Ground Lease Covenants. (a) With respect to each Ground Lease, (a) Borrower shall cause each Mortgage Borrower that is the holder of the leasehold interest under such Ground Lease to (i) pay all rents, additional rents and other sums required to be paid by such Mortgage Borrower, as tenant under and pursuant to the provisions of such Ground Lease, (ii) diligently perform and observe in all material respects all of the terms, covenants and conditions of such Ground Lease on the part of such Mortgage Borrower, as tenant thereunder, (iii) promptly notify Lender of the giving of any notice by the landlord under such Ground Lease to such Mortgage Borrower of any default by such Mortgage Borrower, as tenant thereunder, and deliver to Lender a true copy of each such notice within five (5) Business Days of receipt and (iv) promptly notify Lender of any bankruptcy, reorganization or insolvency of the landlord under such Ground Lease or of any notice thereof, and deliver to Lender a true copy of such notice within five (5) Business Days of Borrower’s receipt. Borrower shall not, without the prior consent of Lender, cause such Mortgage Borrower to surrender the leasehold estate created by such Ground Lease or terminate or cancel such Ground Lease or modify, change, supplement, alter or amend such Ground Lease in any material respect, either orally or in writing, and if such Mortgage Borrower shall default in the performance or observance of any term, covenant or condition of such Ground Lease on the part of such Mortgage Borrower, as tenant thereunder, and shall fail to cure the same prior to the expiration of any applicable cure period provided thereunder, Borrower shall permit Lender to have the right to pay any sums and to perform any act or take any action as may be appropriate to cause all of the terms, covenants and conditions of such Ground Lease on the part of such Mortgage Borrower to be performed or observed on behalf of Borrower, to the end that the rights of such Mortgage Borrower in, to and under such Ground Lease shall be kept unimpaired and free from default; provided, however, that Lender shall have no such obligation to perform any such actions. If the landlord under such Ground Lease shall deliver to Lender a copy of any notice of default under such Ground Lease, such notice shall constitute full protection to Lender for any action taken or omitted to be taken by Lender, in good faith, in reliance thereon. Borrower shall cause such Mortgage Borrower to exercise each indivi...
Ground Lease Covenants. (a) Each Loan Party shall (i) pay or cause to be paid on or before the due date thereof all Ground Lease Payments, (ii) perform and observe every covenant to be performed or observed by a Loan Party under the applicable Ground Lease; (iii) refrain from doing anything and not do or permit any act, event or omission, as a result of which, there is reasonably likely to occur a default or breach under any Ground Lease; (iv) promptly give Administrative Agent notice of any default under any Ground Lease upon learning of such default and promptly deliver to Administrative Agent a copy of each notice of default and all responses to such notice of default and all other material instruments, notices or demands received or delivered by a Loan Party under or in connection with the applicable Ground Lease; (v) promptly notify Administrative Agent in writing in the event of the initiation of any litigation or arbitration proceeding affecting a Loan Party or the Real Property under or in connection with the applicable Ground Lease; (vi) not voluntarily or involuntarily, directly or indirectly, surrender, terminate or cancel any Ground Lease nor, without the prior written consent of Administrative Agent, fail to exercise in a timely manner any purchase option(s) or renewal option(s) contained in any Ground Lease; and (vii) not modify, alter or amend any Ground Lease, either orally or in writing, in any material respect without the prior written consent of the Administrative Agent. Any assignment, transfer, conveyance, surrender, termination, cancellation, modification, alteration or amendment of any Ground Lease in contravention of the foregoing shall be void and of no force and effect.
(b) Each Loan Party acknowledges and agrees that no release or forbearance of any of its obligations under any Ground Lease or otherwise shall release such Loan Party from any of its obligations under the Loan Documents, including without limitation the performance of all of the terms, provisions, covenants, conditions and agreements contained in any applicable Ground Lease, to be kept, performed and complied with by such Loan Party therein.
(c) Each Loan Party shall from time to time within ten (10) Business Days of Administrative Agent’s request to execute and deliver, use reasonable efforts to obtain from the ground lessor, an estoppel certificate in a form reasonably acceptable to Administrative Agent certifying to such matters as Administrative Agent may reasonably require, including...
Ground Lease Covenants. Without first obtaining Lender’s prior written consent, Borrower shall not (a) amend or modify the Ground Lease, (b) extend or renew the Ground Lease (except in accordance with the existing Ground Lease provisions), (c) terminate or accept the surrender of the Ground Lease, (4) enter into any new ground lease of the Property, or (d) accept any prepayment of rent, termination fee, or any similar payment with respect to the Ground Lease. Prudential Loan No. 7061xxxxx Xxxx Building Supplemental Loan Mortgage and Security Agreement
Ground Lease Covenants. (a) Borrower shall pay when due the rent and all other sums and charges mentioned in, and payable under, the Florida Hotel Ground Lease.
(b) Borrower (i) shall timely perform and observe all of the terms, covenants and conditions required to be performed and observed by it as tenant under the Florida Hotel Ground Lease (including, without limitation, all payment obligations), (ii) shall do all things necessary to preserve and to keep unimpaired the Florida Hotel Ground Lease and its leasehold estate and other rights thereunder; (iii) shall not waive, excuse or discharge any of the obligations of the Florida Ground Lessor under the Florida Hotel Ground Lease without the Majority Lenders' prior written consent in each instance; and (iv) shall diligently and continuously enforce the obligations of the Florida Ground Lessor, under the Florida Hotel Ground Leases.
(c) Borrower shall not do, permit or suffer (i) any act, event or omission which would be likely to result in a default or permit the applicable lessor to terminate or exercise any other remedy under the Ground Leases or (ii) any act, event or omission which, with the giving of notice or the passage of time, or both, would constitute a default or permit the lessor to terminate or exercise any other remedy under the Ground Leases.
(d) Borrower shall not cancel, terminate, surrender, modify or amend or in any way alter, surrender or permit the alteration of any of the provisions of any of the Ground Leases or agree to any termination, amendment, modification or surrender of any of the Ground Leases without the Majority Lenders' prior written consent in each instance.
(e) Borrower shall deliver to the Administrative Agent copies of all default and other material notices received by Borrower from any party under the Ground Leases, and of any notice received by Borrower from either the Florida Ground Lessor or the Florida Master Lessor, of their intention to terminate the Florida Hotel Ground Lease or the Florida Master Lease, respectively, or to re-enter and take possession of any premises demised by the Ground Leases, immediately and, in any event, within one (1) Business Day, of delivery or receipt of any such notice, as the case may be.
(f) Borrower shall promptly furnish to the Administrative Agent copies of such information and evidence as the Administrative Agent may reasonably request concerning Borrower's due observance, performance and compliance with the terms, covenants and conditions of the Gr...
Ground Lease Covenants. For so long as the Indebtedness shall remain outstanding, Borrower hereby covenants, warrants and represents as follows:
(a) The Ground Lease is and shall be maintained in full force and effect. Borrower shall not suffer or permit any amendments or modifications of the Ground Lease to be made, except for such amendments or modifications as are permitted in writing by Agent, such permission not be unreasonably withheld.
(b) Borrower shall cause all rent, additional rent and other charges payable under the Ground Lease to be paid when due (subject to (i) any applicable notice and cure periods under the Ground Lease and (ii) appropriate contesting of any such rent or other charges, if any, solely as permitted by the Ground Lease, provided that Agent is provided with adequate security for such contest).
(c) There are, as of the date hereof, and will be, no defenses to Borrower’s enforcement of its rights under the Ground Lease.
(d) As of the date hereof, (i) Borrower is not in default in the performance of any of its obligations under the Ground Lease, and (ii) there are no circumstances which, alone or with the passage of time or the giving of notice or both, would constitute an event of default thereunder.
(e) To Borrower’s knowledge, as of the date hereof, Ground Lessor is not in default in the performance of any of its material obligations under the Ground Lease.
(1) Borrower will promptly and faithfully, in all material respects, observe, perform and comply, or cause the observance, performance and compliance with, all the material terms, covenants and provisions of the Ground Lease, on its part to be observed, performed and complied with, at the times set forth therein, and, upon acquiring knowledge of the same, will enforce the material obligations of Ground Lessor under the Ground Lease, to the end that Borrower may enjoy all of the material rights granted it under the Ground Lease.
Ground Lease Covenants. From the Effective Date until the Closing or earlier termination of this Agreement, Seller shall:
(i) Without Buyer’s prior written consent, which consent may be withheld in Buyer’s sole and absolute discretion, not agree to modify or amend the Ground Lease, except to the extent required by a Governmental Authority; and
(ii) Advise Buyer promptly of any notices of default received by Seller under the Ground Lease following the Effective Date.
Ground Lease Covenants. Without first obtaining Lender’s prior written consent, Borrower shall not (a) amend or modify the Ground Lease, (b) extend or renew the Ground Lease (except in accordance with the existing Ground Lease provisions), (c) terminate or accept the surrender of the Ground Lease, (4) enter into any new ground lease of the Property, or (d) accept any prepayment of rent, termination fee, or any similar payment with respect to the Ground Lease. Prudential Loan Nos.: 7061xxxxx & 7061xxxxx 00 Xxxx 00xx Xxxxxx Agreement of Spreader, Consolidation and Modification of Mortgage and Security Agreement AT1 32586446.4 / 28227-000xxx 48131.1
Ground Lease Covenants. Subtenant acknowledges that Article XIV of the Ground Lease requires that the following sections of the Ground Lease are covenants that run with the land and are binding on Landlord and Subtenant:
Ground Lease Covenants. (a) Co-Borrower shall pay when due the rent and all other sums and charges mentioned in, and payable under, the Hotel Ground Lease.
(b) Co-Borrower (i) shall timely perform and observe all of the terms, covenants and conditions required to be performed and observed by it as the tenant under the Hotel Ground Lease (including, without limitation, all payment obligations), (ii) shall do all things necessary to preserve and to keep unimpaired the Hotel Ground Lease and its leasehold estate and other rights under the Hotel Ground Lease; (iii) shall not waive, excuse or discharge any of the obligations of the Ground Lessor under the Hotel Ground Lease without the Administrative Agent's prior written consent in each instance; and (iv) shall diligently and continuously enforce the obligations of the Ground Lessor under the Hotel Ground Lease.
Ground Lease Covenants. Grantor hereby acknowledges that Grantor's interest in the Property is a leasehold estate pursuant to that certain ground lease (as assigned to Grantor and amended, the "Ground Lease") dated as of ___________________, by and among __________________ and __________________ (the "Lessor"). In connection therewith, Grantor hereby covenants and agrees, as long as the Instrument encumbers the Property or any part thereof, as follows:
(1) Grantor shall not subordinate any or all of Grantor's interest in the Property to any mortgage, lien or other encumbrance on the Lessor's interest in the Property, without the express written consent of Lender;
