Common use of Lease Subordinate - Superior Clause in Contracts

Lease Subordinate - Superior. This Lease shall be subject and subordinate to any mortgage (“Mortgage”) now or hereinafter placed on the Lot, the Building, or both, or any portion or portions thereof or interest therein, which are separately and together hereinafter in this Article IX referred to as “the mortgaged premises”, and to each advance made or hereafter to be made under any Mortgage, and to all renewals, modifications, consolidations, replacements and extensions thereof and all substitutions therefor, provided, however, that conditioned upon Tenant not being in default under any of the terms of this Lease, subsequent to the Commencement Date and upon Tenant’s delivery of an estoppel certificate accepting the Premises and acknowledging that Landlord has completed the Leasehold Improvements in accordance with the provisions hereof, Landlord shall use reasonable efforts to obtain from any such mortgagee on Tenant’s behalf an agreement on the part of such mortgagee to recognize this Lease and all of Tenant’s rights hereunder as though this Lease were prior to any such mortgage, provided further, however, that the mortgagee, or any purchaser at a foreclosure sale or otherwise shall not be: (a) liable for any act or omission of a prior Landlord (including the mortgagor); or (b) subject to any offset or defenses which the Tenant might have against any prior Landlord (including the mortgagor); or (c) bound by any rent or additional rent which the Tenant might have paid in advance to any prior Landlord (including the mortgagor) for any period beyond the month in which foreclosure or sale occurs; or (d) bound by any security deposit which Tenant may have paid to any prior Landlord (including the mortgagor), unless such deposit is in an escrow fund available to the mortgagee; or (e) bound by any agreement or modification of the Lease made without the consent of the mortgagee; or (f) bound by the provisions of Section 4.1 hereof; or (g) bound by any notice of termination given by any prior Landlord (including the mortgagor) without the mortgagee’s written consent thereto; or (h) personally liable under this Lease and the mortgagee’s liability under the Lease shall be limited to the ownership interest of the mortgagee in the Premises; or (i) liable for any fact or circumstance or condition to the extent existing or arising prior to the mortgagee’s (or such purchaser’s) succession to the interest of the Landlord under the Lease and such mortgagee or such purchaser further shall not be liable except during that period of time, if any, in which such mortgagee or purchaser and Tenant are in privity of estate. In the event that any mortgagee or its successor in title shall succeed to the interest of Landlord, then, Tenant shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its Landlord. Any claim by Tenant under the Lease against the mortgagee or such successor shall be satisfied solely out of the mortgagee’s or such successor’s interest in the Premises and Tenant shall not seek recovery against or out of any other assets of mortgagee or such successor. Notwithstanding the foregoing, any mortgagee may at its election subordinate its Mortgage to this Lease without the consent or approval of Tenant. This Section 9.1 shall be self-operative. Tenant agrees to execute and deliver promptly any appropriate certificates or instruments requested by Landlord or any mortgagee to carry out the subordination and attornment agreements contained in this Section 9.1.

Lease Subordinate - Superior. This Lease shall be subject and subordinate to any institutional first mortgage (“Mortgage”) now or hereinafter placed on the LotProperty, the Building, or both, or any portion or portions thereof or interest therein, which are separately and together hereinafter in this Article IX referred to as “the mortgaged premises”, and to each advance made or hereafter to be made under any Mortgage, and to all renewals, modifications, consolidations, replacements and extensions thereof and all substitutions therefor, provided, however, that conditioned upon Tenant not being in default under any no Event of the terms of this Lease, subsequent to the Commencement Date and upon Tenant’s delivery of an estoppel certificate accepting the Premises and acknowledging Default then existing that Landlord has completed the Leasehold Improvements in accordance with the provisions hereofremains uncured, Landlord shall use reasonable efforts obtain, at Landlord’s sole cost and expense not to obtain exceed $1,000, a subordination, non-disturbance and attornment agreement from any such mortgagee on Tenant’s behalf an agreement on in substantially the part of form attached hereto as Exhibit D. Tenant shall be responsible for any costs imposed by such mortgagee to recognize this Lease and all of Tenant’s rights hereunder as though this Lease were prior to any such mortgage, provided further, however, that the mortgagee, or any purchaser at a foreclosure sale or otherwise shall not be: (a) liable for any act or omission of a prior Landlord (including the mortgagor); or (b) subject to any offset or defenses which the Tenant might have against any prior Landlord (including the mortgagor); or (c) bound by any rent or additional rent which the Tenant might have paid in advance to any prior Landlord (including the mortgagor) for any period beyond the month in which foreclosure or sale occurs; or (d) bound by any security deposit which Tenant may have paid to any prior Landlord (including the mortgagor), unless such deposit is in an escrow fund available to the mortgagee; or (e) bound by any agreement or modification of the Lease made without the consent of the mortgagee; or (f) bound by the provisions of Section 4.1 hereof; or (g) bound by any notice of termination given by any prior Landlord (including the mortgagor) without the mortgagee’s written consent thereto; or (h) personally liable under this Lease and the mortgagee’s liability under the Lease shall be limited to the ownership interest of the mortgagee in the Premises; or (i) liable for any fact or circumstance or condition to the extent existing or arising prior to the mortgagee’s (or such purchaser’s) succession to the interest of the Landlord under the Lease and such mortgagee or such purchaser further shall not be liable except during that period of time, if any, in which such mortgagee or purchaser and Tenant are in privity of estateexceeding $1,000. In the event that any mortgagee or its successor in title shall succeed to the interest of Landlord, then, Tenant shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its Landlord. Any claim by Tenant under the Lease against the mortgagee or such successor shall be satisfied solely out of the mortgagee’s or such successor’s interest in in. the Premises and Tenant shall not seek recovery against or out of any other assets of mortgagee or such successor. Notwithstanding the foregoing, any mortgagee may at its election subordinate its Mortgage to this Lease without the consent or approval of Tenant. This Section 9.1 shall be self-operative. Tenant agrees to execute and deliver promptly any appropriate certificates or instruments requested by Landlord or any mortgagee to carry out the subordination and attornment agreements contained in this Section 9.1.

Lease Subordinate - Superior. This Lease shall be subject and subordinate to the lien of any institutional first mortgage (“Mortgage”) now or hereinafter placed on the LotProperty, the Building, or both, or any portion or portions thereof or interest therein, which are separately and together hereinafter in this Article IX referred to as “the mortgaged premises”, and to each advance made or hereafter to be made under any Mortgage, and to all renewals, modifications, consolidations, replacements and extensions thereof and all substitutions therefor, provided, however, that conditioned upon Tenant not being in default under any of the terms of this Lease, subsequent to the Commencement Date and upon Tenant’s delivery of an estoppel certificate accepting the Premises and acknowledging that Landlord has completed the Leasehold Improvements in accordance with the provisions hereof, Landlord shall use reasonable efforts to obtain from any such mortgagee on Tenant’s behalf an agreement on the part of such mortgagee to recognize this Lease and all of Tenant’s rights hereunder as though this Lease were prior to any such mortgage, provided further, however, that the mortgagee, or any purchaser at a foreclosure sale or otherwise shall not be: (a) liable for any act or omission of a prior Landlord (including the mortgagor); or (b) subject to any offset or defenses which the Tenant might have against any prior Landlord (including the mortgagor); or (c) bound by any rent or additional rent which the Tenant might have paid in advance to any prior Landlord (including the mortgagor) for any period beyond the month in which foreclosure or sale occurs; or (d) bound by any security deposit which Tenant may have paid to any prior Landlord (including the mortgagor), unless such deposit is in an escrow fund available to the mortgagee; or (e) bound by any agreement or modification of the Lease made without the consent of the mortgagee; or (f) bound by the provisions of Section 4.1 hereof; or (g) bound by any notice of termination given by any prior Landlord (including the mortgagor) without the mortgagee’s written consent thereto; or (h) personally liable under this Lease and the mortgagee’s liability under the Lease shall be limited to the ownership interest of the mortgagee in the Premises; or (i) liable for any fact or circumstance or condition to the extent existing or arising prior to the mortgagee’s (or such purchaser’s) succession to the interest of the Landlord under the Lease and such mortgagee or such purchaser further shall not be liable except during that period of time, if any, in which such mortgagee or purchaser and Tenant are in privity of estate. In the event that any mortgagee or its successor in title shall succeed to the interest of Landlord, then, Tenant shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its Landlord. Any claim by Tenant under the Lease against the mortgagee or such successor shall be satisfied solely out of the mortgagee’s or such successor’s interest in the Premises Building and Tenant shall not seek recovery against or out of any other assets of mortgagee or such successor. Notwithstanding the foregoing, any mortgagee may at its election subordinate its Mortgage to this Lease without the consent or approval of Tenant. This Section 9.1 shall be self-operative. Tenant agrees to execute and deliver promptly any appropriate commercially reasonable certificates or instruments requested by Landlord or any mortgagee to carry out the subordination and attornment agreements contained in this Section 9.1. Notwithstanding anything in this Lease to the contrary, Landlord shall use commercially reasonable efforts to obtain for Tenant from any current or future mortgagee on the Building or the Property a non-disturbance agreement for the benefit of Tenant, at Tenant’s cost, in a commercially reasonable form prepared by such mortgagee, whereby the mortgagee agrees to recognize the rights of Tenant under this Lease in the event of foreclosure of the Mortgage held by it, so long as Tenant is not in default hereunder, after notice to Tenant and expiration of applicable grace and cure periods.

Lease Subordinate - Superior. This Lease shall be subject and subordinate to any institutional first mortgage (“Mortgage”) now or hereinafter placed on the LotProperty, the Building, or both, or any portion or portions thereof or interest therein, which are separately and together hereinafter in this Article IX referred to as “the mortgaged premises”, and to each advance made or hereafter to be made under any Mortgage, and to all renewals, modifications, consolidations, replacements and extensions thereof and all substitutions therefor, provided, however, that conditioned upon Tenant not being in default under any of the terms of this Lease, subsequent to the Commencement Date and upon Tenant’s delivery of an estoppel certificate accepting the Premises and acknowledging that Landlord has completed the Leasehold Improvements in accordance with the provisions hereof, Landlord shall use reasonable efforts to obtain from any such mortgagee on Tenant’s behalf an agreement on the part of such mortgagee to recognize this Lease and all of Tenant’s rights hereunder as though this Lease were prior to any such mortgage, provided further, however, that the mortgagee, or any purchaser at a foreclosure sale or otherwise shall not be: (a) liable for any act or omission of a prior Landlord (including the mortgagor); or (b) subject to any offset or defenses which the Tenant might have against any prior Landlord (including the mortgagor); or (c) bound by any rent or additional rent which the Tenant might have paid in advance to any prior Landlord (including the mortgagor) for any period beyond the month in which foreclosure or sale occurs; or (d) bound by any security deposit which Tenant may have paid to any prior Landlord (including the mortgagor), unless such deposit is in an escrow fund available to the mortgagee; or (e) bound by any agreement or modification of the Lease made without the consent of the mortgagee; or (f) bound by the provisions of Section 4.1 hereof; or (g) bound by any notice of termination given by any prior Landlord (including the mortgagor) without the mortgagee’s written consent thereto; or (h) personally liable under this Lease and the mortgagee’s liability under the Lease shall be limited to the ownership interest of the mortgagee in the Premises; or (i) liable for any fact or circumstance or condition to the extent existing or arising prior to the mortgagee’s (or such purchaser’s) succession to the interest of the Landlord under the Lease and such mortgagee or such purchaser further shall not be liable except during that period of time, if any, in which such mortgagee or purchaser and Tenant are in privity of estate. In the event that any mortgagee or its successor in title shall succeed to the interest of Landlord, then, Tenant shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its Landlord. Any claim by Tenant under the Lease against the mortgagee or such successor shall be satisfied solely out of the mortgagee’s 's or such successor’s 's interest in the Premises and Tenant shall not seek recovery against or out of any other assets of mortgagee or such successor. Notwithstanding the foregoing, any mortgagee may at its election subordinate its Mortgage to this Lease without the consent or approval of Tenant. This Section 9.1 shall be self-operative. Tenant agrees to execute and deliver promptly any appropriate certificates or instruments requested by Landlord or any mortgagee to carry out the subordination and attornment agreements contained in this Section 9.1; provided that no such certificates or instruments shall modify Tenant’s rights or obligations under this Lease. Landlord shall use reasonable efforts, at Tenant’s expense, to obtain a subordination, non-disturbance and attornment agreement from the holder of the existing Mortgage on the Property on such holder’s standard form of agreement prior to the Commencement Date.

Lease Subordinate - Superior. This Lease shall be subject and subordinate to any mortgage (“Mortgage”) Mortgage now or hereinafter placed on hereafter encumbering the Lot, the Building, or both, Property or any portion or portions thereof or interest therein, which are separately and together hereinafter in this Article IX referred to as “the mortgaged premises”, and to each advance made or hereafter to be made under any Mortgage, and to all renewalsadvances thereunder, modificationsprovided the Mortgagee shall have entered into a subordination, consolidations, replacements nondisturbance and extensions thereof attornment agreement in favor of Tenant that is acceptable to Tenant in it’s reasonable discretion and all substitutions therefor, provided, however, in substantially the form attached hereto as Exhibit E and made a part hereof (or such other form as the Mortgagee may request that conditioned upon Tenant is not being in default under any of materially more disadvantageous to Tenant) pursuant to which the terms of this Lease, subsequent Mortgagee agrees to the Commencement Date and upon recognize Tenant’s delivery of an estoppel certificate accepting the Premises and acknowledging that Landlord has completed the Leasehold Improvements in accordance with the provisions hereof, Landlord shall use reasonable efforts to obtain from any such mortgagee on Tenant’s behalf an agreement on the part of such mortgagee to recognize rights under this Lease and all that Tenant shall not be disturbed in its possession of Tenant’s the Premises upon exercise of any rights hereunder as though this Lease were prior to any such mortgageunder the Mortgage (including, but not limited to, foreclosure or conveyance by a deed in lieu of foreclosure), provided further, however, no Event of Default is then outstanding. In the event that the mortgagee, Mortgagee or any purchaser at a foreclosure sale or otherwise (a “Successor”) shall not succeed to the interest of Landlord, then Tenant shall and does hereby agree to attorn to such Successor and to recognize such Successor as its Landlord. Any Successor shall recognize Tenant’s rights and be bound by Landlord’s obligations hereunder, except that a Successor shall not, except to the extent consented to in writing by itself or any holder of the Mortgage pursuant to which it has become a Successor, be: (a) liable for any act or omission of a prior Landlord landlord (including the mortgagorLandlord); or (b) subject to any offset or defenses which the Tenant might have against any prior Landlord landlord (including the mortgagorLandlord); or (c) bound by any rent or additional rent which the Tenant might have paid more than 30 days in advance to any prior Landlord landlord (including the mortgagor) for any period beyond the month in which foreclosure or sale occursLandlord); or (d) bound by any security deposit which Tenant may have paid to any prior Landlord (including the mortgagor), unless such deposit is in an escrow fund available to the mortgagee; or (e) bound by any agreement or modification of the this Lease made without the consent of the mortgageeSuccessor or any holder of the Mortgage pursuant to which it has become a Successor; or (f) bound by the provisions of Section 4.1 hereof; or (g) bound by any notice of termination given by any prior Landlord (including the mortgagor) without the mortgagee’s written consent thereto; or (h) personally liable under this Lease and the mortgagee’s liability under the Lease shall be limited to the ownership interest of the mortgagee in the Premises; or (ie) liable for any fact or circumstance or condition to the extent existing or arising prior to the mortgageesuch Successor’s (or such purchaser’s) succession to the interest of the Landlord under this Lease (but such Successor shall be obligated to cure ongoing defaults of Landlord); or (f) liable for the obligations of Landlord under this Lease and such mortgagee or such purchaser further shall not be liable except during that the period of time, if any, in during which such mortgagee or purchaser and Tenant are in privity of estate. In Successor is the event that any mortgagee or its successor in title shall succeed to the interest owner of Landlord, then, Tenant shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its Landlord’s interest in the Premises. Any claim by Tenant under the this Lease against the mortgagee or such successor a Successor shall be satisfied solely out of the mortgagee’s or such successorSuccessor’s interest in the Premises and Tenant shall not seek recovery against or out of any other assets of mortgagee or such successorSuccessor. Notwithstanding the foregoing, any mortgagee a Mortgagee may at its election subordinate its Mortgage to this Lease without the consent or approval of Tenant. This Section 9.1 Any such Mortgage to which this Lease shall be self-operative. Tenant agrees to execute subordinate may contain such terms, provisions and deliver promptly any appropriate certificates conditions as the Mortgagee reasonably deems usual or instruments requested by Landlord or any mortgagee to carry out the subordination and attornment agreements contained in this Section 9.1customary.

Lease Subordinate - Superior. This Lease shall be subject and -------------------------- subordinate to any mortgage (“Mortgage”) Mortgage now or hereinafter placed on hereafter encumbering the Lot, the Building, or both, Property or any portion or portions thereof, provided that the holder thereof or interest therein, which are separately and together hereinafter in this Article IX referred to as “the mortgaged premises”, and to each advance made or hereafter to be made under any Mortgage, and to all renewals, modifications, consolidations, replacements and extensions thereof and all substitutions therefor, provided, however, that conditioned upon enters into an agreement with Tenant not being in default under any of by the terms of this Lease, subsequent which the holder will agree not to disturb the Commencement Date and upon Tenant’s delivery rights of an estoppel certificate accepting the Premises and acknowledging that Landlord has completed the Leasehold Improvements in accordance with the provisions hereof, Landlord shall use reasonable efforts to obtain from any such mortgagee on Tenant’s behalf an agreement on the part of such mortgagee to recognize Tenant under this Lease and all to accept Tenant as tenant of Tenant’s rights hereunder as though the Premises under the terms and conditions of this Lease were prior to any in the event of acquisition of the Premises by such mortgage, provided further, however, holder through foreclosure proceedings or otherwise. In the event that the mortgagee, holder of a Mortgage or any purchaser at a foreclosure sale or otherwise (a "Successor") shall not succeed to the interest of Landlord, then Tenant shall and --------- does hereby agree to attorn to such Successor and to recognize such Successor as its landlord. A Successor shall not, except to the extent consented to in writing by itself or any predecessor Successor, be: (a) liable for any act or omission of a prior Landlord landlord (including the mortgagorLandlord); or (b) subject to any offset or defenses which the Tenant might have against any prior Landlord landlord (including the mortgagorLandlord); or (c) bound by any rent or additional rent Rent which the Tenant might have paid more than 30 days in advance to any prior Landlord landlord (including the mortgagor) for any period beyond the month in which foreclosure or sale occursLandlord); or (d) bound by any security deposit which Tenant may have paid to any prior Landlord (including the mortgagor), unless such deposit is in an escrow fund available to the mortgagee; or (e) bound by any agreement or modification of the this Lease made without the consent of the mortgageeSuccessor; or (f) bound by the provisions of Section 4.1 hereof; or (g) bound by any notice of termination given by any prior Landlord (including the mortgagor) without the mortgagee’s written consent thereto; or (h) personally liable under this Lease and the mortgagee’s liability under the Lease shall be limited to the ownership interest of the mortgagee in the Premises; or (ie) liable for any fact or circumstance or condition to the extent existing or arising prior to the mortgagee’s (or such purchaser’s) Successor's succession to the interest of the Landlord under the this Lease and such mortgagee or such purchaser Successor further shall not be liable except during that the period of time, if any, in during which such mortgagee or purchaser Successor is the owner of the Landlord's interest in the Building and Tenant are in privity of estate. In the any event that any mortgagee or its successor in title shall succeed only to the interest of Landlord, then, Tenant shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its Landlordextent set forth in Section 13.4. Any claim by Tenant under the this Lease against the mortgagee or such successor a Successor shall be satisfied solely out of the mortgagee’s or such successor’s Successor's interest in the Premises Property and Tenant shall not seek recovery against or out of any other assets of mortgagee or such successorSuccessor. Notwithstanding the foregoing, any mortgagee the holder of a Mortgage may at its election subordinate its Mortgage the same to this Lease without the consent or approval of Tenant. This Section 9.1 Any such Mortgage to which this Lease shall be self-operative. Tenant agrees to execute subordinate may contain such terms, provisions and deliver promptly any appropriate certificates conditions as the holder reasonably deems usual or instruments requested by Landlord or any mortgagee to carry out the subordination and attornment agreements contained in this Section 9.1customary.

Lease Subordinate - Superior. This Lease shall be subject and subordinate to any mortgage (“Mortgage”) now or hereinafter placed on the LotBuilding, the BuildingLand, or both, or any portion or portions thereof thereof, or interest therein, which are separately and together hereinafter in this Article IX VIII referred to as “the mortgaged premises”, and to each advance made or hereafter to be made under any Mortgage, and to all renewals, modifications, consolidations, replacements and extensions thereof and all substitutions therefor, provided, however, that conditioned upon Tenant not being in default under any of the terms of this Lease, subsequent to the Commencement Date and upon Tenant’s delivery of an estoppel certificate accepting the Premises and acknowledging acknowledging, if true, that Landlord has completed any work required by Landlord hereunder which is to be completed by the Leasehold Improvements in accordance with the provisions hereof, Commencement Date. Landlord shall use reasonable efforts to obtain from any such mortgagee on Tenant’s behalf an agreement on the part of such mortgagee in such mortgagee’s standard form by the terms of which such mortgagee will agree to recognize the rights of Tenant under this Lease and all to accept Tenant as the tenant of the Premises hereunder if such mortgagee acquires title to the Premises, whether through foreclosure proceedings or otherwise. Tenant will agree to recognize such mortgagee as landlord in such event. Such agreement shall be made expressly to bind and enure to the benefit of the successors and assigns of Tenant’s rights hereunder as though this Lease were prior to , such mortgagee and any purchaser of the Property at foreclosure. Tenant understands and agrees that such mortgage, provided further, however, agreements will additionally provide that the such mortgagee, or any purchaser at a foreclosure sale or otherwise shall not be: (a) liable for any act or omission of a prior Landlord landlord (including the mortgagor); or (b) subject to any offset or defenses defense which the Tenant might have against any prior Landlord landlord (including the mortgagor); or (c) bound by any rent or additional rent which the Tenant might have paid in advance to any prior Landlord landlord (including the mortgagor) for any period beyond the month in which foreclosure or sale occurs; or (d) bound by any security deposit which Tenant may have paid to any prior Landlord landlord (including the mortgagor), unless such deposit is in an escrow fund available to the mortgagee, or is otherwise made available to such mortgagee; or (e) bound by any agreement or modification of the Lease made without the consent of the mortgagee; or (f) bound by the provisions of Section 4.1 hereof; or (g) bound by any notice of termination given by any prior Landlord landlord (including the mortgagor) without the mortgagee’s written consent thereto; or (hg) personally liable under this Lease Lease, and the mortgagee’s liability under the Lease shall be limited to the ownership interest of the mortgagee in the Premises; or (ih) liable for any fact or circumstance or condition to the extent existing or arising prior to the mortgagee’s (or such purchaser’s) succession to the interest of the Landlord under the Lease and such mortgagee or such purchaser further shall not be liable except during that period of time, if any, in which such mortgagee or purchaser and Tenant are in privity of estate. In the event that If any mortgagee or its successor in title shall succeed to the interest of Landlord, then, then Tenant shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its Landlord. Any claim by Tenant under the Lease against the mortgagee or such successor shall be satisfied solely out of the mortgagee’s or such successor’s interest in the Premises Premises, and Tenant shall not seek recovery against or out of any other assets of mortgagee or such successor. Notwithstanding the foregoing, any mortgagee may at its election subordinate its Mortgage to this Lease without the consent or approval of Tenant. This Section 9.1 8.1 shall be self-operative. Tenant agrees to execute and deliver promptly any appropriate certificates or instruments requested by Landlord or any mortgagee to carry out the subordination and attornment agreements contained in this Section 9.18.1.

Lease Subordinate - Superior. This Lease shall be subject and subordinate to any mortgage (“Mortgage”) now or hereinafter placed on the LotBuilding, the BuildingLand, or both, or any portion or portions thereof thereof, or interest therein, which are separately and together hereinafter in this Article IX VIII referred to as “the mortgaged premises”, and to each advance made or hereafter to be made under any Mortgage, and to all renewals, modifications, consolidations, replacements and extensions thereof and all substitutions therefortherefore. Notwithstanding the foregoing automatic subordination of this Lease to any such Mortgage, provided, however, providing that conditioned upon the Tenant is not being in default under any of the terms of this Lease, subsequent to at any time after the Commencement Date and upon Tenant’s delivery of an estoppel certificate accepting the Premises and acknowledging that Landlord has completed any work required by Landlord hereunder which is to be completed by the Leasehold Improvements in accordance with the provisions hereofCommencement Date, Landlord shall use reasonable efforts on Tenant’s behalf to obtain from any such mortgagee on Tenant’s behalf mortgagee, an agreement on the part of such mortgagee in such mortgagee’s standard form whereby such mortgagee will agree to recognize the rights of Tenant under this Lease and all to accept Tenant as the tenant of the Premises hereunder if such mortgagee acquires title to the Premises, whether through foreclosure proceedings or otherwise. The agreement shall also provide that Tenant will agree to recognize such mortgagee as landlord in such event. Such agreement shall be made expressly to bind and ensure to the benefit of the successors and assigns of Tenant’s rights hereunder as though this Lease were prior to , such mortgagee and any purchaser of the Property at foreclosure. Tenant understands and agrees that such mortgage, provided further, however, agreements will additionally provide that the such mortgagee, or any purchaser at a foreclosure sale or otherwise shall not be: (a) liable for any act or omission of a prior Landlord landlord (including the mortgagor); or (b) subject to any offset or defenses defense which the Tenant might have against any prior Landlord landlord (including the mortgagor); or (c) bound by any rent or additional rent which the Tenant might have paid in advance to any prior Landlord landlord (including the mortgagor) for any period beyond the month in which foreclosure or sale occurs; or (d) bound by any security deposit which Tenant may have paid to any prior Landlord landlord (including the mortgagor), unless such deposit is in an escrow fund available to the mortgagee; or is otherwise made available to such mortgagee; or (e) bound by any agreement or modification of the Lease made without the consent of the mortgagee; or (f) bound by the provisions of Section 4.1 hereof; or (g) bound by any notice of termination given by any prior Landlord landlord (including the mortgagor) without the mortgagee’s written consent thereto; or (hg) personally liable under this Lease Lease, and the mortgagee’s liability under the Lease shall be limited to the ownership interest of the mortgagee in the Premises; or (ih) liable for any fact or circumstance or condition to the extent existing or arising prior to the mortgagee’s (or such purchaser’s) succession to the interest of the Landlord under the Lease and such mortgagee or such purchaser further shall not be liable except during that period of time, if any, in which such mortgagee or purchaser and Tenant are in privity of estate. In the event that If any mortgagee or its successor in title shall succeed to the interest of Landlord, then, Tenant shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its Landlord. Any claim by Tenant under the Lease against the mortgagee or such successor shall be satisfied solely out of the mortgagee’s or such successor’s interest in the Premises Premises, and Tenant shall not seek recovery against or out of any other assets of mortgagee or such successor. Notwithstanding the foregoing, any mortgagee may at its election subordinate its Mortgage to this Lease without the consent or approval of Tenant. This Section 9.1 8.1 shall be self-operative. Tenant agrees to execute and deliver promptly any appropriate certificates or instruments requested by Landlord or any mortgagee to carry out the subordination and attornment agreements contained in this Section 9.18.1.