consolidations thereof, and to all advances thereunder) and the rights of all Fee Mortgagees. Tenant shall not be obligated to provide any documentation to a Fee Mortgagee which in any way prejudices Tenant's rights under this Lease in Tenant's sole but commercially reasonably exercised discretion. Any inconsistency between any Fee Mortgage and this Lease shall be resolved in favor of this Lease.
Fee Mortgages. The Fee Mortgages encumbering the Leemilt’s Lessor’s interest in the Fee Estate are as set forth on Exhibit I, and Fee Mortgages encumbering the Power Test Lessor’s interest in the Fee Estate are as set forth on Exhibit M.
Fee Mortgages. Xxxxxxxx shall have the right during the Term to execute a Mortgage encumbering Landlord’s fee interest in and to the Leased Premises (subject to the Leasehold Estate and any New Lease required by a Leasehold Mortgagee), and Landlord’s interest in this Lease and may at any time or from time to time make assignments of the Rent payable hereunder or otherwise grant security interests or liens upon such Rent; provided, however, Landlord covenants and agrees that contemporaneously with, and as a pre-condition to, granting any Mortgage against or with respect to its interest in the Leased Premises, Landlord shall cause such lender to enter into a recordable non-disturbance agreement containing non-disturbance provisions reasonably acceptable to Tenant and any then existing Leasehold Mortgagee and such lender protecting Tenant’s rights under this Lease. Xxxxxx’s interests provided herein shall be subordinate to Landlord’s fee interest in and to the Leased Premises.
Fee Mortgages. In the event Landlord shall enter into or grant any Fee Mortgage, then this Lease, any Leasehold Mortgages and any renewals, amendments and replacements hereof or thereof, including, without limitation, any new lease made pursuant to the provisions of Section 13.9 shall be prior in interest to any such Fee Mortgage. The Fee Mortgagee shall recognize all of Tenant’s (and any Leasehold Mortgagee’s and Tenant Mezzanine Lender’s) rights hereunder, and any Fee Mortgagee’s rights shall be subject to this Lease and any renewals, amendments and replacements hereof, including, without limitation, any new lease made pursuant to the provisions of Section 13.9 and the term, rights and leasehold estate of Tenant hereunder and thereunder and to any Leasehold Mortgages but subject in any event to the rights of Landlord under this Lease. The provisions of this Section 13.1 shall be self-operative, without the necessity of any other written consent or subordination by the holder of any Fee Mortgage. However, upon written request of Tenant, Landlord shall at any time or times use commercially reasonable efforts to cause the holder of each Fee Mortgage to execute, acknowledge and deliver to Tenant, each Leasehold Mortgagee and each Tenant Mezzanine Lender, provided that Tenant pays any reasonable costs incurred by Landlord in respect thereof, any instrument reasonably required by Tenant, any Leasehold Mortgagee or any Tenant Mezzanine Lender to confirm such subordination.
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