Common use of Leasehold Mortgagee Protections Clause in Contracts

Leasehold Mortgagee Protections. The following shall apply in connection with Leasehold Mortgages: (a) There shall be no consensual cancellation, surrender or modification of this Lease by joint action of Landlord and Tenant, without the prior express consent in writing of the Leasehold Mortgagee, if Landlord shall have previously been apprised in writing of the name and address of such Leasehold Mortgagee; (b) Landlord shall, at or about the time of serving Tenant with any notice of default by Tenant under this Lease, also serve a copy of such notice upon the Leasehold Mortgagee, if Landlord shall have previously been apprised in writing of the name and address of such Leasehold Mortgagee. The Leasehold Mortgagee shall thereupon have the right to remedy or cause to be remedied the default complained of, including, without limitation, reimbursement to Landlord of any costs or expenses incurred if payable by Tenant under such circumstances, so long as such remedy is performed within the cure periods afforded to Tenant under the provisions of this Lease, plus an additional thirty (30) days which, for the avoidance of doubt shall not constitute an extended cure period available to Tenant. Landlord shall accept such performance by the Leasehold Mortgagee if completed within the period provided to the Leasehold Mortgagee hereunder as if the same had been done by Tenant. However, in no event shall any Leasehold Mortgagee be obligated so to remedy any such default. (c) Prior to the expiration of the cure period afforded to Tenant under the Lease for the applicable default, plus the additional applicable extended time period for the benefit of the Leasehold Mortgagee, as provided above, Landlord shall not exercise its remedies by reason of such default. If a default cannot be cured unless and until the Leasehold Mortgagee has obtained possession of the Premises, then Landlord shall not exercise its remedies without first giving to the Leasehold Mortgagee an additional reasonable time within which either (i) to obtain possession of the Premises (including, without limitation, possession by a receiver) or (ii) to institute foreclosure proceedings to obtain possession, in each of the circumstances described in items (i) and (ii) above, as expeditiously as is reasonably possible, subject to such delays as are beyond the Leasehold Mortgagee’s reasonable control, but in no event more than thirty (30) days following Leasehold Mortgagee’s receipt of notice of the applicable Event of Default by Tenant. So long as any default is cured by the Leasehold Mortgagee within the applicable time period provided in this paragraph (c), Landlord shall not exercise its remedies by reason of such default so cured. (d) In the event of the cure by the Leasehold Mortgagee of all defaults of Tenant, Landlord shall, at the election of the Leasehold Mortgagee, enter into a new lease with the Leasehold Mortgagee or its nominee for the remainder of the Term, at the Rent and upon all of the other terms and conditions contained in this Lease, with the benefit of any SNDA in effect. Any such new lease shall be and remain an encumbrance on the Premises having the same priority thereon as this Lease. (e) The right of a Leasehold Mortgagee to foreclose a Leasehold Mortgage and to sell or assign the lessee interest in this Lease is expressly recognized but shall be subject to the Transfer Requirements and all other terms and provisions of this Lease. (f) The leasehold estate created by this Lease shall not merge but shall remain separate and distinct notwithstanding the acquisition of both leasehold and fee interests by Landlord or by Tenant or by a third party, by purchase or otherwise, and this Lease shall not be terminated by the application of the doctrine of merger except at the express election of the owner and the consent of the mortgagee under all mortgages or deeds of trust on the Premises.

Leasehold Mortgagee Protections. The following shall apply in connection with Leasehold Mortgages: (a) There shall be no consensual cancellation, surrender or modification of this Lease by joint action of Landlord and Tenant, without the prior express consent in writing of the Leasehold Mortgagee, if Landlord shall have previously been apprised in writing of the name and address of such Leasehold Mortgagee; (b) Landlord shall, at or about the time of serving Tenant with any notice of default by Tenant under this Lease, also serve a copy of such notice upon the Leasehold Mortgagee, if Landlord shall have previously been apprised in writing of the name and address of such Leasehold Mortgagee. The Leasehold Mortgagee shall thereupon have the right to remedy or cause to be remedied the default complained of, including, without limitation, reimbursement to Landlord of any costs or expenses incurred if payable by Tenant under such circumstances, so long as such remedy is performed within the cure periods afforded to Tenant under the provisions of this Lease, plus an additional thirty (30) days which, for the avoidance of doubt shall not constitute an extended cure period available to Tenant. Landlord shall accept such performance by the Leasehold Mortgagee if completed within the period provided to the Leasehold Mortgagee hereunder as if the same had been done by TenantXxxxxx. However, in no event shall any Leasehold Mortgagee be obligated so to remedy any such default. (c) Prior to the expiration of the cure period afforded to Tenant under the Lease for the applicable default, plus the additional applicable extended time period for the benefit of the Leasehold Mortgagee, as provided above, Landlord shall not exercise its remedies by reason of such default. If a default cannot be cured unless and until the Leasehold Mortgagee has obtained possession of the Premises, then Landlord shall not exercise its remedies without first giving to the Leasehold Mortgagee an additional reasonable time within which either (i) to obtain possession of the Premises (including, without limitation, possession by a receiver) or (ii) to institute foreclosure proceedings to obtain possession, in each of the circumstances described in items (i) and (ii) above, as expeditiously as is reasonably possible, subject to such delays as are beyond the Leasehold Mortgagee’s reasonable control, but in no event more than thirty (30) days following Leasehold Mortgagee’s receipt of notice of the applicable Event of Default by Tenant. So long as any default is cured by the Leasehold Mortgagee within the applicable time period provided in this paragraph (c), Landlord shall not exercise its remedies by reason of such default so cured. (d) In the event of the cure by the Leasehold Mortgagee of all defaults of Tenant, Landlord shall, at the election of the Leasehold Mortgagee, enter into a new lease with the Leasehold Mortgagee or its nominee for the remainder of the Term, at the Rent and upon all of the other terms and conditions contained in this Lease, with the benefit of any SNDA in effect. Any such new lease shall be and remain an encumbrance on the Premises having the same priority thereon as this Lease. (e) The right of a Leasehold Mortgagee to foreclose a Leasehold Mortgage and to sell or assign the lessee interest in this Lease is expressly recognized but shall be subject to the Transfer Requirements and all other terms and provisions of this Lease. (f) The leasehold estate created by this Lease shall not merge but shall remain separate and distinct notwithstanding the acquisition of both leasehold and fee interests by Landlord or by Tenant or by a third party, by purchase or otherwise, and this Lease shall not be terminated by the application of the doctrine of merger except at the express election of the owner and the consent of the mortgagee under all mortgages or deeds of trust on the Premises.

Leasehold Mortgagee Protections. The following This Section 32 is included to give additional rights to the Leasehold Mortgagee, as defined herein. Unless specifically so stated, the additional rights herein shall apply not amend the remaining provisions of the lease with regard to the LESSEE, and may not be exercised, claimed or used in connection with Leasehold Mortgages:any manner by the LESSEE. (a) There shall LESSOR does hereby consent to a Leasehold Mortgage. The Leasehold Mortgage will be no consensual cancellationa lien on the public trust tideland leasehold property interest described herein. The Leasehold Mortgage will not be an encumbrance on the fee interest in the public trust tidelands real property leased from the State of Mississippi, surrender or modification of this Lease by joint action of Landlord but is limited strictly to a leasehold interest only. Furthermore, it is understood and Tenant, without agreed that in the prior express consent in writing of event the Leasehold MortgageeMortgage holder should foreclose, if Landlord it shall have previously been apprised in writing the right to make a one time assignment of SAID PROPERTY to any financially responsible person licensed by the name and address of such Leasehold Mortgagee;Mississippi Gaming Commission. (b) Landlord shall, at or about the time of serving Tenant with any When a notice of default by Tenant or termination is to be given to the LESSEE under the terms of this Leaselease, also serve a copy of such notice upon shall also be given to the Leasehold Mortgagee at the address designated by the Leasehold Mortgagee, if Landlord shall have previously been apprised in writing of the name and address of such Leasehold Mortgagee. The Leasehold Mortgagee shall thereupon have the right designate in writing delivered to remedy or cause to be remedied the default complained ofLESSOR by United States Mail, includingpostage prepaid, without limitationcertified mail, reimbursement to Landlord of any costs or expenses incurred if payable by Tenant under such circumstances, so long as such remedy is performed an address for notice purposes within the cure periods afforded to Tenant under the provisions of this Lease, plus an additional thirty (30) days whichof execution of any such mortgage. Any address so designated shall remain the address for purposes of notice to Leasehold Mortgagee or Mortgagees until Leasehold Mortgagee, for in the avoidance of doubt shall not constitute an extended cure period available to Tenant. Landlord shall accept such performance same manner and by the same means, designates a change in such address. Should there be more than one (1) Leasehold Mortgagee if completed within the period provided to the Leasehold Mortgagee hereunder as if the same had been done by Tenant. HoweverMortgagee, in no event only one address shall any Leasehold Mortgagee be obligated so to remedy any such defaultdesignated. (c) Prior For purposes of this lease, "Leasehold Mortgage" means the deed of trust, mortgage or lien consented to the expiration of the cure period afforded to Tenant under the Lease for the applicable default, plus the additional applicable extended time period for the benefit of the Leasehold Mortgagee, as provided above, Landlord shall not exercise its remedies by reason of such default. If a default cannot be cured unless and until the Leasehold Mortgagee has obtained possession of the Premises, then Landlord shall not exercise its remedies without first giving to the Leasehold Mortgagee an additional reasonable time within which either in paragraph (i) to obtain possession of the Premises (including, without limitation, possession by a receiver) or (ii) to institute foreclosure proceedings to obtain possession, in each of the circumstances described in items (i) and (iia) above, as expeditiously as is reasonably possibleon this Lease Agreement and/or the LESSEE's leasehold interest under this lease, subject to such delays as are beyond which shall include facilities constructed or placed on SAID PROPERTY including any vessels, and "Leasehold Mortgagee" shall mean the beneficiary or beneficiaries under the Leasehold Mortgagee’s reasonable control, but in no event more than thirty (30) days following Leasehold Mortgagee’s receipt of notice of the applicable Event of Default by TenantMortgage. So long as any default is cured by the Any Leasehold Mortgagee within the applicable time period provided in this paragraph (c)may exercise any of its right hereunder through a designee, Landlord shall not exercise its remedies by reason of such default so curednominee, or wholly owned subsidiary. (d) In the event of the cure by the Leasehold Mortgagee of all defaults of Tenant, Landlord shall, at the election of the Leasehold Mortgagee, enter into a new lease with the Leasehold Mortgagee or its nominee for the remainder of the Term, at the Rent and upon all of the other terms and conditions contained in this Lease, with the benefit of any SNDA in effect. Any such new lease shall be and remain an encumbrance on the Premises having the same priority thereon as this Lease. (e) The right of a Leasehold Mortgagee to foreclose a Leasehold Mortgage and to sell or assign the lessee interest in this Lease is expressly recognized but shall be subject to the Transfer Requirements and all other terms and provisions of this Lease. (f) The leasehold estate created by this Lease shall not merge but shall remain separate and distinct notwithstanding the acquisition of both leasehold and fee interests by Landlord or by Tenant or by a third party, by purchase or otherwise, and this Lease shall not be terminated by the application of the doctrine of merger except at the express election of the owner and the consent of the mortgagee under all mortgages or deeds of trust on the Premises.

Leasehold Mortgagee Protections. The So long as Tenant has complied with the provisions of Section 26.1 with respect to a Leasehold Mortgage, the following provisions shall apply in connection with respect to such Leasehold MortgagesMortgage: (a) There shall be no consensual cancellationNo action by Tenant to cancel, surrender or modification materially modify the terms of this Lease by joint action of Landlord and Tenant, without the prior express consent in writing of shall be binding upon the Leasehold Mortgagee, if Landlord shall have previously been apprised in writing of the name and address of such Leasehold Mortgagee;Mortgagee without its prior written consent. (b) Landlord shall, at or about the time of Upon serving Tenant with any notice of default by Tenant under this LeaseDefault, also Landlord shall simultaneously serve a copy of such notice upon on the Leasehold Mortgagee, if Landlord shall have previously been apprised in writing of at the name and address of for such Leasehold Mortgagee. The Leasehold Mortgagee shall thereupon have the right to remedy or cause to be remedied the default complained of, including, without limitation, reimbursement most recently provided to Landlord of any costs or expenses incurred if payable by Tenant under such circumstances, so long as such remedy is performed within the cure periods afforded to Tenant under the provisions of this Lease, plus an additional thirty (30) days which, for the avoidance of doubt shall not constitute an extended cure period available to Tenant. Landlord shall accept such performance by the Leasehold Mortgagee if completed within the period provided to the Leasehold Mortgagee hereunder as if the same had been done by Tenant. However, in no event shall any Leasehold Mortgagee be obligated so to remedy any such default. (c) Prior The Leasehold Mortgagee shall have the right to the expiration of the cure period afforded perform any term, covenant or condition to be performed by Tenant under the this Lease for the applicable default, plus the additional applicable extended time period for the benefit of the Leasehold Mortgagee, as provided above, Landlord shall not exercise its remedies by reason of such default. If a default cannot be cured unless and until the Leasehold Mortgagee has obtained possession of the Premises, then Landlord shall not exercise its remedies without first giving to the Leasehold Mortgagee an additional reasonable time within which either (i) to obtain possession of the Premises (including, without limitation, possession by a receiver) or (ii) to institute foreclosure proceedings to obtain possession, in each of the circumstances described in items (i) and (ii) above, as expeditiously as is reasonably possible, subject to such delays as are beyond the Leasehold Mortgagee’s reasonable control, but in no event more than thirty (30) days following Leasehold Mortgagee’s receipt of notice of the applicable Event of Default by Tenant. So long as remedy any default is cured by the Leasehold Mortgagee Tenant hereunder within the applicable time period provided in this paragraph (c), Landlord shall not exercise its remedies by reason of such default so curedperiods specified herein. (d) In the event of a Monetary Default by Tenant under this Lease, Landlord agrees not to terminate this Lease unless and until Landlord provides written notice of the Monetary Default to the Leasehold Mortgagee and the Leasehold Mortgagee shall have failed to cure the Monetary Default within thirty (30) days following delivery of such notice. (e) In the event of a Type I Non-Monetary Default by Tenant under this Lease, Landlord agrees not to terminate this Lease unless and until Landlord provides written notice of the Type I Non-Monetary Default to the Leasehold Mortgagee and the Leasehold Mortgagee shall have failed to cure the Type I Non-Monetary Default within thirty (30) days following the expiration of any grace or cure periods granted Tenant herein; provided, however, that if the Type I Non-Monetary Default cannot practicably be cured by the Leasehold Mortgagee without first taking possession of all defaults the Premises, or if the Type I Non-Monetary Default at issue is not susceptible of Tenant, Landlord shall, at the election of being cured by the Leasehold Mortgagee, then Landlord shall not terminate this Lease if and as long as: (i) In the case of a Type I Non-Monetary Default which cannot practicably be cured by the Leasehold Mortgagee without taking possession of the Premises, the Leasehold Mortgagee has delivered to Landlord, prior to the date on which Landlord shall be entitled to give notice of lease termination, a written undertaking wherein the Leasehold Mortgagee agrees that it will cure the Type I Non-Monetary Default; (ii) In the case of a Type I Non-Monetary Default which cannot practicably be cured by the Leasehold Mortgagee without taking possession of the Premises, the Leasehold Mortgagee shall proceed diligently to obtain possession of the Premises, and, upon obtaining such possession, shall proceed diligently to cure such Type I Non-Monetary Default in accordance with the undertaking delivered pursuant to Subsection (i) above but in no event later than one hundred eighty (180) days after obtaining possession; and/or (iii) In the case of a Type I Non-Monetary Default which is not susceptible to being cured by the Leasehold Mortgagee (for example, Tenant’s failure to comply with a court order), the Leasehold Mortgagee shall institute foreclosure proceedings and diligently prosecute the same to completion (unless in the meantime it shall acquire Tenant’s leasehold estate hereunder, either in its own name or through a nominee, by assignment in lieu of foreclosure) and, upon the completion of foreclosure or acquisition, the Type I Non-Monetary Default shall be deemed to have been cured. (f) Foreclosure of the Leasehold Mortgage, or any sale thereunder, whether by judicial proceedings or trustee’s sale, or any conveyance of the leasehold estate from Tenant to the Leasehold Mortgagee or its designee through, or in lieu of, foreclosure or other appropriate proceedings in the nature thereof or a sale by a Leasehold Mortgagee who acquires the leasehold estate through such proceedings or deed in lieu thereof, shall not require the consent of Landlord or constitute a breach of any provision of or a default under this Lease, and upon such foreclosure, sale or conveyance Landlord shall recognize the Leasehold Mortgagee or such designee as the Tenant under this Lease. (g) Landlord agrees that the name of the Leasehold Mortgagee may be added to the “Loss Payable Endorsement” of any and all insurance policies required to be carried by Tenant under the terms of this Lease on the condition that the proceeds of all such insurance policies shall be applied in the manner specified in this Lease and that the terms of the Leasehold Mortgage and/or its collateral documents shall so provide. (h) Landlord agrees that in the event of termination of this Lease by reason of any Default by Tenant or the termination of any Sublease that Landlord is required to recognize pursuant to Section 18.3 hereof, or by reason of the disaffirmance hereof or thereof by a receiver, liquidator or trustee for Tenant or a Subtenant or its property, or for any other reason whatsoever (except for a termination of this Lease or a Sublease pursuant to Landlord’s right to recapture the Premises pursuant to Section 27.2 below), Landlord will enter into a new lease of the Premises with the Leasehold Mortgagee or its nominee designee for the remainder of the Term, effective as of the date on which this Lease or such Sublease, as applicable, is terminated, at the Rent Rent, and upon all the terms, provisions, covenants and conditions herein contained or in the event Landlord is required to recognize a Subtenant’s Sublease pursuant to Section 18.3 hereof, upon all of the other terms terms, provisions, covenants and conditions contained in this Leaseof the Sublease, with respectively and subject to the benefit rights, if any, of any SNDA parties then in effect. Any possession of any part of the Premises, provided that all of the following are true: (i) The Leasehold Mortgagee makes a written request upon Landlord for the new lease within thirty (30) days after the date Leasehold Mortgagee has been notified by Landlord in writing of such termination, in which event the new lease shall be executed by Landlord within thirty (30) days of receipt of such written request; (ii) The Leasehold Mortgagee pays to Landlord at the time of the execution and remain an encumbrance delivery of the new lease any and all sums which would, at the time of the execution and delivery thereof, be due and unpaid pursuant to this Lease but for its termination, and in addition thereto any expenses, including reasonable attorneys’ fees, to which Landlord shall have been subjected by reason of Tenant’s Default; (iii) The Leasehold Mortgagee performs and observes all covenants contained in this Lease on Tenant’s part to be performed which are susceptible to being performed by the Leasehold Mortgagee, and remedies and/or performs any other conditions which Tenant was obligated to remedy and/or perform under the terms of this Lease, to the extent same are curable or performable by such Leasehold Mortgagee; (iv) The new lease shall be expressly made subject to the rights, if any, of Tenant under the terminated Lease; and (v) The tenant under the new lease (the Leasehold Mortgagee or its designee) shall have the same right, title and interest in and to the buildings and improvements on the Premises having as Tenant or Subtenant had under the same priority thereon terminated Lease or Sublease, respectively. (i) Nothing contained in this Section 26 shall be interpreted as requiring any Leasehold Mortgagee to enter into a new lease pursuant to Section 26.2(h) or to cure any event of Default on the part of Tenant under this Lease. (ej) The right of In the event Tenant at any time seeks to mortgage its leasehold estate to a Leasehold Mortgagee Mortgagee, Landlord agrees to foreclose amend Section 26 of this Lease from time to time to the extent reasonably requested by a proposed Leasehold Mortgage and to sell Mortgagee, provided that such proposed amendments do not adversely affect the rights of Landlord hereunder or assign the lessee its interest in this Lease is expressly recognized but shall be subject to the Transfer Requirements and all other terms and provisions of this Lease. (f) The leasehold estate created by this Lease shall not merge but shall remain separate and distinct notwithstanding the acquisition of both leasehold and fee interests by Landlord or by Tenant or by a third party, by purchase or otherwise, and this Lease shall not be terminated by the application of the doctrine of merger except at the express election of the owner and the consent of the mortgagee under all mortgages or deeds of trust on the Premises. In the event of any such amendment, Tenant shall reimburse Landlord for Landlord’s reasonable attorneys’ fees incurred in connection with such amendment, as Additional Rent.