Common use of MORTGAGE BY LANDLORD Clause in Contracts

MORTGAGE BY LANDLORD. This Lease is expressly subject and subordinate at all times to (1) any ground, underlying or operating lease of the Project or the land on which the Project is located (the "Land") now or hereafter existing and all amendments, renewals and modifications to any such lease, and (2) the lien of any mortgage or trust deed encumbering fee title to the Project, the Land and/or the leasehold estate under any such ground, underlying or operating lease, and to all advances made or to be made upon the security of such lien. Tenant agrees: , (a) if requested by any mortgagee, trustee or lessor, Tenant shall subordinate its interest in this Lease to any such mortgage, trust deed or lease and will execute such subordination agreement or agreements as may be reasonably required by any said mortgagee, trustee or lessor, provided such mortgagee, trustee or lessor executes a non-disturbance agreement, and (b) in the event of any default by Landlord under this Lease which would give Tenant the right to terminate this Lease or to claim a partial or total eviction, Tenant will not exercise any such right until (I) it has notified in writing the mortgagee, holder of such trust deed or lessor, as the case may be (if the name and address of such mortgagee, holder or lessor shall have previously been furnished by written notice to Tenant) of such default, and (ii) such mortgagee, holder or lessor, as the case may be, fails within a reasonable time (not to exceed 30 days) after receipt of such notice to cause such default to be cured, and (c) if any such mortgage or trust deed is foreclosed (or a deed given in lieu of foreclosure), or if any such lease is terminated, upon request of the mortgagee, holder or lessor, as the case may be, Tenant will attorn to the purchaser at foreclosure sale (or grantee of deed in lieu of foreclosure) or the lessor under the lease, as the case may be, and will execute such instruments as may be necessary or appropriate to evidence such attornment, provided such mortgagee, holder or lessor executes a non-disturbance agreement with Tenant.

MORTGAGE BY LANDLORD. This Lease is expressly and Tenant’s interest hereunder shall at all times be subject and subordinate at to the lien and security title of any deeds to secure debt, deeds of trust, mortgages, ground or underlying leases, or other interests heretofore or hereafter granted by Landlord or which otherwise encumber or affect the Property and to any and all times advances to be made thereunder and to all renewals, modifications, consolidations, replacements, substitutions, and extensions thereof (1each of which is herein called a “Mortgage”), provided the Mortgagee (defined below) recognizes the validity of this Lease and the Mortgagee agrees that, and by having the Lease be so subordinate such party is deemed to have agreed that, notwithstanding any grounddefault by Landlord with respect to said ground lease or mortgage or any termination or foreclosure thereof, underlying or operating lease Tenant’s possession and right of use under this Lease and the rights of Tenant under this Lease in and to the Premises shall not be disturbed by such Mortgagee unless and until an event of Default shall have occurred hereunder and is continuing. This clause shall be self-operative and no further instrument of subordination need be required by any holder of any Mortgage. Notwithstanding the foregoing, upon request from a Mortgagee, subject to Tenant’s receipt of a subordination and non-disturbance agreement from any such Mortgagee on such Mortgagee’s then current form which may be revised to incorporate commercially reasonable changes requested by Tenant and approved by such Mortgagee, Tenant shall execute a commercially reasonable subordination, non- disturbance and attornment agreement in favor of the Project or Mortgagee. In lieu of having the land on Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Tenant shall, from time to time upon not less than fifteen (15) days’ prior request by Landlord, deliver to Landlord an estoppel certificate, in form satisfactory to Landlord and subject to Tenant’s commercially reasonable modification, in writing and certifying: (i) that this Lease is unmodified and in full force and effect (or, if there have been modifications that the Lease as modified is in full force and effect); (ii) the dates to which Rent and other charges have been paid; (iii) that Landlord is not in default under any provision of this Lease, or, if in default, the Project is located (the "Land") now or hereafter existing and all amendments, renewals and modifications to any such leasenature thereof in detail, and (2iv) the lien of any mortgage or trust deed encumbering fee title to the Project, the Land and/or the leasehold estate under any such ground, underlying or operating lease, and to all advances made or to be made upon the security of such lien. Tenant agrees: , (a) if requested by any mortgagee, trustee or lessor, Tenant shall subordinate its interest in this Lease to any such mortgage, trust deed or lease and will execute such subordination agreement or agreements other matters as may be reasonably required requested, it being intended that any such statement may be relied upon by any said mortgageeprospective purchaser or tenant of the Office Unit, trustee any mortgagees or lessor, provided such mortgagee, trustee prospective mortgagees thereof; or lessor executes a non-disturbance agreement, and (b) in any prospective assignee of any mortgage thereof. In the event of any default by Landlord under this Lease which would give Tenant fails to deliver the right to terminate this Lease or to claim a partial or total evictionestoppel certificate within such fifteen (15) days after demand in writing, Tenant will not exercise any shall be deemed to have accepted and executed such right until (I) it has notified in writing estoppel letter and other documents and hereby authorizes Landlord as its attorney-in- fact for the mortgagee, holder sole purpose of executing such trust deed or lessor, as the case may be (if the name and address of such mortgagee, holder or lessor shall have previously been furnished by written notice to Tenant) of such default, and (ii) such mortgagee, holder or lessor, as the case may be, fails within a reasonable time (not to exceed 30 days) after receipt of such notice to cause such default to be cured, and (c) if any such mortgage or trust deed is foreclosed (or a deed given in lieu of foreclosure), or if any such lease is terminated, upon request of the mortgagee, holder or lessor, as the case may be, Tenant will attorn to the purchaser at foreclosure sale (or grantee of deed in lieu of foreclosure) or the lessor under the lease, as the case may be, and will execute such instruments as may be necessary or appropriate to evidence such attornment, provided such mortgagee, holder or lessor executes a non-disturbance agreement with Tenantestoppel certificate.

MORTGAGE BY LANDLORD. This Lease is expressly subject and subordinate at all times to (1i) any ground, underlying or operating lease of the Project Building or the land on which the Project is located (the "Land") Land now or hereafter existing and all amendments, renewals and modifications to any such leasethereof, and (2ii) the lien of any mortgage or trust deed encumbering fee title to the ProjectBuilding, the Land and/or the leasehold estate under or any such ground, underlying or operating lease, and to all advances made or to be made upon the security thereof. Prior to the execution of this Lease Agreement, Landlord shall obtain from any Mortgagee a Non-Disturbance and Attornment Agreement which shall be in the form commonly utilized by such lienMortgagee, and which shall be acceptable to Tenant in its reasonable discretion. Tenant agrees: ,: (a) if requested by any mortgagee, trustee or lessor, Tenant shall subordinate its interest in this Lease to the holder of any such mortgage, mortgage or trust deed or the lessor under any such lease and (any such holder or lessor is hereinafter referred to as a "Mortgagee"), Tenant will execute such subordination agreement or agreements evidencing such subordination as may be reasonably required by any said mortgagee, trustee or lessor, provided such mortgagee, trustee or lessor executes a non-disturbance agreement, Mortgagee; and (b) in the event of any default by Landlord under this Lease which would give Tenant the right to terminate this Lease or to claim a partial or total evictionLease, Tenant will not exercise any such right (i) until (I) it has notified in writing the mortgageeany Mortgagee, holder of such trust deed or lessor, as the case may be (if the name and address of such mortgagee, holder or lessor which shall previously have previously been furnished by written notice to Tenant) , of such default, and (ii) such mortgagee, holder or lessor, as the case may be, fails within until a reasonable time period, not exceeding thirty (not to exceed 30 30) days) after receipt , for commencing the remedying of such notice default shall have lapsed following the giving of such notice, and (iii) such Mortgagee shall not have so commenced and continued with reasonable diligence to remedy such default or to cause such default to be cured, remedied; and (c) if any such mortgage or trust deed is foreclosed (or a deed given in lieu of foreclosure), or if any such lease is terminated, upon request of the mortgagee, holder or lessor, as the case may be, Tenant will to attorn to any Mortgagee succeeding to Landlord's interest in the Building or to any purchaser of said interest at foreclosure a sheriff's sale (or grantee of deed in lieu of foreclosure) or the lessor under the lease, as the case may be, and will execute such instruments as may be necessary or appropriate to evidence such attornment, provided such mortgagee, holder or lessor executes a non-disturbance agreement with Tenant.

MORTGAGE BY LANDLORD. This Lease is expressly subject and subordinate at all times to (1) any ground, underlying or operating lease of the Project Building or the land on which the Project is located (the "Land") Land now or hereafter existing and all amendments, . renewals and modifications to any such lease, and (2) the lien of any now existing or hereafter created mortgage or trust deed encumbering fee title to the ProjectBuilding, the Land and/or the leasehold estate under any such ground, underlying or operating lease, and to all advances made or to be made upon the security of such lien. Tenant agrees: ,: (a) if requested by any mortgagee, trustee or lessor, Tenant shall subordinate its interest in this Lease to any such mortgage, . trust deed or lease and will execute such subordination agreement or agreements as may be reasonably required by any said mortgagee, trustee or lessor, provided such mortgagee, trustee or lessor executes a non-disturbance agreement, . and (b) in the event of any default by Landlord under this Lease which would give Tenant the right to terminate this Lease or to claim a partial or total eviction, Tenant will not exercise any such right until (Ii) it has notified in writing the mortgagee, holder of such trust deed or lessor, as the case may be (if the name and address of such mortgagee, holder or lessor shall have previously been furnished by written notice to Tenant) of such default, and (ii) such mortgagee, holder or lessor, as the case may be, fails within a reasonable time (not to exceed 30 thirty (30) days) after receipt of such notice to cause such default to be cured, and (c) if any such mortgage or trust deed is be foreclosed (or a deed given in lieu of foreclosure), or if any such lease is be terminated, upon request of the mortgagee, holder or lessor, as the case may be, Tenant will attorn to the purchaser at foreclosure sale (or grantee of deed in lieu of foreclosure) or the lessor under the lease, as the case may be, and will execute such instruments as may be necessary or appropriate to evidence such attornment, provided such mortgagee, holder or lessor executes a non-disturbance agreement with Tenant.

MORTGAGE BY LANDLORD. This From time to time either before or after the execution of this Lease is expressly subject and subordinate at all times to (1) any ground, underlying or operating lease before the termination of the Project or the land on which the Project is located (the "Land") now or hereafter existing and all amendmentsterm thereof, renewals and modifications to any such lease, and (2) the lien of any Landlord may execute a mortgage or trust deed encumbering fee title to in the Project, nature of a mortgage of Landlord's interest in the Land and/or the leasehold estate under any such ground, underlying or operating lease, and to all advances made or to be made upon the security of such lienbuilding. Tenant agrees: ,IN SUCH EVENT: (a) if A. If requested by any mortgagee, trustee the mortgagee or lessortrustee, Tenant shall will subordinate its interest in this Lease to any such mortgage, said mortgage or trust deed or lease and will execute such subordination agreement or agreements as may be reasonably required by said mortgagee or trustee, provided, however, that so long as Tenant shall not be in default under this Lease, its right of possession and enjoyment of the Building shall be and remain undisturbed and unaffected by said mortgage or trust deed or by any said foreclosure proceedings thereunder, and any subordination agreement executed pursuant to this paragraph shall contain language specifically so providing. B. Should such mortgage be foreclosed, the liability of the mortgagee, trustee or lessorpurchaser at such foreclosure sale or the liability of a subsequent owner designated as Landlord under this Lease, provided shall exist only so long as such trustee, mortgagee, trustee purchaser or lessor executes owner is the owner of the subject real estate and such liability shall not continue or survive after further transfer of ownership. C. Landlord agrees promptly to notify Tenant of the placing of any mortgage or trust deed against the leasehold estate of which the Building forms a non-disturbance agreement, and (b) part and Tenant agrees in the event of any default act or omission by Landlord under this Lease which would give Tenant the right to terminate this Lease or to claim a partial or total eviction, Tenant will shall not exercise any such right (i) until (I) it has notified in writing the mortgagee, holder of such trust deed or lessorany mortgage which at the time shall be a lien on the Building, as the case may be (if the name and address of such mortgagee, holder or lessor shall previously have previously been furnished by written notice to Tenant) , of such defaultact or omission, and (ii) such mortgagee, holder or lessor, as the case may be, fails within until a reasonable time period, not exceeding thirty (30) days, for commencing the remedying of such act or omission shall have lapsed following the giving of such notice, and (iii) such holder, with reasonable diligence shall not have so commenced and continued to exceed 30 days) after receipt remedy such act or omission or to cause the same to be remedied. During the period between the giving of such notice and the remedying of such act or omission, the rental herein recited shall be abated and apportioned to cause such default to the extent that any part of the Building shall be cured, anduntenantable. (c) if any D. If such mortgage or trust deed is foreclosed (or a deed given in lieu of foreclosure), or if any such lease is terminatedbe foreclosed, upon request of the mortgagee, holder mortgagee or lessor, as the case may betrustee, Tenant will attorn to the purchaser at any foreclosure sale (or grantee of deed in lieu of foreclosure) or the lessor under the lease, as the case may be, thereunder and will execute such instruments as may be necessary or appropriate to evidence such attornment, provided . Likewise Tenant will attorn to the leasehold mortgagee in the event said leasehold mortgagee should ever become the owner of the leasehold estate covered by its mortgage or should become the owner of any new lease in replacement or substitution of such mortgagee, holder or lessor executes a non-disturbance agreement with Tenantleasehold estate.

MORTGAGE BY LANDLORD. This Lease is expressly subject and subordinate at all times to (1i) any ground, underlying or operating lease of the Project Building or the land on Land upon which the Project Building is located (the "Land") situated now or hereafter existing and all amendments, renewals and modifications to any such lease, thereof ("Superior Leases") and (2ii) the lien of any current or future mortgage or trust deed encumbering fee title to the ProjectBuilding, the Land and/or the leasehold estate under or any such ground, underlying Superior Leases now or operating leasehereafter existing ("Superior Mortgages"), and to all advances made or to be made upon the security of such lienthereof. Tenant agrees: ,: (a) if requested by any mortgagee, trustee or lessorlessor under a Superior Mortgage or Superior Lease, Tenant shall subordinate its interest in this Lease to any such mortgage, trust deed or lease and will execute such subordination agreement or agreements evidencing such subordination as may be reasonably required by any said mortgagee, trustee or lessor, provided such mortgagee, trustee trustee, or lessor executes a non-disturbance agreement, lessor; and (b) in the event of any default by Landlord under this Lease which would give Tenant the right to terminate this Lease or to claim a partial or total eviction, Tenant will not exercise any such right (i) until (I) it has notified in writing the mortgagee, holder holders of such trust deed or lessor, all Superior Mortgages and the lessors of all Superior Leases (as the case may be (be), if the name and address of such mortgagee, holder or lessor shall previously have previously been furnished by written notice to Tenant) , of such default, and (ii) until a reasonable period, not exceeding thirty (30) days, for commencing the remedying of such mortgageedefault shall have lapsed following the giving of such notice, and (iii) unless such holder or lessor, lessor (as the case may be) with reasonable diligence, fails within a reasonable time (shall not have so commenced and continued to exceed 30 days) after receipt of remedy such notice default or to cause such default to be cured, remedied; and (c) if any such mortgage or trust deed is foreclosed (or a deed given in lieu of foreclosure)Superior Mortgage be foreclosed, or if any such lease is Superior Lease be terminated, upon request of the mortgagee, holder trustee, lessor or lessor, as the case may bepurchaser at any foreclosure sale, Tenant will attorn to the purchaser at any foreclosure sale (or grantee of deed in lieu of foreclosure) or the lessor under the lease, Superior Lease (as the case may be, ) and will execute such instruments as may be necessary or appropriate to evidence such attornment; and (d) Tenant shall, provided from time to time upon not less than ten (10) days' prior request by Landlord, deliver to Landlord a statement, in form satisfactory to Landlord, in writing and certifying: (i) that this Lease is unmodified and in full force and effect (or if there have been modifications that the Lease as modified is in full force and effect); (ii) the dates to which Rent and other charges have been paid; (iii) that, to the Tenant's knowledge, Landlord is not in default under any provision of this Lease, or, if in default, the nature thereof in detail, it being intended that any such mortgageestatement may be relied upon by any prospective purchaser or tenant of the Building, holder any mortgagees or lessor executes a non-disturbance agreement with prospective mortgagees thereof, or any prospective assignee of any mortgage thereof and (d) such other matters as may be reasonably requested. Tenant shall execute and deliver the aforesaid estoppel letter and whatever instruments may be required for such purposes and, without limitation of Landlord's other rights and remedies or Tenant's liability for failure so to do, if Tenant fails so to do within ten (10) days after demand in writing, Tenant shall be deemed to have accepted and executed such estoppel letter and other documents and hereby authorizes Landlord as its attorney in fact for the sole purpose of executing such estoppel letter and other documents.

MORTGAGE BY LANDLORD. This Lease is expressly subject and subordinate at all times to (1i) any ground, underlying or operating lease of the Project Building or the land on Land upon which the Project Building is located (the "Land") situated now or hereafter existing and all amendments, renewals and modifications to any such leasethereof (“Superior Leases”), and (2ii) the lien of any mortgage or trust deed encumbering fee title to the ProjectBuilding, the Land and/or the leasehold estate under or any such ground, underlying Superior Leases now or operating leasehereafter existing (“Superior Mortgages”), and to all advances made or to be made upon the security of such lienthereof. Tenant agrees: ,: (a) if requested by any mortgagee, trustee or lessorlessor under a Superior Mortgage or Superior Lease, Tenant shall subordinate its interest in this Lease to any such mortgage, trust deed or lease and will execute such subordination agreement or agreements evidencing such subordination as may be reasonably required by any said mortgagee, trustee or lessor, provided such mortgagee, trustee trustee, or lessor executes a non-disturbance agreement, lessor; and (b) in the event of any default by Landlord under this Lease which would give Tenant the right to terminate this Lease or to claim a partial or total eviction, Tenant will not exercise any such right (i) until (I) it has notified in writing the mortgagee, holder holders of such trust deed or lessor, all Superior Mortgages and the lessors of all Superior Leases (as the case may be (be, if the name and address of such mortgagee, holder or lessor shall previously have previously been furnished by written notice to Tenant) ), of such default, and (ii) until a reasonable period, not exceeding thirty (30) days, for commencing the remedying of such mortgageedefault shall have lapsed following the giving of such notice, and (iii) unless such holder or lessor, lessor (as the case may be) with reasonable diligence, fails within a reasonable time (shall not have so commenced and continued to exceed 30 days) after receipt of remedy such notice default or to cause such default to be cured, andremedied. (c) if any such mortgage or trust deed is foreclosed (or a deed given in lieu of foreclosure)Superior Mortgage be foreclosed, or if any such lease is Superior Lease be terminated, upon request of the mortgagee, holder trustee, lessor or lessor, as the case may bepurchaser at any foreclosure sale, Tenant will attorn to the purchaser at any foreclosure sale (or grantee of deed in lieu of foreclosure) or the lessor under the lease, Superior Lease (as the case may be, ) and will execute such instruments as may be necessary or appropriate to evidence such attornment; and (d) Tenant shall, provided from time to time upon not less than ten (10) days’ prior request by Landlord, deliver to Landlord a statement, in form satisfactory to Landlord, in writing and certifying: (i) that this Lease is unmodified and in full force and effect (or, if there have been modifications that the Lease as modified is in full force and effect); (ii) the dates to which Rent and other charges have been paid; (iii) that Landlord is not in default under any provision of this Lease, or, if in default, the nature thereof in detail, it being intended that any such mortgageestatement may be relied upon by any prospective purchaser or tenant of the Building, holder any mortgagees or lessor executes prospective mortgagees thereof; or any prospective assignee of any mortgage thereof, and (iv) such other matters as may be reasonably requested. Tenant shall execute and deliver the aforesaid estoppel letter and whatever instruments maybe required for such purposes and, without limitation of Landlord’s other rights and remedies or Tenant’s liability for failure so to do, if Tenant fails so to do within ten (10) days after demand in writing, Tenant shall be deemed to have accepted and executed such estoppel letter and other documents and hereby authorizes Landlord as its attorney-in-fact for the sole purpose of executing such estoppel letter and other documents. (e) Tenant shall, from time to time upon not less than ten (10) days’ prior request by Landlord, but in no event more than once in any six (6) month period, provide to Landlord its then current financial information pertaining to the Tenant. (f) Within thirty (30) from Landlord’ receipt of Tenant’s written request, Landlord shall use commercially reasonable efforts to deliver to Tenant a subordination, non-disturbance and attornment agreement with Tenant(the “SNDA”) from any lenders holding Superior Mortgages in such lenders standard form. However, Landlord shall not be required to expend any money, or suffer any losses or liability to obtain the SNDA and the inability of Landlord to obtain the SNDA (a) shall not constitute a default by Landlord under the Lease; (b) entitle Tenant to cancel or otherwise terminate the Lease; or (c) affect the self-operative nature of the subordination provisions set forth in this Section 7.

MORTGAGE BY LANDLORD. This Lease is expressly subject and subordinate at all times to (1) any ground, underlying or operating lease of the Project Building or the land on which the Project is located (the "Land") Land now or hereafter existing and all amendments, renewals and modifications to any such lease, and (2) the lien of any now existing or hereafter created mortgage or trust deed encumbering fee title to the ProjectBuilding, the Land and/or the leasehold estate under any such ground, underlying or operating lease, and to all advances made or to be made upon the security of such lien. Tenant agrees: ,: (a) if requested by any mortgagee, trustee or lessor, Tenant shall subordinate its interest in this Lease to any such mortgage, trust deed or lease and will execute such subordination agreement or agreements as may be reasonably required by any and said mortgagee, trustee or lessor, provided such mortgagee, trustee or lessor executes a non-disturbance agreement, and (b) in the event of any default by Landlord under this Lease which would give Tenant the right to terminate this Lease or to claim a partial or total eviction, Tenant will not exercise any such right until (Ii) it has notified in writing the mortgagee, holder of such trust deed or lessor, as the case may be (if the name and address of such mortgagee, holder or lessor shall have previously been furnished by written notice to Tenant) of such default, and (ii) such mortgagee, holder or lessor, as the case may be, fails within a reasonable time (not to exceed 30 thirty (30) days) after receipt of such notice to cause such default to be cured, and (c) if any such mortgage or trust deed is be foreclosed (or a deed given in lieu of foreclosure), or if any such lease is be terminated, upon request of the mortgagee, holder or lessor, as the case may be, Tenant will attorn to the purchaser at foreclosure sale (or grantee of deed in lieu of foreclosure) or the lessor under the lease, as the case may be, and will execute such instruments as may be necessary or appropriate to evidence such attornment, provided such mortgagee, holder or lessor executes a non-disturbance agreement with Tenant.