Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI: (a) The Ground Lease or a memorandum of such Ground Lease has been duly recorded. The Ground Lease permits the interest of Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property by the applicable Security Instrument. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loan. (b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Lease. (c) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxx’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest. (d) In the event of a foreclosure or assignment or transfer in lieu of foreclosure, the Lender has the right to assign the Ground Lease without the Ground Lessor’s consent. (e) The Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease. (f) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied to the Restoration of the Ground Leased Property or pursuant to the terms of the Loan Documents. (g) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder. (h) Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease. (i) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods). (j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 2 contracts
Samples: Loan Agreement (Industrial Logistics Properties Trust), Loan Agreement (Industrial Logistics Properties Trust)
Ground Lease. After giving effect to any estoppels or related document delivered Except as otherwise set forth in Schedule IX attached hereto, each of Borrower and Maryland Owner hereby represents and warrants to Lender in connection the following with the closing of the Loan and except as set forth on Schedule XIrespect to each Ground Lease:
(a) The Each Ground Lease (or a memorandum of such Ground Lease Lease) has been duly recorded. The Each Ground Lease permits the interest of the applicable Individual Borrower or Maryland Owner, as applicable, to be encumbered by a mortgage mortgage, deed of trust, indemnity deed of trust or deed to secure debt (provided that the mortgage, deed of trust, indemnity deed of trust or deed to secure debt, as applicable, is at all times subject and subordinate to the Ground Lease) or the Ground Lessor has approved and consented to the encumbrance of each the Ground Leased Lease Property by the applicable Security InstrumentMortgage. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loan.
(b) The which have been recorded. No Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the a Ground Lessor shall not be prevented from exercising its remedies in accordance with the related Ground Lease if the obligations of Individual Borrower or Maryland Owner, as applicable, under the Ground Lease are not performed as provided in the Ground Lease.
(cb) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxxthe applicable Individual Borrower’s or Maryland Owner’s interest in the related Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument Mortgage other than the Ground Lessor’s related fee interest.
(dc) In Borrower’s or Maryland Owner’s, as applicable, interest in the event Ground Lease is assignable without the consent of Ground Lessor to Lender, the purchaser at any -62- foreclosure sale or the transferee under a foreclosure deed or assignment in lieu of foreclosure in connection with the foreclosure of the Lien of the Mortgage or transfer of Borrower’s or Maryland Owner’s, as applicable, leasehold estate by deed or assignment in lieu of foreclosure. Thereafter, the Lender has the right to assign the Ground Lease is further assignable by such transferee and its successors and assigns without the consent of the applicable Ground Lessor’s consent.
(ed) The As of the date hereof, each Ground Lease is in full force and effect and no material default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is continuing and there is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a material default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the any Ground Lease.
(fe) Under the terms of the each Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower or Maryland Owner, as applicable, with respect to the leasehold interest will be applied either to the Restoration repair or restoration of all or part of such Ground Lease Property, with Lender having the Ground Leased Property or pursuant right subject to the terms of the Loan DocumentsDocuments to hold and disburse the proceeds as the repair or restoration progresses, or to the payment of the outstanding principal balance of the Loan together with any accrued interest thereon.
(f) No Ground Lease imposes any restrictions on subleasing.
(g) The Each Ground Lease requires the applicable Ground Lessor to give notice of any default by the applicable Individual Borrower or Maryland Owner, as applicable, under such Ground Lease to Lender prior to exercising its remedies thereunder.
(h) Lender is permitted the opportunity (including, where necessary, sufficient time to gain possession of the interest of the applicable Individual Borrower or Maryland Owner, as applicable, under the Ground Lease) to cure any default under the such Ground Lease, which is curable after the receipt of notice of the default before the applicable Ground Lessor thereunder may terminate the such Ground Lease.
(i) The Each Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods)Date.
(j) The Each Ground Lease requires the Ground Lessor thereunder to enter into a new lease upon termination (prior to expiration of the term thereof) of the such Ground Lease as a result of Borrower’s default and in connection with a for any reason, including rejection or disaffirmation of the such Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Samples: Loan Agreement (Inland Western Retail Real Estate Trust Inc)
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except Except as set forth on in Schedule XI4.1.39 attached hereto, Borrower hereby represents and warrants to Lender the following with respect to the Ground Lease:
(a) The Ground Lease or a memorandum of such the Ground Lease has been duly recorded. The Ground Lease permits the interest of Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each the Ground Leased Lease Property by the applicable Security InstrumentMortgage. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments which have been recorded or as disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the LoanAgreement.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, BxxxxxxxBorrower’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument Mortgage other than the Ground Lessor’s related fee interest.
(d) In Borrower’s interest in the event Ground Lease is assignable without the consent of the Ground Lessor to Lender, the purchaser at any foreclosure sale or the transferee under a foreclosure deed or assignment in lieu of foreclosure in connection with the foreclosure of the Lien of the Mortgage or transfer of Borrower’s leasehold estate by deed or assignment in lieu of foreclosure. Thereafter, the Lender has the right to assign the Ground Lease is further assignable by such transferee and its successors and assigns without the consent of the Ground Lessor’s consent.
(e) The As of the date hereof, the Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(f) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied either to the Restoration repair or restoration of all or part of the Ground Leased Property or pursuant Lease Property, with Lender having the right subject to the terms of the Loan DocumentsDocuments to hold and disburse the proceeds as the repair or restoration progresses, or to the payment of the outstanding principal balance of the Loan together with any accrued interest thereon.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder.
(h) Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a for any reason, including rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
(a) The Ground Lease or a memorandum of such the Ground Lease has been duly recorded. The Ground Lease permits the indirect interest of Borrower in Mortgage Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property by the applicable Security InstrumentPledge Agreement. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments which have been recorded or as disclosed to Lender Administrative Agent in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the LoanAgreement.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of LenderAdministrative Agent; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Mortgage Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, BxxxxxxxBorrower’s indirect interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument Mortgage other than the Ground Lessor’s related fee interest.
(d) In Borrower’s indirect interest in the event Ground Lease is assignable without the consent of a the Ground Lessor to Administrative Agent, Collateral Agent, the purchaser at any foreclosure sale or the transferee under an assignment in lieu of foreclosure in connection with the foreclosure of the Lien of the Pledge Agreement or transfer of Borrower’s ownership interest of Mezzanine B Borrower by assignment in lieu of foreclosure. Thereafter, the Lender has the right to assign such indirect interest in the Ground Lease is further assignable by such transferee and its successors and assigns without the consent of the Ground Lessor’s consent.
(e) The As of the date hereof, the Ground Lease is in full force and effect and no default has occurred on the part of the Mortgage Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the such Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Mortgage Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the such Ground Lease.
(f) Under the terms of the Ground Lease Lease, the Mortgage Loan Documents, the Mezzanine A Loan Documents, Mezzanine B Loan Documents and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Mortgage Borrower with respect to the leasehold interest will be applied either to the Restoration repair or restoration of all or part of the Ground Leased Property or pursuant Property, with Mortgage Lender having the right subject to the terms of the Mortgage Loan DocumentsDocuments to hold and disburse the proceeds as the repair or restoration progresses, or to the payment of the outstanding principal balance of the Loan, Mezzanine B Loan, Mezzanine A Loan or Mortgage Loan together with any accrued interest thereon.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Mortgage Borrower to Mortgage Lender and Administrative Agent prior to exercising its remedies thereunder.
(h) Mortgage Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty thirty (2030) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a for any reason, including rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
(a) The Borrower shall not, and shall not permit any Credit Facility Guarantor to, (i) surrender any leasehold estate created by any Ground Lease or a memorandum of such terminate or cancel any Ground Lease has been duly recorded. The Ground Lease permits the interest of Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property by the applicable Security Instrument. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loan.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lenderthe Administrative Agent and the Required Lenders; provided that (ii) without the Ground Lessor shall not be prevented from exercising its remedies in accordance with Administrative Agent's prior written consent, cause, agree to, or permit to occur any subordination, or consent to the subordination of, such Ground Lease if to any mortgage, deed of trust or other Lien encumbering (or that may in the obligations future encumber) the estate of Borrower the lessor under the Ground Lease are not performed as provided in any premise(s) demised to the Borrower or such Credit Facility Guarantor under a Ground Lease (other than a subordination or consent to subordination expressly required by the terms of the Ground Lease.
); (ciii) Except for the Permitted Encumbrances and other encumbrances of recordgrant any consent, Bxxxxxxx’s interest in the Ground Lease is not subject approval or waiver under, or agree to any Liens termination, cancellation or encumbrances superior to, or modification of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest.
(d) In the event of a foreclosure or assignment or transfer in lieu of foreclosure, the Lender has the right to assign the Ground Lease without the Ground Lessor’s consent.
(e) The Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the any Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, without the prior written consent of the Administrative Agent and, in the case of any such default that has been previously cured). There is no existing condition whichmaterial consent, but approval, waiver or modification, the prior written consent of the Required Lenders, except, with respect to the One Westwood Leasehold Interest, where the collateral for the passage Loans consists of both the leasehold and entire fee interests in the One Westwood Leasehold Interest covered by such Ground Lease and such consent, approval, waiver or modification has no Material Adverse Effect on the Lenders or on the security interests in such One Westwood Leasehold Interest held for their benefit. Any such surrender of the leasehold estate created by such Ground Lease or termination, cancellation or Modification of such Ground Lease not permitted pursuant to the foregoing terms of this Section 7.13(a) shall be void ab initio and of no force and effect.
(b) Notwithstanding the foregoing clause (a), at such time or as XXXX 1997 has the giving of notice, could result in (i) a default by the Borrower right under the terms of the Ground Lease or for the One Westwood Leasehold Property to acquire the Underlying Fee Estate, and provided that the applicable conditions precedent to a Borrowing in an amount of at least sixty-five percent (65%) of the Appraised Value of the Underlying Fee Estate can be met (including the condition that, after such Borrowing, the Total Outstandings would not exceed the Maximum Credit Facility Availability), Borrower shall (i) cause XXXX 1997 to exercise its right, and thereafter use commercially reasonable efforts to, acquire such interest; (ii) upon the consummation of such acquisition, cause XXXX 1997 to Borrower’s actual knowledge, a default by Ground Lessor under grant to the terms Administrative Agent on behalf of the Ground Lease.
Lenders a first priority perfected Lien on the entirety of such Underlying Fee Estate (ftogether with all other right, title and interest of XXXX 1997 in and to the One Westwood Leasehold Property), on the same terms, covenants and conditions as are set forth in the form of Deed of Trust to be used for fee-owned Borrowing Base Properties; (iii) Under cause to be delivered to the terms Administrative Agent, concurrently with the recordation of such Deed of Trust (or an amendment to the Ground Lease and Deed of Trust for the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower One Westwood Leasehold Property providing with respect to the leasehold Underlying Fee Estate (and all other right, title and interest will be applied of XXXX 1997 in and to the Restoration One Westwood Leasehold Property) the same terms, covenants and conditions as are set forth in the form of Deed of Trust to be used for fee owned Borrowing Base Properties), a Title Policy obtained from the Title Insurer at the Borrower's or XXXX 1997's sole cost and expense which complies with the requirements of Section 4.01(a)(ii), and amendments to the Loan Documents (in form and substance satisfactory to the Administrative Agent and as reasonably required by the Administrative Agent) relating to the One Westwood Leasehold Property confirming that all of the Ground Leased Property or pursuant Borrower's and XXXX 1997's representations, warranties, covenants and obligations and all of the rights, remedies and benefits of the Administrative Agent and the Lenders thereunder with respect to the terms One Westwood Leasehold Property apply to the Underlying Fee Estate, together with all other right, title and interest of XXXX 1997 in and to the One Westwood Leasehold Property; and (iv) pay, or cause XXXX 1997 to pay, all reasonable costs and expenses of the Loan Documents.
(g) The Ground Lease requires Administrative Agent incurred in connection with such acquisition and amendment. So long as no Event of Default then exists and the Ground Lessor foregoing requirements have been satisfied, the Borrower may permit XXXX 1997 to give notice of any default by Borrower elect to Lender prior to exercising its remedies thereunder.
(h) Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
Lease for the One Westwood Leasehold Property upon at least thirty (i30) The Ground Lease has days' prior written notice to the Administrative Agent at any time following the end of any preference period, if any, applicable to the encumbrance of the Underlying Fee Estate in favor of the Administrative Agent, without any further consent of the Administrative Agent or any Lender, unless, in the reasonable opinion of the Administrative Agent or the Required Lenders delivered by a term which extends not less than twenty (20) years beyond written notice to the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (Borrower prior to expiration the end of such thirty (30) day period, such termination would have any Material Adverse Effect. Provided that there are sufficient Aggregate Commitments for the acquisition of the term thereofUnderlying Fee Estate, if the requirements set forth above are satisfied and if the Borrower and XXXX 1997 comply with the provisions of Section 2.16 pertaining to additions of Borrowing Base Properties with respect to the Underlying Fee Estate, the Allocated Loan Amount of such Borrowing Base Property shall be increased by an amount equal to sixty-five percent (65%) of the Ground Lease as a result of Borrower’s default and in connection with a rejection or disaffirmation Appraised Value of the Ground Lease in a bankruptcy proceedingUnderlying Fee Estate.
Appears in 1 contract
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
(a) The Ground Lease or a memorandum of such the Ground Lease has been duly recorded. The Ground Lease permits the interest of Borrower in Mortgage Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property by the applicable Security InstrumentPledge Agreement. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments which have been recorded or as disclosed to Lender Administrative Agent in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the LoanAgreement.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of LenderAdministrative Agent; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Mortgage Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, BxxxxxxxBorrower’s indirect interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument Mortgage other than the Ground Lessor’s related fee interest.
(d) In Borrower’s indirect interest in the event Ground Lease is assignable without the consent of a the Ground Lessor to Administrative Agent, Collateral Agent, the purchaser at any foreclosure sale or the transferee under an assignment in lieu of foreclosure in connection with the foreclosure of the Lien of the Pledge Agreement or transfer of Borrower’s ownership interest of Mortgage Borrower by assignment in lieu of foreclosure. Thereafter, the Lender has the right to assign such indirect interest in the Ground Lease is further assignable by such transferee and its successors and assigns without the consent of the Ground Lessor’s consent.
(e) The As of the date hereof, the Ground Lease is in full force and effect and no default has occurred on the part of the Mortgage Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the such Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Mortgage Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the such Ground Lease.
(f) Under the terms of the Ground Lease Lease, the Mortgage Loan Documents and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Mortgage Borrower with respect to the leasehold interest will be applied either to the Restoration repair or restoration of all or part of the Ground Leased Property or pursuant Property, with Mortgage Lender having the right subject to the terms of the Mortgage Loan DocumentsDocuments to hold and disburse the proceeds as the repair or restoration progresses, or to the payment of the outstanding principal balance of the Loan or Mortgage Loan together with any accrued interest thereon.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Mortgage Borrower to Mortgage Lender and Administrative Agent prior to exercising its remedies thereunder.
(h) Mortgage Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty thirty (2030) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a for any reason, including rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Ground Lease. After giving effect A ground lease relating to any estoppels Real Estate as to which no default or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
(a) The Ground Lease or a memorandum of such Ground Lease has been duly recorded. The Ground Lease permits the interest of Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property by the applicable Security Instrument. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loan.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxx’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest.
(d) In the event of a foreclosure or assignment or transfer in lieu of foreclosure, the Lender has the right to assign the Ground Lease without the Ground Lessor’s consent.
(e) The Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for or with the passage of time or the giving of notice, could result in notice would occur and which contains the following terms and conditions: (ia) a remaining term (exclusive of any unexercised extension options that are subject to terms or conditions not yet agreed upon and specified in such ground lease or an amendment thereto, other than a condition that the lessee not be in default under such ground leases) of at least thirty (30) years or more from the date such Real Estate becomes an Unencumbered Asset Pool Property, or in the event such Real Estate is not an Unencumbered Asset Pool Property, then at least thirty (30) years or more from the date such Real Estate asset was acquired by a Subsidiary of Parent Company; (b) the right of the lessee to mortgage and encumber its interest in the leased property without the consent of the lessor; (c) the obligation of the lessor to give the holder of any mortgage lien on such leased property written notice of any defaults on the part of the lessee and agreement of such lessor that such lease will not be terminated until such holder has had a reasonable opportunity to cure or complete foreclosure, and fails to do so; (d) reasonable transferability of the lessee’s interest under such lease, including the ability to sublease; (e) such other rights customarily required by mortgagees making a loan secured by the Borrower under the terms interest of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms holder of the Ground Lease.
leasehold estate demised pursuant to a ground lease, and (ff ) Under if such ground lease relates to an Unencumbered Asset Pool Property, such ground lease is approved by the terms of Agent in its reasonable discretion. Notwithstanding the foregoing, the Metro Ground Lease and the Loan Documents, taken together, Santa Xxxxx Ground Lease are each a Ground Lease. Guaranteed Pension Plan. Any employee pension benefit plan within the meaning of §3(2) of ERISA maintained or contributed to by the Borrower or any related insurance and condemnation proceeds that ERISA Affiliate the benefits of which are paid guaranteed on termination in full or awarded to Borrower with respect to in part by the leasehold interest will be applied to the Restoration of the Ground Leased Property or PBGC pursuant to the terms Title IV of the Loan DocumentsERISA, other than a Multiemployer Plan. Guarantors. Collectively, REIT and those Subsidiaries of Borrower set forth on Schedule 1.5 hereto, together with any Additional Subsidiary Guarantor.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder.
(h) Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Samples: Credit Agreement (QualityTech, LP)
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
Borrower shall (a) The Ground Lease or a memorandum of such Ground Lease has been duly recorded. The Ground Lease permits observe and perform the interest of material obligations, covenants and agreements imposed on Borrower pursuant to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property by the applicable Security Instrument. There have not been amendments or modifications to the terms of the Ground Lease since recordation and do all things necessary to preserve and keep unimpaired its material rights thereunder, (b) promptly notify Lender of any material default thereunder of which it is aware and (c) enforce the performance and observance of all of the material covenants and agreements required to be performed or observed by the ground lessor under the Ground Lease. Borrower shall not cancel, terminate, surrender or amend the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loan.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor , which consent shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of unreasonably withheld; provided, however, Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxx’s interest in the Ground Lease is not subject shall be permitted to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest.
(d) In the event of a foreclosure or assignment or transfer in lieu of foreclosure, the Lender has the right to assign amend the Ground Lease without the consent of Lender in order to (i) modify the annual rent payable by Borrower to the Ground Lessor’s consent.
Lessor to either (eA) The with respect to calendar year 2007 an amount (whether fixed or calculated pursuant to a formula) not to exceed $1,800,000.00 and for each calendar year after 2007 an amount (whether fixed or calculated pursuant to a formula) not to exceed three percent (3%) more than the rent payable by Borrower during the previous calendar year or (B) with respect to calendar year 2007 through and including calendar year 2011 and each five year calendar period thereafter an amount not to exceed the lesser of (x) an amount calculated pursuant to a formula established by Borrower in its sole discretion or an amount agreed upon by Borrower and Ground Lease is Lessor and (y) the rent payable by Borrower during the previous five year calendar period as increased by the “adjusted cost of living factor” set forth in full force and effect and no default has occurred on the part Section 3(c)(ii) of the Borrower under the Ground Lease, nor (ii) permit Borrower or TRG or its Affiliates to Borrower’s actual knowledge has any default occurred by make a payment to the Ground Lessor under in an amount determined by Borrower in its sole discretion, provided that such payment is made in full by Borrower or TRG upon the Ground Lease (except in each case, execution of any such default that has been previously cured). There is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) amendment to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(f) Under the terms of the Ground Lease and evidence of the Loan Documentspayment thereof is delivered to Lender, taken togetherand (iii) permit Borrower or TRG or its Affiliate to have a right of first offer, any related insurance and condemnation proceeds that are paid a right of first refusal or awarded a similar right to purchase the fee interest in the real property leased to Borrower with respect to the leasehold interest will be applied to the Restoration of the Ground Leased Property or pursuant to the terms Ground Lease. Within ten (10) Business Days after the written request of the Loan Documents.
(g) The Ground Lease requires the Ground Lessor to give notice of any default Borrower and delivery by Borrower to Lender prior of an amendment to exercising its remedies thereunder.
(h) Lender is permitted the opportunity to cure any default under the Ground LeaseLease which in Lender’s reasonable discretion satisfies the conditions set forth in this Section 5.1.25, which is curable after the receipt of notice of the default before Lender shall unconditionally acknowledge in writing to the Ground Lessor thereunder may terminate that Lender’s consent is not required in connection with the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor amendment to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a rejection or disaffirmation of the Ground Lease in a bankruptcy proceedingdelivered to Lender.
Appears in 1 contract
Samples: Loan Agreement (Taubman Centers Inc)
Ground Lease. After giving effect to any estoppels or related document delivered Each of Borrower and Operating Lessee hereby represents and warrants to Lender in connection the following with the closing of the Loan and except as set forth on Schedule XIrespect to each Ground Lease:
(a) The Except as may be set forth on Schedule XV, the Ground Lease or a memorandum of such the Ground Lease has been duly recorded. The Ground Lease permits the interest of Borrower to be encumbered by a mortgage (provided that the mortgage is at all times subject and subordinate to the Ground Lease) or the Ground Lessor has approved and consented to the encumbrance of each the Ground Leased Lease Property by the applicable Security Instrument. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments which have been recorded or as disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the LoanAgreement.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of recordrecord or as otherwise set forth on Schedule XV, BxxxxxxxBorrower’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest.
(dc) In Except as may be set forth on Schedule XV and except with respect to those Individual Properties with respect to which a consent was received and delivered to Lender, Borrower’s interest in the event Ground Lease is assignable without the consent of the Ground Lessor to Lender, the purchaser at any foreclosure sale or the transferee under a foreclosure deed or assignment in lieu of foreclosure in connection with the foreclosure of the Lien of the Security Instrument or transfer of Borrower’s leasehold estate or subleasehold estate, as applicable, by deed or assignment in lieu of foreclosure. Except as may be set forth on Schedule XV, for the Lender has the right to assign first assignment thereafter, the Ground Lease is assignable by such transferee and its successors and assigns without the consent of the Ground Lessor’s consent.
(ed) The As of the date hereof, the Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There and there is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(fe) Under Except as may be set forth on Schedule XV, under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest or subleasehold interest, as applicable, will be applied either to the Restoration repair or restoration of all or part of the Ground Leased Property or pursuant Lease Property, with Lender having the right subject to the terms of the Loan DocumentsDocuments to hold and disburse the proceeds as the repair or restoration progresses, or to the payment of the outstanding principal balance of the Loan together with any accrued interest thereon.
(gf) The Except as may be set forth on Schedule XV, the Ground Lease requires does not impose any restrictions on subleasing, provided the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder.
(h) Lender is permitted the opportunity to cure any default tenant under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground LeaseLease remains primarily liable for such tenant’s obligations thereunder.
(i) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
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Ground Lease. After giving effect to any estoppels or related document delivered Borrower hereby represents and warrants to Lender in connection the following with respect to the closing of the Loan and except as set forth on Schedule XIGround Lease:
(a) The Ground Lease (or a memorandum of such the Ground Lease Lease) has been duly recorded. The Ground Lease permits the interest of Borrower to be encumbered by a mortgage Mortgage, or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property the leasehold estate in the Leasehold Parcel by the applicable Security InstrumentMortgage. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loanwhich also have been recorded.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, BxxxxxxxBorrower’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument Mortgage other than the Ground Lessor’s related fee interest.
(dc) In Borrower’s interest in the event Ground Lease is assignable without the consent of the Ground Lessor to Lender, the purchaser at any foreclosure sale or the transferee under a foreclosure deed or assignment in lieu of foreclosure in connection with the foreclosure of the Lien of the Mortgage or transfer of Borrower’s leasehold estate by deed or assignment in lieu of foreclosure. Thereafter, the Lender has the right to assign the Ground Lease is further assignable by such transferee and its successors and assigns without the consent of the Ground Lessor’s consent.
(ed) The As of the date hereof, the Ground Lease is is, to the best of Borrower’s knowledge, in full force and effect and to Borrower’s knowledge, no material default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is continuing and there is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a material default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(fe) Under the terms of the Ground Lease and the Loan Documents, taken together, any related Any insurance and condemnation proceeds related to the Leasehold Parcel that are paid or awarded to Borrower with respect to the its leasehold interest will be applied to the Restoration of the Ground Leased Property or pursuant to the terms of the Loan DocumentsSection 6.4 hereof.
(f) The Ground Lease does not impose any restrictions on subleasing.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower under such Ground Lease to Lender prior to exercising its remedies thereunder, provided that Lender shall have given written notice to the Ground Lessor of Lender’s name and notice address.
(h) Lender is permitted the opportunity (including, where necessary, sufficient time to gain possession of the interest of Borrower under the Ground Lease) to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term term, inclusive of extension options, which extends not less than twenty ten (2010) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods)Date.
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
(a) The Ground Lease or a memorandum of such the Ground Lease has been duly recorded. The Ground Lease permits the interest of the applicable Individual Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each the Ground Leased Property by the applicable Security InstrumentMortgage. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments which have been recorded or as disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the LoanAgreement.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of the applicable Individual Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxxthe applicable Individual Borrower’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument Mortgage other than the Ground Lessor’s related fee interest.
(d) In Bxxxxxxx’s interest in the event Ground Lease is assignable without the consent of the Ground Lessor to Lender, the purchaser at any foreclosure sale or the transferee under a foreclosure deed or assignment in lieu of foreclosure in connection with the foreclosure of the Lien of the Mortgage or transfer of Bxxxxxxx’s leasehold estate by deed or assignment in lieu of foreclosure. Thereafter, the Lender has the right to assign the Ground Lease is further assignable by such transferee and its successors and assigns without the consent of the Ground Lessor’s consent.
(e) The As of the date hereof, the Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the such Ground Lease (except in each case, any such default that has been previously cured). There To Borrower’s knowledge, there is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the such Ground Lease.
(f) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied either to the Restoration repair or restoration of all or part of the Ground Leased Property or pursuant Property, with Lender having the right subject to the terms of the Loan DocumentsDocuments to hold and disburse the proceeds as the repair or restoration progresses, or to the payment of the outstanding principal balance of the Loan together with any accrued interest thereon.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder.
(h) Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty thirty (2030) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease (taken together with the estoppel delivered by the Ground Lessor in connection with the Loan prior to the Closing Date) requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a for any reason or the rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Samples: Loan Agreement (W. P. Carey Inc.)
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
(a) The Ground Lease or a memorandum of such the Ground Lease has been duly recorded. The Ground Lease permits the indirect interest of Borrower in Mortgage Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property by the applicable Security InstrumentPledge Agreement. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments which have been recorded or as disclosed to Lender Administrative Agent in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the LoanAgreement.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of LenderAdministrative Agent; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Mortgage Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, BxxxxxxxBorrower’s indirect interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument Mortgage other than the Ground Lessor’s related fee interest.
(d) In Borrower’s indirect interest in the event Ground Lease is assignable without the consent of a the Ground Lessor to Administrative Agent, Collateral Agent, the purchaser at any foreclosure sale or the transferee under an assignment in lieu of foreclosure in connection with the foreclosure of the Lien of the Pledge Agreement or transfer of Borrower’s ownership interest of Mezzanine A Borrower by assignment in lieu of foreclosure. Thereafter, the Lender has the right to assign such indirect interest in the Ground Lease is further assignable by such transferee and its successors and assigns without the consent of the Ground Lessor’s consent.
(e) The As of the date hereof, the Ground Lease is in full force and effect and no default has occurred on the part of the Mortgage Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the such Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Mortgage Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the such Ground Lease.
(f) Under the terms of the Ground Lease Lease, the Mortgage Loan Documents, the Mezzanine A Loan Documents and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Mortgage Borrower with respect to the leasehold interest will be applied either to the Restoration repair or restoration of all or part of the Ground Leased Property or pursuant Property, with Mortgage Lender having the right subject to the terms of the Mortgage Loan DocumentsDocuments to hold and disburse the proceeds as the repair or restoration progresses, or to the payment of the outstanding principal balance of the Loan, Mezzanine A Loan or Mortgage Loan together with any accrued interest thereon.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Mortgage Borrower to Mortgage Lender and Administrative Agent prior to exercising its remedies thereunder.
(h) Mortgage Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty thirty (2030) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a for any reason, including rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
(a) The Ground Lease or a memorandum of such Ground Lease has been duly recorded. The Ground Lease permits the interest of the applicable Individual Mortgage Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property by the applicable Security Instrument. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loan.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of the applicable Individual Mortgage Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxxthe applicable Individual Mortgage Borrower’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest.
(d) In the event of a foreclosure or assignment or transfer in lieu of foreclosure, the Lender has the right to assign the Ground Lease without the Ground Lessor’s consent.
(e) The Ground Lease is in full force and effect and no default has occurred on the part of the applicable Individual Mortgage Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the applicable Individual Mortgage Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(f) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to the applicable Individual Mortgage Borrower with respect to the leasehold interest will be applied to the Restoration of the Ground Leased Property or pursuant to the terms of the Loan Documents.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by the applicable Individual Mortgage Borrower to Lender prior to exercising its remedies thereunder.
(h) Subject to the rights of Mortgage Lender under the Mortgage Loan Documents, Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of the applicable Individual Mortgage Borrower’s default and in connection with a rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Samples: Mezzanine Loan Agreement (Industrial Logistics Properties Trust)
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except Except as set forth on Schedule XI4.1.41, with respect to the applicable Ground Lease:
(a) The Ground Lease or a memorandum of such Ground Lease has been duly recorded. The Ground Lease permits the interest of Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each the Ground Leased Property by the applicable Security InstrumentMortgage. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loan.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor in any material respect without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxxto Xxxxxxxx’s knowledge, Xxxxxxxx’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument Mortgage other than the Ground Lessor’s related fee interest.
(d) . In the event of a foreclosure or assignment or transfer in lieu of foreclosure, the Lender has the a one-time right to assign the Ground Lease without the Ground Lessor’s consent.
(ed) The Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(fe) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied to the Restoration of the Ground Leased Property or pursuant to the terms of the Loan Documents.
(gf) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder.
(h) . Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable curable, after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(ig) The Ground Lease has a term which extends not less than twenty thirty (2030) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(jh) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a termination or rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
(a) The Borrower shall not, without Lender’s written consent, fail to exercise any option or right to renew or extend the term of the Ground Lease or a memorandum of such Ground Lease has been duly recorded. The Ground Lease permits the interest of Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property by the applicable Security Instrument. There have not been amendments or modifications to in 101 accordance with the terms of the Ground Lease since recordation Lease, and shall give immediate written notice to Lender and shall execute, acknowledge, deliver and record any document requested by Lender to evidence the Lien of the Ground Lease Mortgage on such extended or renewed lease term; provided, however, Borrower shall not be required to exercise any particular such option or right to renew or extend to the extent Borrower shall have received the prior written consent of Lender (or a memorandum thereof), with the exception of written instruments disclosed to which consent may be withheld by Lender in this Agreement its sole and absolute discretion) allowing Borrower to forego exercising such option or ground lessor estoppels delivered right to renew or extend. If Borrower shall fail to exercise any such option or right as aforesaid, Lender may exercise the option or right as Borrower’s agent and attorney-in-fact as provided above in connection with Lender’s own name or in the closing name of and on behalf of a nominee of Lender, as Lender may determine in the Loanexercise of its sole and absolute discretion.
(b) The Borrower shall not waive, excuse, condone or in any way release or discharge Ground Lessor under the Ground Lease may not be terminatedof or from Ground Lessor’s material obligations, surrendered or amended by covenant and/or conditions under the Ground Lessor Lease without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for Borrower shall not, without Lender’s prior written consent, surrender, terminate, forfeit, or suffer or permit the Permitted Encumbrances and other encumbrances surrender, termination or forfeiture of, or change, modify or amend in a material or adverse manner, any Ground Lease. Consent to one amendment, change, agreement or modification shall not be deemed to be a waiver of recordthe right to require consent to other, Bxxxxxxxfuture or successive amendments, changes, agreements or modifications. Any acquisition of lessor’s interest in the Ground Lease is not subject by Borrower or any Affiliate of Borrower shall be accomplished by Borrower in such a manner so as to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest.
(d) In the event of avoid a foreclosure or assignment or transfer in lieu of foreclosure, the Lender has the right to assign the Ground Lease without the Ground Lessor’s consent.
(e) The Ground Lease is in full force and effect and no default has occurred on the part merger of the Borrower under the interests of lessor and lessee in Ground Lease, nor unless consent to Borrower’s actual knowledge has any default occurred such merger is granted by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground LeaseLender.
(f) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied to the Restoration of the Ground Leased Property or pursuant to the terms of the Loan Documents.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder.
(h) Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
(a) The Borrower shall, at its sole cost and expense, promptly and timely perform and observe all the material terms, covenants and conditions required to be performed and observed by Borrower, as lessee under the Ground Lease or a memorandum (including, but not limited to, the payment of such Ground Lease has been duly recorded. The Ground Lease permits the interest of Borrower all rent, additional rent, percentage rent and other charges required to be encumbered by a mortgage or paid under the Ground Lessor has approved and consented to Lease).
(b) If Borrower shall be in default under the encumbrance of each Ground Leased Property by the applicable Security Instrument. There have not been amendments or modifications Lease, then, subject to the terms of the Ground Lease since recordation Lease, Borrower shall grant Lender the right (but not the obligation), subject to the terms of the Ground Lease (Lease, to cause the default or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loan.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower defaults under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances to be remedied and other encumbrances otherwise exercise any and all rights of record, Bxxxxxxx’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest.
(d) In the event of a foreclosure or assignment or transfer in lieu of foreclosure, the Lender has the right to assign the Ground Lease without the Ground Lessor’s consent.
(e) The Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor as may be necessary to Borrowerprevent or cure any default, provided such actions are necessary to protect Lender’s actual knowledge has interest in the Property under the Loan Documents and Lender shall, subject to the rights of Tenants, Permitted Encumbrances and hotel guests and patrons, have the right to enter all or any portion of the Ground Lease Property at such times and in such manner as Lender deems necessary, to prevent or to cure any such default, provided that in each case, such actions are necessary to protect Lender’s interest in the Property under the Loan Documents.
(c) The actions or payments of Lender to cure any default by Borrower under the Ground Lease shall not remove or waive, as between Borrower and Lender, the default that occurred under this Agreement by virtue of the default by Borrower under the Ground Lease unless and until Borrower shall have reimbursed Lender for all sums referenced in the immediately succeeding sentence and the applicable default shall have been cured. All sums expended by Lender to cure any such default shall be paid by Borrower to Lender, upon demand, with interest on such sum at the rate set forth in this Agreement from the date such sum is expended to and including the date the reimbursement payment is made to Lender. All such indebtedness shall be deemed to be secured by the Mortgage.
(d) Borrower shall notify Lender promptly in writing of the occurrence of any material default by Ground Lessor under the Ground Lease (except in each caseor following the receipt by Borrower of any written notice from Ground Lessor under the Ground Lease noting or claiming the occurrence of any default by Borrower under the Ground Lease or the occurrence of any event that, any such default that has been previously cured). There is no existing condition which, but for with the passage of time or the giving service of notice, could result in (i) or both, would constitute a default by the Borrower under the terms Ground Lease. Borrower shall promptly deliver to Lender a copy of any such written notice of default.
(e) Upon the Ground Lease or (ii) written request of Lender, Borrower shall use commercially reasonable efforts to Borrower’s actual knowledge, a default by obtain from Ground Lessor under the terms Ground Lease and furnish to Lender the estoppel certificate of Ground Lessor stating the Ground Leasedate through which rent has been paid and whether or not there are any defaults thereunder and specifying the nature of such claimed defaults, if any, but in no event (so long as no Event of Default has occurred and is continuing) more than one (1) time in any Fiscal Year.
(f) Under the terms of the Ground Lease Borrower shall promptly execute, acknowledge and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied to the Restoration of the Ground Leased Property or pursuant to the terms of the Loan Documents.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower deliver to Lender prior such instruments as may reasonably be required to exercising its remedies thereunder.
(h) permit Lender is permitted the opportunity to cure any default under the Ground LeaseLease or permit Lender to take such other action required to enable Lender to cure or remedy the matter in default and preserve the security interest of Lender under the Loan Documents with respect to the Ground Lease Property. Borrower irrevocably appoints Lender as its true and lawful attorney-in-fact to do, which is curable in its name or otherwise, after the receipt occurrence and during the continuation of notice an Event of the default before the Ground Lessor thereunder may terminate Default, any and all acts and to execute any and all documents that are necessary to preserve any rights of Borrower under or with respect to the Ground Lease, including, without limitation, the right to effectuate any extension or renewal of the Ground Lease, or to preserve any rights of Borrower whatsoever in respect of any part of the Ground Lease (and the above powers granted to Lender are coupled with an interest and shall be irrevocable).
(g) Notwithstanding anything to the contrary contained in this Agreement with respect to the Ground Lease:
(i) The lien of the Mortgage attaches to all of Borrower’s rights and remedies at any time arising under or pursuant to Subsection 365(h) of the Bankruptcy Code, 11 U.S.C. Sections 101 et seq., including, without limitation, all of Borrower’s rights, as debtor, to remain in possession of the Ground Lease Property.
(ii) Borrower shall not, without Lender’s written consent, elect to treat the Ground Lease as terminated under Subsection 365(h)(l) of the Bankruptcy Code. Any such election made without Lender’s prior written consent shall be void.
(iii) As security for the Debt, Borrower unconditionally assigns, transfers and sets over to Lender all of Borrower’s claims and rights to the payment of damages arising from any rejection by the lessor under the Ground Lease under the Bankruptcy Code. Lender and Borrower shall proceed jointly or in the name of Borrower in respect of any claim, suit, action or proceeding relating to the rejection of the Ground Lease, including, without limitation, the right to file and prosecute any proofs of claim, complaints, motions, applications, notices and other documents in any case in respect of lessor under the Bankruptcy Code. This assignment constitutes a present, irrevocable and unconditional assignment of the foregoing claims, rights and remedies, and shall continue in effect until all of the Debt shall have been satisfied and discharged in full. Any amounts received by Lender or Borrower as damages arising out of the rejection of the Ground Lease as aforesaid shall be applied to all costs and expenses of Lender (including, without limitation, attorney’s fees and costs) incurred in connection with the exercise of any of its rights or remedies in accordance with the applicable provisions of this Agreement.
(iv) If, pursuant to Subsection 365(h) of the Bankruptcy Code, Borrower seeks to offset, against the rent reserved in the Ground Lease, the amount of any damages caused by the nonperformance by the lessor of any of its obligations thereunder after the rejection by lessor of the Ground Lease under the Bankruptcy Code, then Borrower shall not effect any offset of such amounts unless it shall have provided written notice to Lender of its intent to do so and Lender shall have consented thereto (provided Lender shall be deemed to have consented thereto if it shall fail to object to the same in written notice to Borrower within ten (10) Business Days after receipt of the aforementioned notice, in which case Borrower may proceed to offset the amounts set forth in Borrower’s notice.
(v) If any action, proceeding, motion or notice shall be commenced or filed in respect of any lessor of all or any part of the Ground Lease Property in connection with any case under the Bankruptcy Code, Lender and Borrower shall cooperatively conduct and control any such litigation with counsel agreed upon between Borrower and Lender in connection with such litigation. Borrower shall, upon demand, pay to Lender all reasonable actual out of pocket costs and expenses (including reasonable attorneys’ fees and costs) actually paid or actually incurred by Lender in connection with the cooperative prosecution or conduct of any such proceedings. All such costs and expenses shall be secured by the lien of the Mortgage.
(vi) Borrower shall notify Lender of any filing by or against the lessor under the Ground Lease of a petition under the Bankruptcy Code of which it has knowledge, setting forth any information available to Borrower as to the date of such filing, the court in which such petition was filed, and the relief sought in such filing. Borrower shall deliver to Lender any and all notices, summonses, pleadings, applications and other documents received by Borrower in connection with any such petition and any proceedings relating to such petition.
(h) if Lender, its nominee, designee, successor, or assignee acquires title and/or rights of Borrower under the Ground Lease by reason of foreclosure of the Mortgage, deed in lieu of foreclosure or otherwise, such party shall (x) succeed to all of the rights of and benefits accruing to Borrower under the Ground Lease, and (y) be entitled to exercise all of the rights and benefits accruing to Borrower under the Ground Lease. At such time as Lender shall request, Borrower agrees to execute and deliver and use commercially reasonable efforts to cause any third party to execute and deliver to Lender such documents as Lender and its counsel may reasonably require in order to insure that the provisions of this section will be validly and legally enforceable and effective against Borrower and all parties claiming by, through, under or against Borrower.
(i) The Ground Lease has a term which extends not less than twenty (20) years beyond For the Maturity Date (including any unexercised option periods avoidance of doubt, the provisions of this Section 5.1.26 shall cease to be in full force and automatic renewal periods).
(j) The Ground Lease requires effect from and after the Ground Lessor to enter into a new lease upon termination (prior to expiration release of the term thereof) Taran Outparcel from the Lien of the Ground Lease as a result of Borrower’s default Mortgage pursuant to, and in connection with a rejection or disaffirmation accordance with, the provisions of the Ground Lease in a bankruptcy proceedingSection 2.5.2.
Appears in 1 contract
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
The Co-Borrower shall not (a) The surrender any leasehold estate created by any Ground Lease or a memorandum of such terminate or cancel any Ground Lease has been duly recorded. The Ground Lease permits the interest of Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property by the applicable Security Instrument. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loan.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lenderthe Administrative Agent and the Required Lenders; provided that (b) without the Ground Lessor shall not be prevented from exercising its remedies in accordance with Administrative Agent’s prior written consent, cause, agree to, or permit to occur any subordination, or consent to the subordination of, such Ground Lease if to any mortgage, deed of trust or other Lien encumbering (or that may in the obligations future encumber) the estate of Borrower the lessor under the Ground Lease are not performed as provided in any premise(s) demised to the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxx’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest.
(d) In the event of a foreclosure or assignment or transfer in lieu of foreclosure, the Lender has the right to assign the Ground Lease without the Ground Lessor’s consent.
(e) The Ground Lease is in full force and effect and no default has occurred on the part of the Co-Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the a Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for the passage of time other than a subordination or the giving of notice, could result in (i) a default consent to subordination expressly required by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
); (fc) Under grant any consent, approval or waiver under, or agree to any termination, cancellation or modification of any Ground Lease, in each case, without the terms prior written consent of the Administrative Agent and, in the case of any material consent, approval, waiver or modification, the prior written consent of the Required Lenders, except where the collateral for the Loans consists of both the leasehold and entire fee interests in the portion of the Project covered by such Ground Lease and such consent, approval, waiver or modification has no Material Adverse Effect on the Loan DocumentsLenders or on the security interests in such Project held for their benefit. Any such surrender of the leasehold estate created by such Ground Lease or termination, taken togethercancellation or Modification of such Ground Lease not permitted pursuant to the foregoing terms of this Section 9.14 shall be void ab initio and of no force and effect. Notwithstanding the foregoing, any related insurance if, in connection with the Co-Borrower’s acquisition of the entirety of the Underlying Fee Estate of a Project, other than the acquisition of the Harbor Court Fee Estate, (i) the Co-Borrower grants to the Administrative Agent on behalf of the Lenders a first priority perfected Lien on the entirety of such Underlying Fee Estate (together with all other right, title and condemnation proceeds that interest of the Co-Borrower in and to such Project), on the same terms, covenants and conditions as are paid set forth in the form of Deed of Trust used for the fee portion of such Project, (ii) the Co-Borrower delivers to the Administrative Agent concurrently with the recordation of such Deed of Trust (or awarded an amendment to Borrower the Deed of Trust for such Project providing with respect to the leasehold Underlying Fee Estate (and all other right, title and interest will be applied of the Co-Borrower in and to such Project) the same terms, covenants and conditions as are set forth in the form of Deed of Trust used for the fee portion of such Project) a Title Policy obtained from the Title Insurer at the Co-Borrower’s sole cost and expense which complies with the requirements of Section 6.01 of this Agreement and amendments to all Loan Documents (in form and substance satisfactory to the Restoration Administrative Agent, and as reasonably required by the Administrative Agent) relating to such Project confirming that all of the Ground Leased Property or pursuant Co-Borrower’s representations, warranties, covenants and obligations and all of the rights, remedies and benefits of the Administrative Agent and the Lenders thereunder with respect to such Project apply to the terms Underlying Fee Estate of such Project together with all other right, title and interest of the Loan Documents.
Co-Borrower in and to such Project, and (giii) The the Co-Borrower pays all reasonable costs and expenses of the Administrative Agent incurred in connection with such acquisition and amendment in accordance with Section 14.03, then, so long as no Event of Default then exists, the Co-Borrower may elect to terminate the Ground Lease requires for such Project upon at least thirty (30) days’ prior written notice to the Ground Lessor to give notice Administrative Agent at any time following the end of any default preference period, if any, applicable to the encumbrance of the Underlying Fee Estate in favor of the Administrative Agent, without any further consent of the Administrative Agent or any Lender, unless, in the reasonable opinion of the Administrative Agent or the Required Lenders delivered by a written notice to the Co-Borrower to Lender prior to exercising the end of such thirty (30) day period, such termination would have any Material Adverse Effect. Notwithstanding the foregoing, if the Co-Borrower notifies the Administrative Agent of its remedies thereunder.
intention to make such acquisition and requests the Administrative Agent to determine whether it or the Required Lenders would claim that the termination of the applicable Ground Lease in connection with the Co-Borrower’s acquisition of the Underlying Fee Estate in compliance with this Section 9.14 would have a Material Adverse Effect, the failure of the Administrative Agent or the Required Lenders to assert such claim within thirty (h30) Lender is permitted days after receiving such notice shall be deemed an election by the opportunity Administrative Agent and the Required Lenders not to cure assert such claim for purposes of this Section 9.14. Such deemed election shall not be binding on the Administrative Agent or the Required Lenders with respect to any default under acquisition consummated more than one hundred eighty (180) days following the Co-Borrower’s request for such determination. Notwithstanding the foregoing, or anything to the contrary contained in this Agreement, if Co-Borrower elects to exercise its option to purchase the Harbor Court Fee Estate, as set forth in the Harbor Court Ground Lease, which then Co-Borrower shall be permitted to assume the existing financing on the Harbor Court Fee Estate, and the Administrative Agent and each Lender acknowledges and agrees that it shall not be entitled to a Lien on the Harbor Court Fee Estate; provided, however, that (A) Co-Borrower shall be prohibited from merging the leasehold estate under the Harbor Court Ground Lease with the Harbor Court Fee Estate, and (B) Co-Borrower shall not be permitted to terminate the Harbor Court Ground Lease”;
(xxiv) The following sentence is curable after added at the receipt end of notice Section 9.15: “Nothing herein shall prohibit the Property Manager, in the exercise of its business judgment, from delegating responsibilities under the Property Management Agreement to Affiliates of the default before Borrower or Co-Borrower or other third parties licensed to conduct such activities in the Ground Lessor thereunder may terminate the Ground LeaseState of Hawaii.”; and
(ixxv) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into Insert a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease Section 10.04 as a result of Borrower’s default and in connection with a rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.follows:
Appears in 1 contract
Samples: Joinder and Supplement Agreement (Douglas Emmett Inc)
Ground Lease. After giving effect With respect to any estoppels or related document delivered to Lender in connection with the closing of Ground Lease and an estoppel ------------ letter from the Loan Ground Lessor, Borrower represents and except as set forth on Schedule XIwarrants:
(a) A. The Ground Lease or a memorandum of such Ground Lease thereof has been duly recorded. The , the Ground Lease permits the interest of Borrower the lessee thereunder to be encumbered by the Mortgage, does not restrict the use of the Mortgaged Property, by lessee, its successors and assigns in a mortgage or manner that would adversely affect the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property security provided by the applicable Security Instrument. There have Mortgage, and there has not been amendments or modifications to a material change in the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof)its recordation, with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels which have been delivered to Lender in connection with the closing of the LoanLender.
(b) B. The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxx’s interest in the Ground Lease is not subject to any Liens liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument Mortgage, other than the Ground Lessor’s related 's fee interest.
(d) In the event of a foreclosure or assignment or transfer C. The Borrower's interest in lieu of foreclosure, the Lender has the right to assign the Ground Lease is assignable to the Lender upon notice to, but without the consent of, the Ground Lessor and, in the event that it is so assigned, it is further assignable by the Lender to a trustee or servicer and its successors and assigns upon notice to, but without a need to obtain the consent of, such Ground Lessor’s consent.
(e) D. The Ground Lease is in full force and effect and no material default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There and there is no existing condition which, but for the passage of time or the giving of notice, could would result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(f) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied to the Restoration of the Ground Leased Property or pursuant to the terms of the Loan Documents.
(g) E. The Ground Lease requires the Ground Lessor to give notice of any default by the Borrower to Lender; and the Ground Lease, or an estoppel letter received by the Lender prior from the Ground Lessor, further provides that notice of termination given under the Ground Lease is not effective against the Lender unless a copy of the notice has been delivered to exercising its remedies thereunderthe Lender in the manner described in such Ground Lease or estoppel letter.
(h) F. The Lender is permitted a reasonable opportunity (including, where necessary, sufficient time to gain possession of the opportunity interest of the lessee under the Ground Lease) to cure any default under the Ground Lease, which is curable after the receipt of notice of the any default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) G. The Ground Lease has a term which which, when taken together with the renewal options under the Ground Lease, extends not less than twenty (20) 10 years beyond the Stated Maturity Date (including any unexercised option periods and automatic renewal periods)Date.
(j) H. The Ground Lease requires or estoppel letter require the Ground Lessor to enter into a new lease with the Lender upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a for any reason, including rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding, provided Lender cures the lessee's defaults.
I. Under the terms of the Ground Lease, the Borrower is permitted to apply all insurance proceeds to the repair or restoration of all or part of the Mortgaged Property, with the Lender having the right to hold and disburse the Proceeds as the repair of restoration progresses.
J. The Ground Lease does not impose any material restrictions on subletting.
K. The Ground Lease contains the lessor's covenant that the Ground Lease shall not be amended, canceled, or terminated without the prior written consent of Lender.
L. Either the Ground Lease or an estoppel letter contains a covenant that the lessor thereunder is not permitted, in the absence of an uncured default under the Ground Lease, to disturb the possession, interest or quiet enjoyment of any lessee in the relevant portion of the Mortgaged Property subject to the Ground Lease for any reason, or in any manner, which would materially adversely affect the security provided by the Mortgage.
Appears in 1 contract
Samples: Loan Agreement (Desert Springs Marriott Limited Partnership)
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
(a) The Ground Lease or a memorandum of such Ground Lease has been duly recorded. The Ground Lease permits the interest of the applicable Individual Mortgage Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property by the applicable Security Instrument. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loan.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of the applicable Individual Mortgage Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxxthe applicable Individual Mortgage Borrower’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest.
(d) In the event of a foreclosure or assignment or transfer in lieu of foreclosure, the Lender has the right to assign the Ground Lease without the Ground Lessor’s consent.
(e) The Ground Lease is in full force and effect and no default has occurred on the part of the applicable Individual Mortgage Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the applicable Individual Mortgage Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(f) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to the applicable Individual Mortgage Borrower with respect to the leasehold interest will be applied to the Restoration of the Ground Leased Property or pursuant to the terms of the Loan Documents.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by the applicable Individual Mortgage Borrower to Lender prior to exercising its remedies thereunder.
(h) Subject to the rights of Mortgage Administrative Agent under the Mortgage Loan Documents, Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of the applicable Individual Mortgage Borrower’s default and in connection with a rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Samples: Mezzanine Loan Agreement (Industrial Logistics Properties Trust)
Ground Lease. After giving effect to any estoppels or related document delivered Borrowers hereby represent and warrant to Lender in connection the following with respect to the closing of the Loan and except as set forth on Schedule XIGround Lease:
(a) The Ground Lease or a memorandum of such Ground Lease has been duly recorded. The Ground Lease permits the interest of each Borrower to be encumbered by the Security Instrument and does not restrict the use of the Property in a mortgage or manner that would adversely affect the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property security provided by the applicable Security Instrument. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof)its recordation, with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loan.
(b) which have been recorded. The Ground Lease may not be canceled, terminated, surrendered surrendered, modified or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor Lender and any such action without such consent shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Leasebinding on Lender.
(cb) Except for the Permitted Encumbrances and other encumbrances of recordEncumbrances, Bxxxxxxxneither Borrower’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable related Security Instrument other than Instrument.
(c) Each Borrower’s interest in the Ground Lessor’s related Lease is assignable to Lender without the consent of any Person (or, if any such consent is required, it has been obtained prior to the Closing Date). The Ground Lease is further assignable by Lender, its successors and assigns without the consent of any Person. The Ground Lease permits the interest of the lessor and lessee thereunder to be encumbered by a fee interestand leasehold mortgage and contains no restrictions on the identity of a leasehold mortgagee.
(d) In As of the event of a foreclosure or assignment or transfer in lieu of foreclosuredate hereof, the Lender has the right to assign the Ground Lease without the Ground Lessor’s consent.
(e) The Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There and there is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(fe) Under The Ground Lease requires the terms ground lessor to give notice of any default by Leasehold Borrower to Lender. The Ground Lease further provides that notice of any default or termination given under the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied to the Restoration is not effective against Lender unless a copy of the notice has been delivered to Lender in the manner described in the Ground Leased Property Lease.
(f) The Ground Lease may not be terminated without Lender’s consent, including, without limitation, if there is a default or pursuant to event of default by the terms of the Loan Documentslessee thereunder.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder.
(h) Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term term, including extensions options exercisable by Lender, which extends not less than twenty (20) years beyond the Maturity Date and forty (including any unexercised option periods and automatic renewal periods)40) years from the Closing Date.
(jh) The Ground Lease requires the Ground Lessor ground lessor to enter into a new lease with Lender upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a for any reason, including rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
(i) Under the terms of the Ground Lease and the Security Instrument, taken together, any related insurance and condemnation proceeds will be applied either to the repair or restoration of all or part of the Property, with Lender having the right to hold and disburse the proceeds as the repair or restoration progresses, or to the payment of the outstanding principal balance of the Loan together with any accrued interest thereon.
(j) The Ground Lease does not impose any restrictions on subleasing.
(k) The Ground Lease requires the ground lessor to provide a ground lease estoppel to Lender.
Appears in 1 contract
Ground Lease. After giving effect With respect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XIeach Ground Lease:
(ai) The Ground Lease or a memorandum of such Ground Lease has been duly recorded. The Ground Lease permits the interest of the related Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each the Ground Leased Property by the applicable Security Instrument. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the LoanAgreement.
(bj) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(ck) Except for the Permitted Encumbrances and other encumbrances of record, BxxxxxxxXxxxxxxx’s interest in the Ground Lease is not subject to any Liens liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest.
(dl) In As of the event of a foreclosure or assignment or transfer in lieu of foreclosuredate hereof, the Lender has the right to assign the Ground Lease without the Ground Lessor’s consent.
(e) The Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There To Borrower’s knowledge, there is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(fm) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied to the Restoration of the Ground Leased Property or pursuant to the terms of the Loan Documents.
(gn) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder.
(ho) Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(ip) The Ground Lease has a term (including any unexercised option periods and automatic renewal periods) which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods)Date.
(jq) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a for any reason including rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
(r) The Ground Lease does not impose any restrictions on subleasing that would reasonably be expected to have a Material Adverse Effect on the operation of the Borrower’s business as currently operated, provided the tenant under the Ground Lease indemnifies Ground Lessor for any losses that may occur as a result of such sublease.
Appears in 1 contract
Samples: Loan Agreement (SITE Centers Corp.)
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
(a) The Ground Lease or a memorandum of such the Ground Lease has been duly recorded. The Ground Lease permits the interest of the applicable Individual Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each the Ground Leased Property by the applicable Security InstrumentMortgage. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments which have been recorded or as disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the LoanAgreement.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of the applicable Individual Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxxthe applicable Individual Borrower’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument Mortgage other than the Ground Lessor’s related fee interest.
(d) In Xxxxxxxx’s interest in the event Ground Lease is assignable without the consent of the Ground Lessor to Lender, the purchaser at any foreclosure sale or the transferee under a foreclosure deed or assignment in lieu of foreclosure in connection with the foreclosure of the Lien of the Mortgage or transfer of Xxxxxxxx’s leasehold estate by deed or assignment in lieu of foreclosure. Thereafter, the Lender has the right to assign the Ground Lease is further assignable by such transferee and its successors and assigns without the consent of the Ground Lessor’s consent.
(e) The As of the date hereof, the Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the such Ground Lease (except in each case, any such default that has been previously cured). There To Borrower’s knowledge, there is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the such Ground Lease.
(f) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied either to the Restoration repair or restoration of all or part of the Ground Leased Property or pursuant Property, with Lender having the right subject to the terms of the Loan DocumentsDocuments to hold and disburse the proceeds as the repair or restoration progresses, or to the payment of the outstanding principal balance of the Loan together with any accrued interest thereon.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder.
(h) Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty thirty (2030) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease (taken together with the estoppel delivered by the Ground Lessor in connection with the Loan prior to the Closing Date) requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a for any reason or the rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except as set forth on Schedule XI:
(a1) The Ground Lease or a memorandum of regarding such Ground Lease has been duly recordedrecorded or submitted for recordation in a form that is acceptable for recording in the applicable jurisdiction. The Ground Lease (either by itself or together with the Ground Lessor’s Recognition Agreement) permits the interest of Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property encumbered, including, without limitation, by the applicable Security InstrumentMortgage. There have The Ground Lease does not been amendments or modifications to restrict the terms use of the Ground Lease since recordation of Property in a manner that would materially adversely affect the security provided by the Mortgage and other Loan Documents;
(2) The Ground Lease (either itself or a memorandum thereof), together with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with Ground Lessor’s Recognition Agreement) provides that the closing of the Loan.
(b) The Ground Lease may not be terminatedamended or modified, surrendered or amended canceled or terminated by agreement of Ground Lessor and Borrower, or surrendered by Borrower, in each case without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with ;
(3) The term of the Ground Lease if the obligations of Borrower under the as currently in effect expires on June 9, 2023. The Ground Lease are not performed as provided in provides for renewal term that is automatically coterminous without further requirements with any extensions and/or renewals of the Ground United Healthcare Lease.
(c4) Except for the Permitted Encumbrances and other encumbrances The priority of record, Bxxxxxxx’s interest in the Ground Lease with respect to fee title to the Real Estate is not subject to any Liens liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than Mortgage, except for the related fee interest of the Ground Lessor’s related Lessor and the Permitted Encumbrances. The lien of any mortgage hereafter placed on the fee interest.
(d) In title to the event of a foreclosure or assignment or transfer in lieu of foreclosure, the Lender has the right Real Estate is and will be subject and subordinate to assign the Ground Lease without the and to any Replacement Ground Lessor’s consent.Lease;
(e5) [Intentionally Omitted];
(6) The Ground Lease is in full force and effect and effect. There is no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is and no existing condition whichthat, but for the passage of time or the giving of notice, could would result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(f) Under the terms of the . The Ground Lease represents the entire agreement between the parties thereto and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower their respective Affiliates with respect to the leasehold interest will be applied to Real Estate and the Restoration of the Ground Leased Property or pursuant to the terms of the Loan Documents.Improvements;
(g7) The Ground Lease (either by themselves or together with the Ground Lessor’s Recognition Agreement) requires the Ground Lessor to give to Lender written notice of any default by Borrower under the Ground Lease, and provides that no notice of default or termination is effective against Lender unless such notice is given to Lender prior to exercising its remedies thereunder.Lender;
(h) 8) Pursuant to the Ground Lessor’s Recognition Agreement, Lender is permitted a reasonable opportunity (including, where necessary, sufficient time to gain possession of the opportunity interest of Borrower under the Ground Lease through legal proceedings) to cure any default under the Ground Lease, Lease which is curable after the Lender’s receipt of notice of the default any such default, before the Ground Lessor thereunder may terminate the Ground Lease.. Provided that no monetary default remains uncured beyond any applicable notice and grace periods to which Borrower and Lender are entitled, the Ground Lease may not be terminated by Ground Lessor by reason of any default by Borrower which is not susceptible of cure by Lender without Ground Lessor being obligated to offer a Replacement Ground Lease to Lender;
(i9) The Ground Lease has a term which extends does not less than twenty (20) years beyond impose any restrictions on subletting of the Maturity Date (including any unexercised option periods and automatic renewal periods).Property that are commercially unreasonable;
(j10) [Intentionally Omitted];
(11) In the event of a casualty, the terms and conditions of the Loan Documents shall prevail. The foregoing shall not apply with respect to any condemnation, it being understood and agreed that per the terms of the Ground Lease, Ground Landlord shall be entitled to all proceeds from any condemnation;
(12) Provided that Lender cures any defaults under the Ground Lease requires the that are susceptible of being cured, Ground Lessor has agreed to enter into a new lease upon termination lease(s) (prior to expiration such new lease, a “Replacement Ground Lease”) with Lender (or Lender’s designee), for the remainder of the term thereof) of such Ground Lease upon the same base rent and additional rent and other terms, covenants, conditions and agreements as are contained in the Ground Lease, upon termination of the Ground Lease as a result of Borrower’s default and in connection with a for any reason, including rejection or disaffirmation of the Ground Lease in a bankruptcy proceedingproceeding involving Borrower;
(13) Borrower does not make any type of escrow deposits with Ground Lessor and Ground Lessor does not hold any type of deposit from Borrower (security or otherwise).
Appears in 1 contract
Ground Lease. After giving effect to any estoppels or related document delivered Except as otherwise set forth in Schedule IX attached hereto, each of Borrower hereby represents and warrants to Lender in connection the following with the closing of the Loan and except as set forth on Schedule XIrespect to each Ground Lease:
(a) The Each Ground Lease (or a memorandum of such Ground Lease Lease) has been duly recorded. The Each Ground Lease permits the interest of the applicable Individual Mortgage Borrower or Maryland Owner, as applicable, to be encumbered by a mortgage mortgage, deed of trust, indemnity deed of trust or deed to secure debt (provided that the mortgage, deed of trust, indemnity deed of trust or deed to secure debt, as applicable, is at all times subject and subordinate to the Ground Lease) or the Ground Lessor has approved and consented to the encumbrance of each the Ground Leased Lease Property by the applicable Security InstrumentMortgage. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loan.
(b) The which have been recorded. No Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the a Ground Lessor shall not be prevented from exercising its remedies in accordance with the related Ground Lease if the obligations of Individual Mortgage Borrower or Maryland Owner, as applicable, under the Ground Lease are not performed as provided in the Ground Lease.
(cb) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxxthe applicable Individual Mortgage Borrower’s or Maryland Owner’s interest in the related Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument Mortgage other than the Ground Lessor’s related fee interest.
(d) In the event of a foreclosure or assignment or transfer in lieu of foreclosure, the Lender has the right to assign the Ground Lease without the Ground Lessor’s consent.
(e) The Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(f) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied to the Restoration of the Ground Leased Property or pursuant to the terms of the Loan Documents.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder.
(h) Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Samples: Senior Mezzanine Loan Agreement (Inland Western Retail Real Estate Trust Inc)
Ground Lease. After giving effect to any estoppels or related document delivered Borrower hereby represents and warrants to Lender in connection the following with the closing of the Loan and except as set forth on Schedule XIrespect to each Ground Lease:
(a) The Ground Lease or a memorandum of such the Ground Lease has been duly recorded. The Ground Lease permits the interest of Borrower to be encumbered by a mortgage (provided that the mortgage is at all times subject and subordinate to the Ground Lease) or the Ground Lessor has approved and consented to the encumbrance of each the Ground Leased Lease Property by the applicable Security Instrument. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments which have been recorded or as disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the LoanAgreement.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, BxxxxxxxBorrower’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest.
(dc) In Borrower’s interest in the event Ground Lease is assignable without the consent of the Ground Lessor to Lender, the purchaser at any foreclosure sale or the transferee under a foreclosure deed or assignment in lieu of foreclosure in connection with the foreclosure of the Lien of the Security Instrument or transfer of Borrower’s leasehold state by deed or assignment in lieu of foreclosure. For the first assignment thereafter, the Lender has the right to assign the Ground Lease is assignable by such transferee and its successors and assigns without the consent of the Ground Lessor’s consent.
(ed) The As of the date hereof, the Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There and there is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(fe) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied either to the Restoration repair or restoration of all or part of the Ground Leased Property or pursuant Lease Property, with Lender having the right subject to the terms of the Loan DocumentsDocuments to hold and disburse the proceeds as the repair or restoration progresses, or to the payment of the outstanding principal balance of the Loan together with any accrued interest thereon.
(gf) The Ground Lease requires does not impose any restrictions on subleasing, provided the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder.
(h) Lender is permitted the opportunity to cure any default tenant under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground LeaseLease remains primarily liable for such tenant’s obligations thereunder.
(i) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Samples: Loan Agreement (ESH Hospitality LLC)
Ground Lease. After giving effect to any estoppels or related document delivered Except as otherwise set forth in Schedule IX attached hereto, each of Borrower hereby represents and warrants to Lender in connection the following with the closing of the Loan and except as set forth on Schedule XIrespect to each Ground Lease:
(a) The Each Ground Lease (or a memorandum of such Ground Lease Lease) has been duly recorded. The Each Ground Lease permits the interest of the applicable Individual Mortgage Borrower or Maryland Owner, as applicable, to be encumbered by a mortgage mortgage, deed of trust, indemnity deed of trust or deed to secure debt (provided that the mortgage, deed of trust, indemnity deed of trust or deed to secure debt, as applicable, is at all times subject and subordinate to the Ground Lease) or the Ground Lessor has approved and consented to the encumbrance of each the Ground Leased Lease Property by the applicable Security InstrumentMortgage. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the Loan.
(b) The which have been recorded. No Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the a Ground Lessor shall not be prevented from exercising its remedies in accordance with the related Ground Lease if the obligations of Individual Mortgage Borrower or Maryland Owner, as applicable, under the Ground Lease are not performed as provided in the Ground Lease.
(cb) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxxthe applicable Individual Mortgage Borrower’s or Maryland Owner’s interest in the related Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument Mortgage other than the Ground Lessor’s related fee interest.
(dc) In Mortgage Borrower’s or Maryland Owner’s, as applicable, interest in the event Ground Lease is assignable without the consent of Ground Lessor to Lender or Mortgage Lender, the purchaser at any foreclosure sale or the transferee under a foreclosure deed or assignment in lieu of foreclosure in connection with the foreclosure of the Lien of the Mortgage or transfer of Mortgage Borrower’s or Maryland Owner’s, as applicable, leasehold estate by deed or assignment in lieu of foreclosure. Thereafter, the Lender has the right to assign the Ground Lease is further assignable by such transferee and its successors and assigns without the consent of the applicable Ground Lessor’s consent.
(ed) The As of the date hereof, each Ground Lease is in full force and effect and no material default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is continuing and there is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a material default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the any Ground Lease.
(fe) Under the terms of the each Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Mortgage Borrower or Maryland Owner, as applicable, with respect to the leasehold interest will be applied either to the Restoration repair or restoration of all or part of such Ground Lease Property, with Mortgage Lender having the Ground Leased Property or pursuant right subject to the terms of the Loan DocumentsDocuments to hold and disburse the proceeds as the repair or restoration progresses, or to the payment of the outstanding principal balance of the Loan together with any accrued interest thereon.
(f) No Ground Lease imposes any restrictions on subleasing.
(g) The Each Ground Lease requires the applicable Ground Lessor to give notice of any default by the applicable Individual Mortgage Borrower or Maryland Owner, as applicable, under such Ground Lease to Lender prior to exercising its remedies thereunder.
(h) Mortgage Lender is permitted the opportunity (including, where necessary, sufficient time to gain possession of the interest of the applicable Individual Mortgage Borrower or Maryland Owner, as applicable, under the Ground Lease) to cure any default under the such Ground Lease, which is curable after the receipt of notice of the default before the applicable Ground Lessor thereunder may terminate the such Ground Lease.
(i) The Each Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods)Date.
(j) The Each Ground Lease requires the Ground Lessor thereunder to enter into a new lease upon termination (prior to expiration of the term thereof) of the such Ground Lease as a result of Borrower’s default and in connection with a for any reason, including rejection or disaffirmation of the such Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Samples: Junior Mezzanine Loan Agreement (Inland Western Retail Real Estate Trust Inc)
Ground Lease. After giving effect to any estoppels or related document delivered to Lender Administrative Agent in connection with the closing of the Loan and except as set forth on Schedule XI:
(a) The Ground Lease or a memorandum of such Ground Lease has been duly recorded. The Ground Lease permits the interest of Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each Ground Leased Property by the applicable Security Instrument. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments disclosed to Lender Administrative Agent in this Agreement or ground lessor estoppels delivered to Administrative Agent and/or Lender in connection with the closing of the Loan.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Administrative Agent and/or Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, BxxxxxxxBorrower’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest.
(d) In the event of a foreclosure or assignment or transfer in lieu of foreclosure, the Administrative Agent and/or Lender has the right to assign the Ground Lease without the Ground Lessor’s consent.
(e) The Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the Ground Lease.
(f) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied to the Restoration of the Ground Leased Property or pursuant to the terms of the Loan Documents.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower to Administrative Agent and/or Lender prior to exercising its remedies thereunder.
(h) Administrative Agent and/or Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
Appears in 1 contract
Samples: Loan Agreement (Industrial Logistics Properties Trust)
Ground Lease. After giving effect to any estoppels or related document delivered to Lender in connection with the closing of the Loan and except Except as set forth on in Schedule XI4.1.39 attached hereto, Borrower hereby represents and warrants to Lender the following with respect to each Ground Lease:
(a) The Ground Lease or a memorandum of such the Ground Lease has been duly recorded. The Ground Lease permits the interest of Borrower to be encumbered by a mortgage or the Ground Lessor has approved and consented to the encumbrance of each the Ground Leased Lease Property by the applicable Security InstrumentMortgage. There have not been amendments or modifications to the terms of the Ground Lease since recordation of the Ground Lease (or a memorandum thereof), with the exception of written instruments which have been recorded or as disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the LoanAgreement.
(b) The Ground Lease may not be terminated, surrendered or amended by Ground Lessor without the prior written consent of Lender; provided that the Ground Lessor shall not be prevented from exercising its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Lease.
(c) Except for the Permitted Encumbrances and other encumbrances of record, BxxxxxxxBorrower’s interest in the Ground Lease is not subject to any Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument Mortgage other than the Ground Lessor’s related fee interest.
(d) In Borrower’s interest in the event Ground Lease is assignable without the consent of the Ground Lessor to Lender, the purchaser at any foreclosure sale or the transferee under a foreclosure deed or assignment in lieu of foreclosure in connection with the foreclosure of the Lien of the Mortgage or transfer of Borrower’s leasehold estate by deed or assignment in lieu of foreclosure. Thereafter, the Lender has the right to assign the Ground Lease is further assignable by such transferee and its successors and assigns without the consent of the Ground Lessor’s consent.
(e) The As of the date hereof, the Ground Lease is in full force and effect and no default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the such Ground Lease (except in each case, any such default that has been previously cured). There is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of the Ground Lease or (ii) to Borrower’s actual knowledge, a default by Ground Lessor under the terms of the such Ground Lease.
(f) Under the terms of the Ground Lease and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect to the leasehold interest will be applied either to the Restoration repair or restoration of all or part of the Ground Leased Property or pursuant Lease Property, with Lender having the right subject to the terms of the Loan DocumentsDocuments to hold and disburse the proceeds as the repair or restoration progresses, or to the payment of the outstanding principal balance of the Loan together with any accrued interest thereon.
(g) The Ground Lease requires the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder.
(h) Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the Ground Lessor to enter into a new lease upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a for any reason, including rejection or disaffirmation of the Ground Lease in a bankruptcy proceeding.
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Ground Lease. After giving effect to any estoppels or related document delivered Borrower hereby represents and warrants to Lender in connection the following with the closing of the Loan and except as set forth on Schedule XIrespect to each Ground Lease:
(a) The Ground Lease or a memorandum of such Ground Lease has been duly recorded. The Each Ground Lease or the related Ground Lease Estoppel permits the interest of Borrower to be encumbered by a mortgage or the Fee and Leasehold Deed of Trust and does not restrict the use of the related Ground Lessor has approved and consented to the encumbrance of each Ground Leased Lease Property by Borrower, or its successors or assigns, in a manner that would adversely affect the applicable Security Instrumentsecurity provided by the Fee and Leasehold Deed of Trust. There have not been any amendments or modifications to the terms of the any Ground Lease since the recordation of the such Ground Lease (or a memorandum thereof), with the exception of written instruments which have been recorded or as disclosed to Lender in this Agreement or ground lessor estoppels delivered to Lender in connection with the closing of the LoanAgreement.
(b) The Each Ground Lessor has agreed, in its Ground Lease or the related Ground Lease Estoppel that the related Ground Lease may not be terminatedamended, surrendered modified, canceled or amended by Ground Lessor terminated without the Lender’s prior written consent, which consent of Lender; provided that the Ground Lessor shall not be prevented from exercising unreasonably withheld, conditioned or delayed, and that any such action without such consent is not binding on Lender, or its remedies in accordance with the Ground Lease if the obligations of Borrower under the Ground Lease are not performed as provided in the Ground Leasesuccessors or assigns.
(c) Each Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date.
(d) Except for the Permitted Encumbrances and other encumbrances of record, Bxxxxxxxthe related Ground Lessor’s fee interest in the related Ground Lease Property, no Ground Lease is not subject to any interests, estates, Liens or encumbrances superior to, or of equal priority with, the applicable Security Instrument other than the Ground Lessor’s related fee interest.
(d) In the event Fee and Leasehold Deed of a foreclosure or assignment or transfer in lieu of foreclosure, the Lender has the right to assign the Ground Lease without the Ground Lessor’s consentTrust.
(e) The Borrower’s interest in each Ground Lease is assignable to Lender upon notice to, but without the consent of, the applicable Ground Lessor (or, if any such consent is required, it has been obtained prior to the Closing Date). Each Ground Lease is further assignable by Lender, and its successors and assigns, without the consent of the applicable Ground Lessor. No consent of the applicable Ground Lessor is required with respect to any transfer of direct or indirect interests in Borrower.
(f) As of the date hereof, each Ground Lease is in full force and effect and no material default has occurred on the part of the Borrower under the Ground Lease, nor to Borrower’s actual knowledge has any default occurred by the Ground Lessor under the Ground Lease (except in each case, any such default that has been previously cured). There is continuing and there is no existing condition which, but for the passage of time or the giving of notice, could result in (i) a default by the Borrower under the terms of any Ground Lease.
(g) Each Ground Lease or the related Ground Lease Estoppel requires the applicable Ground Lessor to give written notice of any default by Borrower to Lender, and provides that any notice of default or termination given under the Ground Lease is not effective against Lender unless a copy of the notice has been delivered to Lender as required under the Ground Lease or the related Ground Lease Estoppel.
(iih) Each Ground Lease or the related Ground Lease Estoppel provides that Lender is permitted the opportunity (including, where necessary, sufficient time to gain possession of the interest of Borrower under the Ground Lease through legal proceedings) to Borrowercure any default under such Ground Lease, which is curable after Lender’s actual knowledge, a receipt of notice of the default by before the applicable Ground Lessor under the terms of may terminate the Ground Lease.
(fi) None of the Ground Leases imposes any restrictions on subleasing the related Ground Lease Property.
(j) Under the terms of each Ground Lease, the related Ground Lease Estoppel and the Loan Documents, taken together, any related insurance and condemnation proceeds that are paid or awarded to Borrower with respect applicable to the leasehold interest related Ground Lease Property (other than in respect of a total or substantially total loss or taking) will be applied either to the Restoration repair or restoration of all or part of such Ground Lease Property (so long as such proceeds are in excess of the Ground Leased Property threshold amount specified in the Loan Documents), with Lender having the right to hold and disburse the proceeds as the repair or pursuant restoration progresses, or to the payment of the outstanding principal balance of the Loan together with any accrued interest thereon.
(k) Under the terms of each Ground Lease, the related Ground Lease Estoppel and the Loan Documents, taken together, any related insurance and condemnation proceeds applicable to the related Ground Lease Property in respect of a total or substantially total loss or taking of the related Ground Lease Property to the extent not applied to restoration, will be applied first to the payment of the outstanding principal balance of the Loan, together with any accrued interest thereon.
(gl) The Each Ground Lease or the related Ground Lease Estoppel requires the Ground Lessor to give notice of any default by Borrower to Lender prior to exercising its remedies thereunder.
(h) Lender is permitted the opportunity to cure any default under the Ground Lease, which is curable after the receipt of notice of the default before the Ground Lessor thereunder may terminate the Ground Lease.
(i) The Ground Lease has a term which extends not less than twenty (20) years beyond the Maturity Date (including any unexercised option periods and automatic renewal periods).
(j) The Ground Lease requires the applicable Ground Lessor to enter into a new lease with Lender upon termination (prior to expiration of the term thereof) of the Ground Lease as a result of Borrower’s default and in connection with a for any reason, including rejection or disaffirmation of the Ground Lease ground lease in a bankruptcy proceeding.
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Samples: Loan Agreement (Wheeler Real Estate Investment Trust, Inc.)
