Common use of Lender's Exercise of Remedies Clause in Contracts

Lender's Exercise of Remedies. In the event of (a) the institution of any foreclosure, trustee’s sale or other like proceeding, (b) the appointment of a receiver for the Landlord or the Property, (c) the exercise of rights to collect rents under the Mortgage or any of the other documents evidencing or securing the Loan (collectively, the “Loan Documents”) including, without limitation, any assignment of rents, (d) the recording by Lender or its successor or assignee of a deed in lieu of foreclosure for the Property, or (e) any transfer or abandonment of possession of the Property to Lender or its successor or assigns in connection with any proceedings affecting Landlord under the Bankruptcy Code, 11 U.S.C. § 101 et seq. (any such foreclosure, recording of a deed in lieu of foreclosure, or transfer or abandonment of the Property referred to in the preceding clauses (a) through (e) is hereinafter called a “Transfer”, and Lender or any successor or assignee of Lender taking title to the Property in connection with a Transfer is hereinafter called the “Transferee”), such Transferee shall not: (i) be liable for any damages (including, without limitation, consequential damages) or other relief or be subject to any offsets, defenses or counterclaims of any kind attributable to any event, act omission or default under the Lease, including, but not limited to, a breach of any representation or warranty under the Lease, of Landlord or any prior landlord under the Lease, except for any continuing event, act, omission or default of which Lender has been provided notice as described in Paragraph 4 below, and if any such offset is expressly provided for in the Lease, (ii) be bound by any prepayment by Tenant of more than one month’s installment of rent unless such prepayment is expressly required in the Lease or has been specifically approved in writing by Lender, or be liable or responsible for any security deposit or other sums which Tenant may have paid under the Lease unless such deposit or other sums have been physically delivered to Transferee, or (iii) be bound by any modification or amendment of the Lease, or any waiver of any terms of the Lease unless the same shall have been approved in writing by Lender.

Lender's Exercise of Remedies. In the event of (a) the institution of any foreclosure, trustee’s 's sale or other like proceeding, (b) the appointment of a receiver for the Landlord or the Property, (c) the exercise of rights to collect rents under the Mortgage or any of the other documents evidencing or securing the Loan (collectively, the “Loan Documents”) including, without limitation, any an assignment of rents, (d) the recording by Lender or its successor or assignee of a deed in lieu of foreclosure for the Property, or (e) any transfer or abandonment of possession of the Property to Lender or its successor or assigns in connection with any proceedings affecting Landlord under the Bankruptcy Code, 11 ll U.S.C. § Section 101 et at seq. (any such foreclosure, recording of a deed in lieu of foreclosure, or transfer or abandonment of the Property referred to in the preceding clauses (a) through (e) is hereinafter called a “"Transfer”", and Lender or any successor or assignee of Lender taking title to the Property in connection with a Transfer is hereinafter called the “"Transferee”"), such Transferee shall not: ; (i) be liable for any damages (including, without limitation, consequential damages) or other relief or be subject to any offsets, defenses or counterclaims of any kind attributable to any eventact, act omission or default under the Lease, including, but not limited to, a breach of any representation waiver (express or warranty under the Lease, implied) of Landlord or any prior landlord under the Lease, except for or otherwise; (ii) be obligated to complete any continuing eventconstruction or improvements at the Property, act, omission Premises or default of which Lender has been provided notice as described in Paragraph 4 below, and if elsewhere agreed to be done by Landlord or any such offset is expressly provided for in prior landlord under the Lease, or otherwise, or to reimburse Tenant for any prior construction work done by Tenant, or be subject to any offsets, defenses or counterclaims therefor, (iiiii) be bound by any prepayment by Tenant of or more than one month’s 's installment of rent unless such prepayment is expressly required in the Lease or has been specifically approved in writing by Lender, or be liable or responsible for any security deposit or other sums which Tenant may have paid under the Lease unless such deposit or other sums have been physically delivered to Transferee, or (iiiiv) be bound by any modification of or amendment of to the Lease, unless such amendment or any waiver of any terms of the Lease unless the same modification shall have been approved in writing by Lender., (v) be bound by any notices given by Tenant to Landlord unless a copy thereof was then simultaneously given to Lender, (vi) be required after a fire, casualty or condemnation of the Property or Premises to repair or rebuild the same to the extent that such repair or rebuilding requires funds in excess of the insurance or condemnation proceeds specifically allocable to the Premises and arising out of such fire, casualty or condemnation which have actually been received by Transferee, and then only to the extent required by the terms of the Lease, (vii) be responsible to provide any additional space at the Property or elsewhere for which Tenant has any option or right under the Lease, or otherwise, unless Transferee at its option elects to provide the same, and Tenant hereby releases Transferee from any obligation to provide the same, and agrees that Tenant shall have no right to cancel the Lease and shall possess no right to any claim against Transferee as a result of the failure to provide any such additional space, or (viii) be liable for or incur any obligation with respect to any representations or warranties of any nature set forth in the Lease or otherwise, including, but not limited to, representations or warranties relating to any latent or patent defects in construction with respect to, the Property or the Premises, Landlord's title or compliance of the Property or Premises with applicable environmental, building, zoning or other laws, including, but not limited to, the Americans with Disabilities Act and any regulations pursuant thereto. 58

Lender's Exercise of Remedies. In the event of (a) the institution of ----------------------------- any foreclosure, trustee’s 's sale or other like proceeding, (b) the appointment of a receiver for the Landlord or the Property, (c) the exercise of rights to collect rents under the Mortgage or any of the other documents evidencing or securing the Loan (collectively, the “Loan Documents”) including, without limitation, any an assignment of rents, (d) the recording by Lender or its successor or assignee assigns of a deed in lieu of foreclosure for the Propertyproperty, or (e) any transfer or abandonment of possession of the Property to Lender or its successor or assigns in connection with any proceedings affecting Landlord under the Bankruptcy Code, 11 U.S.C. § 101 (S)101 et seq. (any such -- --- foreclosure, recording of a deed in lieu of foreclosure, or transfer or abandonment of the Property referred to in the preceding clauses (a) through (e) is hereinafter called a “"Transfer”", and Lender or any successor or assignee of Lender taking title to the Property in connection with a Transfer is hereinafter called the “"Transferee”)", such Transferee shall not: (i) be liable for any damages (including, without limitation, consequential damages) or other relief or be subject to any offsets, defenses or counterclaims of any kind attributable to any eventact, act omission or default under the Lease, including, but not limited to, a breach of any representation waiver (express or warranty under the Lease, implied) of Landlord or any prior landlord under the Lease, except for including, without limitation, in connection with the Letter of Credit under Section 19.5 of the Lease and/or the LC Note, or otherwise; (ii) be obligated to complete any continuing eventconstruction or improvements at the Property, act, omission Premises or default of which Lender has been provided notice as described in Paragraph 4 below, and if elsewhere agreed to be done by Landlord or any such offset is expressly provided for in prior landlord under the Lease, including, without limitation, Landlord's obligations under that certain Agency Agreement between Landlord and Tenant dated October 10, 1995, and Landlord's obligation of construction contained in Exhibit C to the Lease, or otherwise, or to reimburse Tenant for any prior construction work done by Tenant, or be subject to any offsets, defenses or counterclaims therefor, (iiiii) be bound by any prepayment by Tenant of more than one month’s 's installment of rent unless such prepayment is expressly required in the Lease or has been specifically approved in writing by Lender, or be liable or responsible for any security deposit or other sums which Tenant may have paid under the Lease unless such deposit or other sums have been physically delivered to Transferee, or (iiiiv) be bound by any modification of or amendment of to the Leaselease, unless such amendment or any waiver of any terms of the Lease unless the same modification shall have been approved in writing by Lender, (v) be bound by any notices given by Tenant to Landlord, (vi) be required after a fire, casualty or condemnation of the Property or Premises to repair or rebuild the same to the extent that such repair or rebuilding requires funds in excess of the insurance or condemnation proceeds specifically allocable to the Premises and arising out of such fire, casualty or condemnation which have actually been received by Transferee, and then only to the extent required by the terms of the Lease, (vii) be responsible to provide any additional space at the Property or elsewhere for which Tenant has any option or right under the Lease, or otherwise, unless Transferee at its option elects to provide the same, and Tenant hereby releases Transferee from any obligation to provide the same, and agrees that Tenant shall have no right to cancel the Lease and shall possess no right to any claim against Transferee as a result of the failure to provide any right to any such additional space, (viii) be liable for or incur any obligation with respect to any representations or warranties of any nature set forth in the Lease or otherwise, including, but not limited to, representations or warranties relating to any latent or patent defects in construction with respect to the Property or the Premises, Landlord's title or compliance of the Property or Premises with the applicable environmental, building, zoning or other laws, including, but not limited to, the Americans with Disabilities Act and any regulations pursuant thereto, or (ix) be subject to the obligation to reimburse or credit against rent those amounts paid by Tenant to the issuer of the Letter of Credit, which right is set forth in Section 5(b) of the Lease.

Lender's Exercise of Remedies. In the event of (a) the institution of any foreclosure, trustee’s 's sale or other like proceeding, (b) the appointment of a receiver for the Landlord or the Property, (c) the exercise of rights to collect rents under the Mortgage tae mortgage or any of the other documents evidencing or securing the Loan (collectively, the “Loan Documents”) including, without limitation, any an assignment of rents, (d) the recording by Lender or its successor or assignee of a deed in lieu of foreclosure for the Propertyproperty, or (e) any transfer or abandonment of possession of the Property to Lender or its successor or assigns in connection with any proceedings affecting Landlord under the Bankruptcy Code, 11 U.S.C. § 101 U.3.C. 3 201 et seqseg. (any such each foreclosure, recording of a deed in lieu of foreclosure, or transfer or abandonment of the Property referred to in the preceding clauses (a) through (e) W is hereinafter called a “'Transfer”', and Lender or of any successor or assignee of Lender taking title to the Property in connection with a Transfer is hereinafter called the “Transferee”)`Transferee , such Transferee shall notant: (i) be liable for far any damages (including, without limitation, consequential damages) or other relief or be subject to any offsets, defenses or counterclaims of any kind attributable to Co any eventact,, act omission or default under the Lease, including, but not limited to, a breach of any representation waiver (express or warranty under the Lease, implied) of Landlord or any prior landlord under the Lease, except for any continuing eventincluding, actwithout limitation, omission in connection rites the Letter of Credit wader Section 19.5 of the Lease and/or the XX Xxxx, or default of which Lender has been provided notice as described in Paragraph 4 below, and if any such offset is expressly provided for in the Lease, otherwise; (ii) be obligated to complete any construction or improvements at the Property, Premises or elsewhere agreed to he dune by Landlord or any prior landlord under the Lease, including, without limitation, Landlord's obligations under that certain Agency Agreement between Landlord and Tenant dated October 10, 1995. and Landlord's obligation of construction contained in Exhibit C to the Lease, or otherwise, or to reimburse Tenant far any prior construction work done by Tenant, or be subject to any offsets, defenses or counterclaims therefor, (iii) be bound by any say prepayment by Tenant of more than one month’s 's installment of rent unless such prepayment is expressly required in the Lease or has been specifically approved in writing by LenderLeader, or be liable or responsible for any security deposit or other sums which Tenant may have paid under the Lease unless =leas such deposit or other sums sum have been physically delivered to Transferee, or (iiiiv) be bound by any modification of or amendment of to the Lease, unless such amendment or any waiver of any terms of the Lease unless the same modification shall have been approved in writing try Lender. (v) he bound by Lender.any notices given by Tenant to Landlord, (vi) be required after a fire, casualty or condemnation of the Property or Premise to repair or rebuild the same to the extent that such repair or rebuilding requires funds in excess of the insurance or condemnation proceeds specifically allocable to the Premises and arising out of such fire, casualty or condemnation which have actually been received by Transferee, and then only to the extent required by the lean of the Lodge. (vii) be responsible to provide any additional space at the I>roperty oz elsewhere for which Tenant has say option or right under the Lease. or otherwise, unless Transferee at its option elects to provide the same, and Tenant hereby releases Transferee from guy obligation to provide the same, and agrees that Tenant shall have no right to cancel the Lease and shall possess no right to any claim against Transferee as a result of the failure to provide any such additional apace, (viii) be liable for or incur any obligation with respect to any representations or warranties of any nature set forth in the Lease or otherwise, including, but not limited to, representations or warranties relating to any intent or patent defects in construction with respect to the Property or the Premises, Landlord's title or compliance of the Property or Premises with applicable environmental, building, zoning or other lays, including, but not limited to, the American with Disabilities Act and say regulations pursuant thereto, ox (ix) be subject to the obligation to reimburse or credit against, rent three amounts paid by Tenant to the issuer of the Letter of Credit, which right in sec forts in Section S(b) of the Lease:

Lender's Exercise of Remedies. In the event of (a) the institution of any foreclosure, trustee’s 's sale or other like proceeding, (b) the appointment of a receiver receive for the Landlord or the Property, (c) the exercise of rights to collect rents under the Mortgage or any of the other documents evidencing or securing the Loan (collectively, the “Loan Documents”) including, without limitation, any an assignment of rents, (d) the recording by Lender or its successor or assignee of a deed in lieu of foreclosure for the Propertyproperty, or (e) any transfer or abandonment of possession of the Property to Lender or its successor or assigns in connection with any proceedings affecting Landlord under the Bankruptcy Code, 11 U.S.C. § Section 101 et seq. (any such foreclosure, recording of a deed in lieu of foreclosure, or transfer or abandonment of the Property referred to in the preceding clauses (a) through (e) is hereinafter called a “"Transfer”", and Lender or any successor or assignee of Lender taking title to the Property in connection with a Transfer is hereinafter called the “"Transferee”)", such Transferee shall not: (i) be liable for any damages (including, without limitation, consequential damages) or other relief or be subject to any offsets, defenses or counterclaims of any kind attributable to any eventact, act omission or default under the Lease, including, but not limited to, a breach of any representation waiver (express or warranty under the Lease, implied) of Landlord or any prior landlord under the Lease, except for any continuing eventincluding, actwithout limitation, omission in connection with the Letter of Credit under Section 19.5 of the Lease and/or the LC Note, or default of which Lender has been provided notice as described in Paragraph 4 below, and if any such offset is expressly provided for in the Lease, otherwise; (ii) be obligated to complete any construction or improvements at the Property, Premises, or elsewhere agreed to be done by Landlord or any prior landlord under the lease, including, without limitation, Landlord's obligations under that certain Agency Agreement between Landlord and Tenant dated October 10, 1995, and Landlord's obligation of construction contained in Exhibit C to the Lease, or otherwise, or to reimburse Tenant for any prior construction work done by Tenant, or be subject to any offsets, defences or counterclaims therefor, (iii) be bound by any an prepayment by Tenant of more than one month’s 's installment of rent unless such prepayment is expressly required in the Lease or has been specifically approved in writing by Lender, or be liable or responsible for any security deposit or other sums which Tenant may have paid under the Lease unless such deposit or other sums have been physically delivered to Transferee, or (iiiiv) be bound by any modification of or amendment of to the Lease, unless such amendment or any waiver of any terms of the Lease unless the same modification shall have been approved in writing by Lender, (v) be bound by any notices given by Tenant to Landlord, (vi) be required after a fire, casualty or condemnation of the Property or Premises to repair or rebuild the same to the extent that such repair or rebuilding requires funds in excess of the insurance or condemnation proceeds specifically allocable to the Premises and arising out of such fire, casualty or condemnation which gave actually been received by Transferees, and then only to the extent required by the terms of the Lease, (vii) be responsible to provide any additional space at the Property or elsewhere for which Tenant has any option or right under the Lease, or otherwise, unless Transferee at its option elects to provide the same, and Tenant hereby releases Transferee from any obligation to provide the same, and agrees that Tenant shall have no right to cancel the Lease and shall possess no right to any claim against Transferee as a result of the failure to provide any such additional space, (viii) be liable for or incur any obligation with respect to any representations or warranties of any nature set forth in the Lease or otherwise, including, but not limited to, representations or warranties relating to any latent of patent defects in construction with respect to the Property or the Premises, Landlord's title or compliance of the Property or Premises with applicable environmental, building, zoning or other laws, including, but not limited to, the Americans with Disabilities Act and any regulations pursuant thereto, or (ix) be subject to the obligation to reimburse or credit against rent those amounts paid by Tenant to the issuer of the Letter of Credit, which right is set forth in Section 5(b) of the Lease.

Lender's Exercise of Remedies. In the event of (a) the institution of any foreclosure, trustee’s 's sale or other like proceeding, (b) the appointment of a receiver for the Landlord or the Property, (c) the exercise of rights to collect rents under the Mortgage or any of the other documents evidencing or securing the Loan (collectively, the “Loan Documents”) including, without limitation, any an assignment of rents, (d) the recording by Lender or its successor or assignee of a deed in lieu of foreclosure for the Property, or (e) any transfer or abandonment of possession penasasioa of the Property to Lender Leader or its successor or assigns in connection with any proceedings affecting Landlord under the Bankruptcy Code, 11 U.S.C. § (S) 101 et seq. (any such foreclosure, recording of a deed in lieu of foreclosure, or transfer or abandonment of the Property referred to in the preceding clauses (a) through (e) is hereinafter called a “"Transfer”", and Lender or any successor or assignee of Lender taking title to the Property in connection with a Transfer is hereinafter called the “"Transferee”"), such Transferee shall not: (i) be liable for any damages (including, without limitation, consequential damages) or other relief or be subject to any offsetsoffers, defenses or counterclaims of any kind attributable to any eventact, act omission or default under the Lease, including, but not limited to, a breach of any representation waiver (express or warranty under the Lease, implied) of Landlord or any prior landlord under the Lease, except for or otherwise; (11) be obligated to complete any continuing eventconstruction or improvements at the Property, act, omission Premises or default of which Lender has been provided notice as described in Paragraph 4 below, and if elsewhere agreed to be done by Landlord or any such offset is expressly provided for in prior landlord under the Lease, or otherwise, or to reimburse Tenant for any prior construction work done by Tenant, or be subject to any offsets, defenses or counterclaims therefor, (iiiii) be bound by any prepayment by Tenant of more than one month’s 's installment of rent unless such prepayment is expressly required in the Lease or has been specifically approved in writing by Lender, or be liable or responsible for any security deposit or other sums which Tenant may have paid under the Lease unless such deposit or other sums have been physically delivered to Transferee, or (iiiiv) be bound by any modification of or amendment of to the Lease, unless such amendment or any waiver of any terms of the Lease unless the same modification shall have been approved in writing by Lender, (v) be bound by any notices given by Tenant to Landlord unless a copy thereof vas then simultaneously given to Lender, (vi) be required after a fire, casualty or condemnation of the Property or Premises to repair or rebuild the same to the extent that such repair or rebuilding requires funds in excess of the insurance or condemnation proceeds specifically allocable to the Premises and arising out of each fire, casualty or condemnation which have actually been received by Transferee, and then only to the extent required by the terms of the Lease, (vii) be responsible to provide any additional apace at the Property or elsewhere for which Tenant has any option or right under the Lease, or otherwise, unless Transferee at its option elects to provide the same, and Tenant hereby releases Transferee from any obligation to provide the same, and agrees that Tenant shall have no right to cancel the Lease and shall possess no right to any claim against Transferee as a result of the failure to provide any such additional apace, or (viii) be liable for or incur any obligation with respect to any , representations or warranties of any nature set forth in the Lease or otherwise, including, but not limited to, representations or warranties relating to any latent or patent defects in construction with respect to/ the Property or the Premises, Landlord's title or compliance of the Property or Premises with applicable environmental, building, zoning or other laws, including, but not limited to, the Americans with Disabilities Act and regulations pursuant thereto.

Lender's Exercise of Remedies. In the event of (a) the institution of any foreclosure, trustee’s 's sale or other like proceeding, (b) the appointment of a receiver for the Landlord or the Property, (c) the exercise of rights to collect rents under the Mortgage or any of the other documents evidencing or securing the Loan (collectively, the “Loan Documents”) including, without limitation, any an assignment of rents, (d) the recording by Lender or its successor or assignee of a deed in lieu of foreclosure for the Property, or (e) any transfer or abandonment of possession of the Property to Lender or its successor or assigns in connection with any proceedings affecting Landlord under the Bankruptcy Code, 11 U.S.C. § 101 et seq. (any such foreclosure, recording of a deed in lieu of foreclosure, or transfer or abandonment of the Property referred to in the preceding clauses (a) through (e) is hereinafter called a “"Transfer”", and Lender or any successor or assignee of Lender taking title to the Property in connection with a Transfer is hereinafter called the “"Transferee”"), such Transferee shall not: (i) be liable for any damages (including, without limitation, consequential damages) or other relief or be subject to any offsets, defenses or counterclaims of any kind attributable to any event, act omission or default under the Lease, including, but not limited to, a breach of any representation or warranty under the Lease, of Landlord or any prior landlord under the Lease, except for any continuing event, act, act or omission or default of which Lender has been provided notice as described in Paragraph 4 below, and if any such offset or defense is expressly provided for in the Lease, (ii) be bound by any prepayment by Tenant of more than one month’s 's installment of rent unless such prepayment is expressly required in the Lease or has been specifically approved in writing by Lender, or be liable or responsible for any security deposit or other sums which Tenant may have paid under the Lease unless such deposit or other sums have been physically delivered to Transferee, or (iii) be bound by any modification or amendment of the Lease, or any waiver of any terms of the Lease unless the same shall have been approved in writing by Lender.

Lender's Exercise of Remedies. In the event of (a) the institution of ----------------------------- any foreclosure, trustee’s 's sale or other like proceeding, (b) the appointment of a receiver for the Landlord or the Property, (c) the exercise of rights to collect rents under the Mortgage or any of the other documents evidencing or securing the Loan (collectively, the “Loan Documents”) including, without limitation, any an assignment of rents, (d) the recording by Lender or its successor or assignee of a deed in lieu of foreclosure for the Property, or (e) any transfer or abandonment of possession of the Property to Lender or its successor or assigns in connection with any proceedings affecting Landlord under the Bankruptcy Code, 11 U.S.C. § ss. 101 et seq. (any such foreclosure, recording of a deed in lieu of foreclosure, or transfer or abandonment of the Property referred to in the preceding clauses (a) through (e) is hereinafter called a “"Transfer”", and Lender or any successor or assignee of Lender taking title to the Property in connection with a Transfer is hereinafter called the “"Transferee”"), such Transferee shall not: (i) be liable for any damages (including, without limitation, consequential damages) or other relief or be subject to any offsets, defenses or counterclaims of any kind attributable to any eventact, act omission or default under the Lease, including, but not limited to, a breach of any representation waiver (express or warranty under the Lease, implied) of Landlord or any prior landlord under the Lease, except for or otherwise; (ii) be obligated to complete any continuing eventconstruction or improvements at the Property, act, omission Premises or default of which Lender has been provided notice as described in Paragraph 4 below, and if elsewhere agreed to be done by Landlord or any such offset is expressly provided for in prior landlord under the Lease, or otherwise, or to reimburse Tenant for any prior construction work done by Tenant, or be subject to any offsets, defenses or counterclaims therefor, (iiiii) be bound by any prepayment by Tenant of more than one month’s 's installment of rent unless such prepayment is expressly required in the Lease or has been specifically approved in writing by Lender, or be liable or responsible for any security deposit or other sums which Tenant may have paid under the Lease unless such deposit or other sums have been physically delivered to Transferee, or (iiiiv) be bound by any modification of or amendment of to the Lease, unless such amendment or any waiver of any terms of the Lease unless the same modification shall have been approved in writing by Lender, (v) be bound by any notices given by Tenant to Landlord unless a copy thereof was then simultaneously given to Lender, (vi) be required after a fire, casualty or condemnation of the Property or Premises to repair or rebuild the same to the extent that such repair or rebuilding requires funds in excess of the insurance or condemnation proceeds specifically allocable to the Premises and arising out of such fire, casualty or condemnation which have actually been received by Transferee, and then only to the extent required by the terms of the Lease, (vii) be responsible to provide any additional space at the Property or elsewhere for which Tenant has any option or right under the Lease, or otherwise, unless Transferee at its option elects to provide the same, and Tenant hereby releases Transferee from any obligation to provide the same, and agrees that Tenant shall have no right to cancel the Lease and shall possess no right to any claim against Transferee as a result of the failure to provide any such additional space, or (viii) be liable for or incur any obligation with respect to any representations or warranties of any nature set forth in the Lease or otherwise, including, but not limited to, representations or warranties relating to any latent or patent defects in construction with respect to the Property or the Premises, Landlord's title or compliance of the Property or Premises with applicable environmental, building, zoning or other laws, including, but not limited to, the Americans with Disabilities Act and any regulations pursuant thereto.

Lender's Exercise of Remedies. In the event of (a) the institution of any foreclosure, trustee’s 's sale or other like proceeding, (b) the appointment of a receiver for the Landlord or the Property, (c) the exercise of rights to collect rents under the Mortgage or any of the other documents evidencing or securing the Loan (collectively, the “Loan Documents”) including, without limitation, any an assignment of rents, (d) the recording by Lender or its successor or assignee of a deed in lieu of foreclosure for the Propertyproperty, or (e) any transfer or abandonment of possession of the Property to Lender or its successor or assigns in connection with any proceedings affecting Landlord under the Bankruptcy Code, 11 U.S.C. § 101 et seq. (any such foreclosure, recording of a deed in lieu of foreclosure, or transfer or abandonment of the Property referred to in the preceding clauses (a) through (e) is hereinafter called a “"Transfer”", and Lender or any successor or assignee of Lender taking title to the Property in connection with a Transfer is hereinafter called the “"Transferee”)", such Transferee shall not: (i) be liable for any damages (including, without limitation, consequential damages) or other relief or be subject to any offsets, defenses or counterclaims of any kind attributable to any eventact, act omission or default under the Lease, including, but not limited to, a breach of any representation waiver (express or warranty under the Lease, implied) of Landlord or any prior landlord under the Lease, except for including, without limitation, in connection with the Letter of Credit under Section 19.5 of the Lease and/or the LC Note, or otherwise; (ii) be obligated to complete any continuing eventconstruction or improvements at the Property, act, omission Premises or default of which Lender has been provided notice as described in Paragraph 4 below, and if elsewhere agreed to be done by Landlord or any such offset is expressly provided for in prior landlord under the Lease, including, without limitation, Landlord's obligations under that certain Agency Agreement between Landlord and Tenant dated October 10, 1995, and Landlord's obligation of construction contained in Exhibit C to the Lease, or otherwise, or to reimburse Tenant for any prior construction work done by Tenant, or be subject to any offsets, defenses or counterclaims therefor, (iiiii) be bound by any prepayment by Tenant of more than one month’s 's installment of rent unless such prepayment is expressly required in the Lease or has been specifically approved in writing by Lender, or be liable or responsible for any security deposit or other sums which Tenant may have paid under the Lease unless such deposit or other sums have been physically delivered to Transferee, or (iiiiv) be bound by any modification of or amendment of to the Lease, unless such amendment or any waiver of any terms of the Lease unless the same modification shall have been approved in writing by Lender, (v) be bound by any notices given by Tenant to Landlord, (vi) be required after a fire, casualty or condemnation of the Property or Premises to repair or rebuild the same to the extent that such repair or rebuilding requires funds in excess of the insurance or condemnation proceeds specifically allocable to the Premises and arising out of such fire, casualty or condemnation which have actually been received by Transferee, and then only to the extent required by the terms of the Lease, (vii) be responsible to provide any additional space at the Property or elsewhere for which Tenant has any option or right under the Lease, or otherwise, unless Transferee at its option elects to provide the same, and Tenant hereby releases Transferee from any obligation to provide the same, and agrees that Tenant shall have no right to cancel the Lease and shall possess no right to any claim against Transferee as a result of the failure to provide any such additional space, (viii) be liable for or incur any obligation with respect to any representations or warranties of any nature set forth in the Lease or otherwise, including, but not limited to, representations or warranties relating to any latent or patent defects in construction with respect to the Property or the Premises Landlord's title or compliance of the Property or Premises with applicable environmental, building, zoning or other laws, including, but not limited to, the Americans with Disabilities Act and any regulations pursuant thereto, or (ix) be subject to the obligation to reimburse or credit against rent those amounts paid by Tenant to the issuer of the Letter of Credit, which right is set forth in Section 5(b) of the Lease.

Lender's Exercise of Remedies. In the event of (a) the institution of for any foreclosure, trustee’s 's sale or other like proceeding, (b) the appointment of a receiver for the Landlord or the Property, (c) the exercise of rights to collect rents under the Mortgage or any of the other documents evidencing or securing the Loan (collectively, the “Loan Documents”) including, without limitation, any an assignment of rents, (d) the recording by Lender or its successor or assignee of a deed in lieu of foreclosure for the Property, or (e) any transfer or abandonment of possession of the Property to Lender or its successor or assigns in connection with any proceedings affecting Landlord under the Bankruptcy Code, 11 U.S.C. § 101 et seq. (any such foreclosure, recording of a deed in lieu of foreclosure, or transfer or abandonment of the Property referred to in the preceding clauses (a) through (e) is hereinafter called a “"Transfer”", and Lender or any successor or assignee of Lender taking title to the Property in connection with a Transfer is hereinafter called the “"Transferee”"), such Transferee shall not: (i) be liable for any damages (including, without limitation, consequential damages) or other relief or be subject to any offsets, defenses or counterclaims of any kind attributable to any eventact, act omission or default under the Lease, including, but not limited to, a breach of any representation waiver (express or warranty under the Lease, implied) of Landlord or any prior landlord under the Lease, except for or otherwise; (ii) be obligated to complete any continuing eventconstruction or improvements at the Property, act, omission Premises or default of which Lender has been provided notice as described in Paragraph 4 below, and if elsewhere agreed to be done by Landlord or any such offset is expressly provided for in prior landlord under the Lease, or otherwise, or to reimburse Tenant for any prior construction work done by Tenant, or be subject to any offsets, defenses or counterclaims therefor, (iiiii) be bound by any prepayment by Tenant of more than one month’s 's installment of rent unless such prepayment is expressly required in the Lease or has been specifically approved in writing by Lender, or be liable or responsible for any security deposit or other sums which Tenant may have paid under the Lease unless such deposit or other sums have been physically delivered to Transferee, or (iiiiv) be bound by any modification of or amendment of to the Lease, unless such amendment or any waiver of any terms of the Lease unless the same modification shall have been approved in writing by Lender, (v) be bound by any notices given by Tenant to Landlord unless a copy thereof was then simultaneously given to Lender, (vi) be required after a fire, casualty or condemnation of the Property or Premises to repair or rebuild the same to the extent that such repair or rebuilding requires funds in excess of the insurance or condemnation proceeds specifically allocable to the Premises and arising out of such fire, casualty or condemnation which have actually been received by Transferee, and then only to the extent required by the terms of the Lease, (vii) be responsible to provide any additional space at the Property or elsewhere for which Tenant has any option or right under the Lease, or otherwise, unless Transferee at its option elects to provide the same, and Tenant hereby releases Transferee from any obligation to provide the same, and agrees that Tenant shall have no right to cancel the Lease and shall possess no right to any claim against Transferee as a result of the failure to provide any such additional space, or (viii) be liable for or incur any obligation with respect to any representations or warranties of any nature set forth in the Lease or otherwise, including, but not limited to, representations or warranties relating to any latent or patent defects in construction with respect to the Property or the Premises, Landlord's title or compliance of the Property or Premises with applicable environmental, building, zoning or other laws, including, but not limited to, the Americans with Disabilities Act and any regulations pursuant thereto.