Mortgage Subordination. Upon written request or notice by Landlord, concurred in by any mortgagee or trustee of the Site or by any person, firm or corporation intending to become such a mortgagee or trustee, Tenant agrees to subordinate its rights under this Lease to the lien or liens of any mortgages or deeds of trust that may hereafter be placed upon the Site and the Premises and to any and all advances to be made thereunder, and to the interest thereon, and all renewals, replacements and extensions thereof, provided the mortgagee or trustee named in said mortgages or deeds of trust shall agree to recognize the lease of Tenant in the event of foreclosure if Tenant is not in default beyond any applicable grace period. Tenant also agrees that any mortgagee or trustee may elect to have this Lease a prior lien to its mortgage or deed of trust, and in the event of such election and upon notification by such mortgagee or trustee to Tenant to that effect, this Lease shall be deemed prior in lien to the said mortgage or deed of trust, whether this Lease is dated prior to or subsequent to the date of said mortgage or trust deed. Tenant agrees that, upon the requests of Landlord, any mortgagee, or any trustee named in such mortgages or trust deeds, it shall execute and deliver whatever instruments may be required for such purposes and to carry out the intent of this Section, and in the event Tenant fails so to do within ten (10) business days after demand in writing, Tenant does hereby make, constitute and irrevocably appoint Landlord as its attorney in fact and in its name, place and stead so to do. This Lease and all of the rights of Tenant hereunder are and shall be subject and subordinate to the lien of any mortgage or deed of trust ("Mortgage") now existing, or which hereinafter may be placed, on the Premises or the Site, or any part thereof, and to any and all renewals, modifications, consolidations, replacements, extensions, or substitutions of any such Mortgage; provided, nevertheless, each Mortgage shall contain provisions to the effect that so long as Tenant is not in default under this Lease, no foreclosure of lien of any such Mortgage shall impair Tenant's right to quiet possession of the Premises pursuant to the provisions of this Lease. Such subordination shall be automatic, without the execution of any further subordination agreement by Tenant. With respect to any lien or liens of any mortgages or deeds of trust placed upon the Site and the Premises as of the date of this Lease, Landlord shall request such mortgagee or trustee to enter into a non-disturbance agreement with Tenant provided Tenant agrees to attorn to the interests of the mortgagee in the event of a foreclosure.
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Mortgage Subordination. Upon written request or notice by Landlord, concurred in by any mortgagee or trustee of the Site or by any person, firm or corporation intending to become such a mortgagee or trustee, Tenant Xxxxxx agrees to subordinate its rights under this Lease to the lien or liens of any mortgages or deeds of trust that may hereafter be placed upon the Site and the Premises and to any and all advances to be made thereunder, and to the interest thereon, and all renewals, replacements and extensions thereof, provided the mortgagee or trustee named in said mortgages or deeds of trust shall agree to recognize the lease of Tenant in the event of foreclosure if Tenant is not in default beyond any applicable grace period. Tenant also agrees that any mortgagee or trustee may elect to have this Lease a prior lien to its mortgage or deed of trust, and in the event of such election and upon notification by such mortgagee or trustee to Tenant to that effect, this Lease shall be deemed prior in lien to the said mortgage or deed of trust, whether this Lease is dated prior at all times subordinate to any mortgage on the Property and/or Premises given by the Landlord, whether any such mortgage now exists or subsequent is later given, amended or refinanced (collectively, a “Landlord Mortgage”). Furthermore, Xxxxxx agrees, at any time and from time to the date of said mortgage or trust deed. Tenant agrees thattime, upon the requests of Landlord, any mortgagee, or any trustee named in such mortgages or trust deeds, it shall execute and deliver whatever instruments may be required for such purposes and to carry out the intent of this Section, and in the event Tenant fails so to do within not less than ten (10) business days after demand prior written request by Landlord or a then existing or proposed future holder of a Landlord Mortgage on the Premises, to execute, acknowledge and deliver to such existing or proposed Landlord Mortgage holder a written agreement (a “Subordination Agreement”) providing that:
a. the Tenant will not pay any rent under the Lease more than thirty (30) days in writingadvance of its due date;
b. Tenant will not consent to the modification of any terms of this Lease nor to the termination thereof by the Landlord without the prior written consent of such Landlord Mortgage holder (which consent shall not be unreasonably withheld, Tenant does hereby make, constitute conditioned or delayed and irrevocably appoint which would not be required for an amendment that merely memorialize the exercise of an option or right contained in the Lease);
c. that the holder of such Landlord as its attorney in fact Mortgage (and in its name, place and stead so to do. This Lease and all any successor or assign of the rights Landlord Mortgage holder (a “Landlord Mortgagee Successor”)) shall not be (i) responsible or liable for any act or omission of Tenant hereunder are any other landlord except during the Landlord Mortgagee holder’s or Landlord Mortgagee Successor’s ownership of the Property provided, such limit on responsibility and liability shall be subject not limit the Landlord Mortgage holder and/or Landlord Mortgagee Successor’s responsibility to cure an ongoing default of the prior Landlord which is reasonably possible to cure, is of an ongoing nature and subordinate continues after such holder and/or Landlord Mortgagee Successor takes title of the Property and succeeds to the lien interest of Landlord, then during such period of its ownership such Landlord Mortgage holder or Landlord Mortgagee Successor, as applicable shall cure such default reasonably promptly after succeeding to the prior Landlord’s interest or (ii) subject to any offsets or defenses which Tenant might have against any prior landlord;
d. Tenant will not seek to terminate this Lease by reason of any mortgage act or deed omission of trust the Landlord until the Tenant shall have given written notice of such act or omission to the holder of such Landlord Mortgage and until a reasonable period of time ("Mortgage"not to exceed 45days) now existingshall have elapsed following the giving of such notice during which period such holder shall have the right to remedy such act or omission;
e. in the event the holder of such mortgage, its successors, transferees or which hereinafter may be placed, on assignees takes possession of the Premises or otherwise succeeds to the Site, or any part thereofinterest of Landlord hereunder, and upon written request from said holder and/or Landlord Mortgagee Successor for Tenant to any and all renewalsattorn, modifications, consolidations, replacements, extensions, or substitutions of any such Mortgage; provided, nevertheless, each Mortgage Tenant shall contain provisions attorn to the holder, its successors, transferees or assignees under this Lease, and in such event the Lease shall continue in full force and effect that so long as Tenant is not in default under hereunder; and
f. confirms this Lease, no foreclosure of lien of any such Mortgage shall impair Tenant's right to quiet possession of the Premises pursuant to the provisions of this Lease. Such subordination shall be automaticLease is automatically, without the execution of need for any further subordination agreement by Tenant. With respect or instrument, subordinate to any lien existing or liens of any mortgages or deeds of trust placed upon future Landlord Mortgage. Concurrently with the Site and the Premises as of the date execution of this Lease, Landlord or any time thereafter, if requested by Landlord, Tenant shall request such mortgagee execute and deliver a Subordination Agreement, in form and content requested by any current or trustee to enter into a non-disturbance agreement with Tenant provided Tenant agrees to attorn to the interests of the mortgagee in the event future holder of a foreclosureLandlord Mortgage on the Property.
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Samples: Lease Agreement
Mortgage Subordination. Upon written request or notice by Landlord, concurred in by any mortgagee or trustee of the Site or by any person, firm or corporation intending to become such a mortgagee or trustee, Tenant agrees to This Lease shall be subordinate its rights under this Lease to the lien or liens of any mortgages or deeds of trust that may hereafter be placed upon the Site and the Premises and to any and all advances to be made thereundermortgage, and to the interest thereon, and all renewals, replacements and extensions thereof, provided the mortgagee or trustee named in said mortgages or deeds of trust shall agree to recognize the lease of Tenant in the event of foreclosure if Tenant is not in default beyond any applicable grace period. Tenant also agrees that any mortgagee or trustee may elect to have this Lease a prior lien to its mortgage or deed of trust, deed to secure debt, or other lien or security interest encumbering the Premises (collectively, a “Mortgage”), provided that the holder of which (the “Mortgagee”) has entered into a non-disturbance agreement (a “Non-Disturbance Agreement”) pursuant to which: (i) this Lease shall not be terminated or otherwise affected, nor Tenant’s continued possession of the Premises disturbed, by reason of any foreclosure, trustee’s sale, deed in lieu of foreclosure or similar proceeding (collectively, a “Foreclosure”); and in (ii) upon any Foreclosure, the event purchaser automatically shall succeed to the interests and obligations of such election and upon notification by such mortgagee or trustee to Tenant to that effectLandlord under this Lease, this Lease shall be deemed prior in lien constitute a direct lease between the purchaser, as landlord, and Tenant, as tenant, and Tenant shall attorn to the said mortgage or deed of trust, whether this Lease is dated prior to or subsequent to the date of said mortgage or trust deedpurchaser. Tenant agrees that, upon the requests of Landlord, any mortgagee, or any trustee named in such mortgages or trust deeds, it shall execute and deliver whatever instruments may be required for such purposes and to carry out the intent of this Section, and in the event Tenant fails so to do within ten (10) business days after demand in writing, Tenant does hereby make, constitute and irrevocably appoint Landlord as its attorney in fact and in its name, place and stead so to do. This Lease and all The terms of the rights of Non-Disturbance Agreement shall otherwise be reasonably satisfactory to Tenant hereunder are and shall be subject and subordinate to the lien of any mortgage or deed of trust ("Mortgage") now existing, or which hereinafter may be placed, on the Premises or the Site, or any part thereof, and to any and all renewals, modifications, consolidations, replacements, extensions, or substitutions of any such Mortgage; provided, nevertheless, each Mortgage shall contain provisions to the effect that so long as Tenant is not in default under this Lease, no foreclosure of lien of any such Mortgage shall impair Tenant's right to quiet possession of the Premises pursuant to the provisions of this Lease. Such subordination shall be automatic, without the execution of any further subordination agreement by Tenant. With respect to any lien or liens of any mortgages or deeds of trust placed upon the Site and the Premises Mortgagee. Landlord warrants that as of the date of this Lease, no Mortgage encumbers the Premises except for the lien of Security Mutual Life Insurance Company of New York (the “Existing Lender”). Landlord shall provide to Tenant, contemporaneously with the execution of this Lease, a Non-Disturbance Agreement from the Existing Lender in form and substance reasonably acceptable to Tenant. Upon request from time to time, Tenant shall execute agreements subordinating this Lease to future Mortgages provided the subordination agreements contain Non-Disturbance Agreements as provided above. Any subordination agreement may include a provision that any subsequent amendment to this Lease made without the Mortgagee’s consent will not be binding upon the Mortgagee or upon any purchaser on Foreclosure. At the request of any Mortgagee, and subject to the requirement that the Tenant receive a Non-Disturbance Agreement from such mortgagee or trustee to enter into a non-disturbance agreement with Mortgagee, Tenant provided Tenant agrees to shall attorn to such Mortgagee, its successors in interest, or any purchaser in a foreclosure sale. Tenant shall promptly execute and deliver any instrument that such successor landlord may reasonably request (1) evidencing such attornment; and (2) setting forth the interests terms and conditions of Tenant’s tenancy. Upon such attornment, this Lease shall continue in full force and effect as a direct lease between such successor landlord and Tenant on all of the mortgagee terms, conditions, and covenants set forth in this Lease, except that such successor landlord shall not be (1) liable for any act or omission of Landlord, or required to cure any default of Landlord, except to the extent: (a) such act or omission constitutes a nonmonetary default of Landlord; (b) such act or omission continues beyond the date when such successor landlord succeeds to Landlord’s interest; and (c) Tenant shall have given prompt written notice of such act or omission to Mortgagee, with an opportunity to cure the same, in accordance with the terms hereof; (2) subject to any offsets, defenses, claims, counterclaims, offsets, or setoffs that Tenant may have against Landlord; (3) bound by any Rent that Tenant may have paid more than one month in advance; (4) liable for any security or other deposit, or surrender of any letter of credit, whether or not still held by Landlord, unless such security or other deposit was actually received by Mortgagee or such successor landlord, and in the event of a foreclosurereceipt of any such security deposit, Mortgagee’s or such successor landlord’s obligations with respect thereto shall be limited to the amount of such security deposit actually received by Mortgagee or such successor landlord, and Mortgagee or such successor landlord shall be entitled to all rights, privileges, and benefits of Landlord set forth in this Lease with respect thereto; (5) bound by any agreement between Landlord and Tenant not expressly set forth in this Lease (or any exhibit thereto), as amended (subject to Mortgagee’s right to consent thereto); (6) bound by any agreement, amendment, extension, modification, cancellation, or termination of this Lease that was made without the prior written consent of Mortgagee, which consent may be withheld, conditioned, or delayed for any reason, in the sole discretion of Mortgagee; (7) liable to Tenant under this Lease or otherwise from and after such time as Mortgagee or such successor landlord ceases to be the owner of the Property; or (8) bound by, or liable for any breach of, any representation or warranty or indemnity agreement of any kind contained in this Lease or otherwise made by Landlord.
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Mortgage Subordination. Subject to the non-disturbance provisions of this Section 22, this Lease shall be subordinate to any ground lease, mortgage, deed of trust, or any other hypothecation or security now or hereafter placed upon the real property of which the Leased Premises are a part and to all advances made on the security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof. Notwithstanding such subordination, unless this Lease is otherwise terminated pursuant to its terms, so long as Tenant is not in default under this Lease beyond any applicable notice and cure periods, Tenant's right to quiet possession of the Leased Premises shall not be disturbed, and Tenant’s rights hereunder shall not be adversely affected. Upon written request or notice by Landlord, concurred in by any mortgagee or trustee of the Site or by any person, firm or corporation intending to become such a mortgagee or trustee, Tenant agrees to subordinate its execute any documents reasonably required to effectuate such an attornment or subordination, or to make this Lease prior to the lien of any mortgage, deed of trust or ground lease, as the case may be, provided such documents do not increase Tenant’s obligations or diminish Tenant’s rights under this Lease to the lien or liens of any mortgages or deeds of trust that may hereafter be placed upon the Site and the Premises and to any and all advances to be made thereunderLease, and to the interest thereon, and all renewals, replacements and extensions thereof, further provided that the mortgagee or trustee named in said mortgages mortgage or deeds deed of trust shall agree to recognize the lease of Tenant this Lease in the event of foreclosure if Tenant is not in default beyond any applicable grace periodof this Lease. Tenant also agrees that any mortgagee or trustee may elect to have this Lease a prior to the lien to of its mortgage or deed of trust, and in the event of such election and upon notification by such mortgagee or trustee to Tenant to that effect, this Lease shall be deemed prior in lien to the said mortgage or deed of trust, whether this Lease is dated prior to or subsequent to after the date of said mortgage or trust deeddeed of trust. Notwithstanding anything to the contrary contained herein, upon Landlord’s request, Tenant agrees that, upon to modify this Lease to satisfy the requests of Landlord, any mortgagee, or any trustee named in such mortgages or trust deeds, it shall execute and deliver whatever instruments may be required for such purposes and to carry out the intent of this Section, and in the event Tenant fails so to do within ten (10) business days after demand in writing, Tenant does hereby make, constitute and irrevocably appoint Landlord as its attorney in fact and in its name, place and stead so to do. This Lease and all of the rights of Tenant hereunder are and shall be subject and subordinate to the lien requirements of any mortgage lender or deed of trust ("Mortgage") now existing, ground lessor who requests such modification as a condition precedent to providing any loan or which hereinafter may be placed, on financing or to entering into any ground lease affecting or encumbering the Premises or the Site, property or any part thereof, and to any and all renewalsprovided that such modification does not (a) increase Rent, modifications, consolidations, replacements, extensions(b) alter the term, or substitutions of any such Mortgage; provided, nevertheless, each Mortgage shall contain provisions to the effect that so long as Tenant is not in default (c) materially and adversely affect Tenant’s rights under this Lease. Xxxxxx Crossing 15 Fast Casual Concepts, no foreclosure of lien of any such Mortgage shall impair Tenant's right to quiet possession of the Premises pursuant to the provisions of this Lease. Such subordination shall be automatic, without the execution of any further subordination agreement by Tenant. With respect to any lien or liens of any mortgages or deeds of trust placed upon the Site and the Premises as of the date of this Lease, Landlord shall request such mortgagee or trustee to enter into a non-disturbance agreement with Tenant provided Tenant agrees to attorn to the interests of the mortgagee in the event of a foreclosure.Inc.
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Mortgage Subordination. Upon written request or notice by Landlord, concurred in by any mortgagee or trustee of the Site or by any person, firm or corporation intending to become such a mortgagee or trustee, Tenant agrees to subordinate its rights under this Lease to the lien or liens of any mortgages or deeds of trust that may hereafter be placed upon the Site and the Premises and to any and all advances to be made thereunder, and to the interest thereon, and all renewals, replacements and extensions thereof, provided the mortgagee or trustee named in said mortgages or deeds of trust shall agree to recognize the lease of Tenant in the event of foreclosure if Tenant is not in default beyond any applicable grace period. Tenant also agrees that any mortgagee or trustee may elect to have this Lease a prior lien to its mortgage or deed of trust, and in the event of such election and upon notification by such mortgagee or trustee to Tenant to that effect, this Lease shall be deemed prior in lien to the said mortgage or deed of trust, whether this Lease is dated prior to or subsequent to the date of said mortgage or trust deed. Tenant agrees that, upon the requests of Landlord, any mortgagee, or any trustee named in such mortgages or trust deeds, it shall execute and deliver whatever instruments may be required for such purposes and to carry out the intent of this Section, and in the event Tenant fails so to do within ten (10) business days after demand in writing, Tenant does hereby make, constitute and irrevocably appoint Landlord as its attorney in fact and in its name, place and stead so to do. This Lease and all of the rights of Tenant hereunder term and estate hereby granted are and shall be subject and subordinate to the lien of each mortgage which may now or at any time hereafter affect the Building and/or the Land, or the Landlord's interest therein (all such mortgages being collectively called "the underlying mortgages"), (See Rider H attached to this Lease) Rider 'H' attached to and forming a part of Lease dated June 21, 1988, between ROCKEFELLER CENTER NORTH, INC., as the Landlord, and WHITE & XXXXXXXXX, INC., as the Tenant. provided, however, that such subordination of this Lease and the term and estate hereby granted to any underlying mortgage hereafter entered into by the Landlord shall be upon the condition that the mortgagee thereunder shall deliver to the Tenant an instrument in writing providing in substance that, so long as no default exists, nor any event has occurred, which has continued to exist for such period of time (after notice, if any, required by this Lease) as would entitle the Landlord to terminate this Lease or would cause, without any further action of the Landlord, the termination of this Lease or would entitle the Landlord to disposess the Tenant, this Lease shall not be terminated, nor shall the Tenant's use, possession or enjoyment of the premises be interfered with, nor shall the leasehold estate granted by this Lease be affected in any other manner, in any foreclosure or any action or proceeding instituted under or in connection with such underlying mortgage or deed in case such mortgagee takes possession of trust ("Mortgage") now existingthe Building pursuant to any provision of such underlying mortgage, unless the Landlord would have had such right if such underlying mortgage had not been made or which hereinafter may if the Landlord had not defaulted under such underlying mortgage. The Landlord will use all reasonable efforts to obtain a similar instrument in writing from the mortgagee under the presently existing underlying mortgage. The foregoing provisions for the subordination of this Lease and the term and estate hereby granted shall be placedself-operative and no further instrument shall be required to effect any such subordination; but the Tenant shall, on however, upon request by the Premises Landlord, at any time or the Site, or any part thereof, times execute and to deliver any and all renewalsinstruments that may be necessary or proper to effect such subordination or to confirm or evidence the same, modifications, consolidations, replacements, extensions, or substitutions of any such Mortgage; provided, nevertheless, each Mortgage shall contain provisions to the effect that so long as Tenant is not in default under this Lease, no foreclosure of lien of any such Mortgage shall impair Tenant's right to quiet possession of the Premises pursuant to the provisions of this Lease. Such subordination shall be automatic, without the execution of any further subordination agreement by Tenant. With respect to any lien or liens of any mortgages or deeds of trust placed upon the Site and the Premises as of the date of this Lease, Landlord shall request such mortgagee or trustee to enter into a non-disturbance agreement with Tenant provided Tenant agrees to attorn to the interests of the mortgagee in the event that the Tenant shall fail to execute and deliver any such instrument the Landlord, in addition to any other remedies, may, as the agent or attorney-in-fact of a foreclosurethe Tenant, execute and deliver the same, and the Tenant hereby irrevocably constitutes and appoints the Landlord the Tenant's agent and attorney-in-fact for such purpose.
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