Common use of Mortgagee’s Rights Clause in Contracts

Mortgagee’s Rights. This Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of the Property, the Building or the Premises, whether such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter called the “Mortgagee”). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant of any default by Landlord in its obligations shall be valid, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor to the interest of Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgage. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, Tenant, subordinate its mortgage to this Lease, and thereupon the interest of Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. delivery or recording thereof or otherwise.

Appears in 2 contracts

Samples: Implant Sciences Corp, Implant Sciences Corp

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Mortgagee’s Rights. This Lease is and (a) An "event of default" as used in this Mortgage shall be subject and subordinate to mean the occurrence of any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of the Property, the Building or the Premises, whether such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter called the “Mortgagee”). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that following events: (i) the failure of Mortgagor to make due and punctual payment of the Note or of any other secured indebtedness or of any installment of principal thereof or interest thereon, or any other amount required to be paid under any of the Note, or this Mortgage, any other secured indebtedness or any other instrument securing the payment of the Note, as the same shall become due and payable, whether at maturity or when accelerated pursuant to any power to accelerate contained in the Note or contained herein; or (ii) the failure of Mortgagor to timely and properly observe, keep or perform any covenant, agreement, warranty or condition in this Mortgage, other than the payment of monies due thereunder, if Tenant so requestssuch failure continues for ten (10) days after notice, Landlord shall use commercially reasonable efforts (which provided that Mortgagor shall not include the obligation to pay any fee be in default hereunder if Mortgagor shall within such ten (10) day period cure such default; or charge (iii) Mortgagor becomes insolvent, or to agree to any less favorable terms makes a transfer in fraud of creditors, or conditions in the secured indebtedness) to obtain makes an assignment for the benefit of Tenant an agreement from any future creditors, or existing Mortgagee on admits in writing its standard form then in use thatinability to pay its debts as they become due; or (iv) a receiver, for so long as there exists no default beyond applicable grace periods under this Lease by Tenanttrustee or custodian is appointed for, and subject to such Mortgagee’s customary exceptions and qualificationsor takes possession of, the Mortgagee will not, in foreclosing against all or taking possession substantially all of the Premises assets of Mortgagor, either in a proceeding brought by Mortgagor or otherwise exercising its rights in a proceeding brought against Mortgagor and such appointment is not discharged or such possession is not terminated within thirty (30) days after the effective date thereof or Mortgagor consents to or acquiesces in such appointment or possession; or (v) Mortgagor files a petition for relief under such mortgagethe United States Bankruptcy Code, terminate this Lease as amended, or disturb Tenant’s possession any other present or future federal or state insolvency, bankruptcy or similar law (all of the Premises hereunderforegoing hereinafter collectively called "Applicable Bankruptcy Law") or an involuntary petition for relief is filed against Mortgagor under any applicable bankruptcy law and such petition is not dismissed within thirty (30) days after the filing thereof, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant an order for relief naming Mortgagor is entered under this Lease. Tenant hereby agrees to executeany applicable bankruptcy law, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee may from time composition, rearrangement, extension, reorganization or other relief of debtors now or hereafter existing is requested or consented to time reasonably require. Provided that Tenant has been provided with written notice by Mortgagor; or (vi) Mortgagor abandons all or a portion of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant of any default by Landlord in its obligations shall be valid, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor to the interest of Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgage. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, Tenant, subordinate its mortgage to this Lease, and thereupon the interest of Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. delivery or recording thereof or otherwiseMortgaged Interests.

Appears in 2 contracts

Samples: Osage Exploration & Development Inc, Osage Exploration & Development Inc

Mortgagee’s Rights. This The Tenant hereby agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing refinancings or restructuring restructurings thereof) of the Property, the Building or the Premises, whether or not such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter being in this Lease sometimes called the "Mortgagee"). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) hereof but only if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include either the obligation to pay any fee Mortgagee agrees in a recordable writing or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use such mortgage provides that, for so long as there exists no default beyond applicable grace periods Terminable Default under this Lease by on the part of the Tenant, and subject to such the Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, will not join the Tenant in any foreclosure proceedings (except to the extent required by law) and will not terminate this Lease (except as provided herein) or disturb the Tenant’s 's possession of the Premises hereunder, hereunder in customary form or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit will make insurance proceeds available as and to the rights or increase the obligations of Tenant under this Leaseextent provided in Paragraph 8. The Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as the Landlord or any such Mortgagee may from time to time reasonably require. Provided that Failure by the Tenant has been provided to comply with written notice the provisions contained in the preceding sentence shall be deemed an event of such mortgage and appropriate addresses to which notice should be sent, no Terminable Default under this Lease. No notice from the Tenant of any default by the Landlord in its obligations shall be valid, and the Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless the Tenant first gives such notice to such Mortgagee all Mortgagees of whom Tenant has been given notice and provides such Mortgagee Mortgagees with reasonable time the same period(s) for cure as are available to the Landlord after such notice within which to cure such default. The Tenant shall and does hereby agree, upon default by the Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written at it request from a as successor to the interest of the Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, which shall nevertheless be self- operative and automatically effective, as the Mortgagee or such successor may request and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease upon request. In such event, the Tenant shall continue in full force and effect as a direct lease between not be liable to the Landlord for any payment made to such Mortgagee. By any such request, such Mortgagee or successor shall be deemed and Tenant. Tenant may comply with construed without further agreement to have assumed and agreed to carry out and perform all covenants and obligations of the instructions given it by such Mortgagee or successor without Landlord under this Lease thereafter arising, subject, however, to the need to verify Landlord’s default under the subject mortgageprovisions of Paragraph 27. Any Mortgagee may, at any time, by giving written notice to, to and without any further consent from, from the Tenant, subordinate its mortgage to this Lease, and thereupon the interest of the Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording thereof or otherwise. In connection herewith, the Tenant acknowledges that any Mortgagee reserves the right to use whatever reasonable format of a non-disturbance agreement it might elect to employ and therefore the Landlord does not warrant or otherwise represent what the precise provisions of that instrument might be or what the same might provide. Notwithstanding the foregoing, any Subordination and Nondisturbance Agreement prepared by the Mortgagee and presented to the Tenant for execution shall include a provision that the Tenant's possession shall not be disturbed and the Mortgagee shall abide by the terms and conditions of this Lease if the Tenant is then in compliance with the terms of this instrument [to wit: not in default beyond applicable notice and cure periods] and continues to abide by the terms and conditions of the same. The costs of recording any such non-disturbance agreement shall be borne by the Tenant.

Appears in 2 contracts

Samples: Avici Systems Inc, Avici Systems Inc

Mortgagee’s Rights. Landlord represents that, as of the date hereof, there is no mortgage encumbering the Premises. This Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of the Property, the Building or the Premises, whether such mortgage that is filed prior or recorded subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter called the “Mortgagee”). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or materially increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant of any default by Landlord in its obligations shall be valid, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor to the interest of Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgage. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, Tenant, subordinate its mortgage to this Lease, and thereupon the interest of Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording thereof or otherwise.

Appears in 2 contracts

Samples: Lease (ConforMIS Inc), Lease (ConforMIS Inc)

Mortgagee’s Rights. This The Tenant hereby agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing refinancings or restructuring restructurings thereof) of the Property, the Building or the Premises, whether or not such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter being in this Lease sometimes called the "Mortgagee"). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) hereof but only if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include either the obligation to pay any fee Mortgagee agrees in a recordable writing or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use such mortgage provides that, for so long as there exists no default beyond applicable grace periods Terminable Default under this Lease by on the part of the Tenant, and subject to such the Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing Foreclosing against or taking possession of the Premises or otherwise exercising Exercising its rights under such mortgage, will not join the Tenant in any foreclosure proceedings (except to the extent required by law) and will not terminate this Lease (except as provided herein) or disturb the Tenant’s 's possession of the Premises hereunder, hereunder in customary form or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit will make insurance proceeds available as and to the rights or increase the obligations of Tenant under this Leaseextent provided in Paragraph 8. The Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as the Landlord or any such Mortgagee may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no No notice from the Tenant of any default by the Landlord in its obligations shall be valid, and the Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless the Tenant first gives such notice to such Mortgagee all Mortgagees of whom Tenant has been given notice and provides such Mortgagee Mortgagees with reasonable time the same period(s) for cure as are available to the Landlord after such notice within which to cure such default. The Tenant shall and does hereby agree, upon default by the Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written at its request from a as successor to the interest Interest of the Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, which shall nevertheless be self-operative and automatically effective, as the Mortgagee or such successor may request and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease upon request. In such event, the Tenant shall continue in full force and effect as a direct lease between not be liable to the Landlord for any payment made to such Mortgagee. By any such request, such Mortgagee or successor shall be deemed and Tenant. Tenant may comply with construed without further agreement to have assumed and agreed to carry out and perform all covenants and obligations of the instructions given it by such Mortgagee or successor without Landlord under this Lease thereafter arising, subject, however, to the need to verify Landlord’s default under the subject mortgageprovisions of Paragraph 27. Any Mortgagee may, at any time, by giving written notice to, to and without any further consent from, from the Tenant, subordinate its mortgage to this Lease, and thereupon the interest of the Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording thereof or otherwise. In connection herewith, the Tenant acknowledges that any Mortgagee reserves the right to use whatever reasonable format of a non-disturbance agreement it might elect to employ and therefore the Landlord does not warrant or otherwise represent what the precise provisions of that instrument might be or what the same might provide. Notwithstanding the foregoing, any Subordination and Nondisturbance Agreement prepared by the Mortgagee and presented to the Tenant for execution shall include a provision that the Tenant's possession shall not be disturbed and the Mortgagee shall abide by the terms and conditions of this Lease if the Tenant is then in compliance with the terms of this instrument [to wit: not in default beyond applicable notice and cure periods) and continues to abide by the terms and conditions of the same. The costs of recording any such non-disturbance agreement shall be borne by the Tenant.

Appears in 1 contract

Samples: Avici Systems Inc

Mortgagee’s Rights. (a) This Lease is and shall be subject and subordinate (i) to any mortgage (ground lease, mortgage, deed of trust or other security interest now encumbering the Property and to all advances which may be hereafter made, to the full extent of all debts and charges secured thereby and to all renewals or extensions of any part thereof, and to any amendmentsground lease, extensionsmortgage, increases, refinancing deed of trust or restructuring thereof) other security interest which any owner of the Property, the Building or the Premises, whether such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter called the “Mortgagee”). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee Property may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant of any default by Landlord in its obligations shall be valid, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor to the interest of Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgage. Any Mortgagee mayhereafter, at any time, by giving written notice toelect to place on the Property; (ii) to any assignment of Landlord’s interest in the leases and rents from the Building or Property which includes this Lease which now exists or which any owner of the Property may hereafter, at any time, elect to place on the Property; and (iii) to any Uniform Commercial Code Financing Statement covering the personal property rights of Landlord or any owner of the Property which now exists or any owner of the Properly may hereafter, at any time, elect to place on the foregoing personal property (all of the foregoing instruments set forth in (i), (ii) and (iii) above being hereafter collectively referred to as “Security Documents”). Tenant agrees upon request of the holder of any Security Documents (“Holder”) to hereafter execute any documents which Landlord or Holder may reasonably deem necessary to evidence the subordination of this Lease to the Security Documents. Within ten (10) days after request therefor, if Tenant fails to execute any such requested documents, Landlord or Holder is hereby empowered to execute such documents in the name of Tenant evidencing such subordination, as the act and deed of Tenant, and without any further consent fromthis authority is hereby declared to be coupled with an interest and not revocable; additionally, Tenantat Landlord’s option, subordinate its mortgage to this Lease, and thereupon the interest of Tenant under this Lease shall automatically such failure will be deemed to be prior to a default hereunder without the lien necessity of such mortgage without regard to additional notice or the relative dates passage of execution. delivery or recording thereof or otherwiseadditional grace periods.

Appears in 1 contract

Samples: Office Lease Agreement (Velti PLC)

Mortgagee’s Rights. This Landlord agrees that within ten (10) days after the execution of this Lease, Landlord shall cause its Mortgagee to execute and deliver a subordination, non-disturbance and attornment agreement substantially in the form of Exhibit D hereto or on such Mortgagee’s then-standard form. The Tenant hereby agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing refinancings or restructuring restructurings thereof) of the Property, the Building or the Premises, whether such mortgage is filed prior or subsequent to the execution, delivery or the recording of any notice of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter mortgage, including the present holder of the existing mortgage, being sometimes called the “Mortgagee”). The foregoing Notwithstanding the foregoing, such subordination shall only be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenantany Mortgagee executes a subordination, non-disturbance and subject to attornment agreement (or equivalent document) in the form attached as Exhibit D or such Mortgagee’s customary exceptions other form as Tenant and qualifications, the any such Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Leasemay reasonably agree upon. The Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination in the form of agreement attached hereto as Landlord Exhibit D or such other form as Tenant and any such Mortgagee may reasonably agree upon. If Tenant fails to execute and deliver such instrument within ten (10) days of receipt from time Landlord, Tenant hereby grants to time reasonably requireLandlord and its designees a power-of-attorney coupled with an interest and with full power of substitution to execute, acknowledge and deliver such instrument in the name and on behalf of Tenant with the same effect as if such action had been taken by Tenant. Provided that the Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from the Tenant of any default by the Landlord in its obligations shall be valid, and the Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise under law by reason of any such defaultdefault (it being understood that no such remedy exists, or is implied by reason of this provision, under this Lease) unless the Tenant first gives such notice to such Mortgagee any Mortgagees and provides such Mortgagee Mortgagees with reasonable time thirty (30) days after such notice to cure such default, or if such default is not reasonably susceptible of cure by Mortgagees (as in the case of the need to obtain possession of or right of entry into or upon the Premises) in thirty (30) days, with such longer period of time as is reasonably necessary to cure such default, provided efforts to effectuate such cure are commenced within thirty (30) days and thereafter prosecuted to completion with reasonable diligence. The Tenant shall and does hereby agree, upon default by the Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written at its request from a as successor to the interest of the Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, which shall nevertheless be self-operative and automatically effective, as the Mortgagee or such successor may reasonably request and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force upon written request, but subject to the provisions of any applicable subordination, non-disturbance and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgageattornment agreement. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, the Tenant, subordinate its mortgage to this Lease, and thereupon the interest of the Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording filing thereof or otherwise.

Appears in 1 contract

Samples: Lease (Rapid Micro Biosystems, Inc.)

Mortgagee’s Rights. This (a) Subject to Section 34(e), this Lease is and shall be subject and subordinate (i) to any mortgage (and to or other security interest which any amendments, extensions, increases, refinancing or restructuring thereof) owner of the Property, the Building or the Premises, whether such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter called the “Mortgagee”). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee Property may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant of any default by Landlord in its obligations shall be valid, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor to the interest of Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgage. Any Mortgagee mayhereafter, at any time, by giving written elect to place on the Property; (ii) to any assignment of Landlord’s interest in the leases and rents from the Building or Property which includes this Lease which any owner of the Property may hereafter, at any time, elect to place on the Property; and (iii) to any Uniform Commercial Code Financing Statement covering the personal property rights of Landlord or any owner of the Property which any owner of the Property may hereafter, at any time, elect to place on the foregoing personal property (all of the foregoing instruments set forth in (i), (ii) and (iii) above being hereafter collectively referred to as “Security Documents”). Tenant agrees upon request of the holder of any Security Documents (“Holder”) to hereafter execute any documents * CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. containing reasonable terms which Landlord or Holder may reasonably deem necessary to evidence the subordination of this Lease to the Security Documents, so long as any such document includes non-disturbance provisions reasonably acceptable to Tenant. In connection therewith, Tenant will either execute or make good faith comments to any proposed Security Documents within ten (10) business days following delivery of same to Tenant; if Tenant fails to do so within the ten (10) business day period, then subsequently fails to do within five (5) business days following delivery of a second (2nd) notice toto Tenant, and further fails to do so within five (5) business days following delivery of a third (3rd) notice, at Landlord’s option, such failure shall be a Default hereunder, without the necessity of additional notice or the passage of additional grace periods. If Tenant does not execute such Security Documents, Tenant agrees to use diligent good faith efforts to reach agreement with any further consent fromexisting or prospective Holder upon the terms of any proposed Security Documents (consistent with the requirements of this Article 34), it being expressly acknowledged by Tenant that Tenant, subordinate its mortgage ’s failure to this Lease, reach agreement on such terms with an existing or prospective Holder could impair or prohibit the sale or financing of the Property and thereupon the interest of Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. delivery or recording thereof or otherwisematerially harm Landlord.

Appears in 1 contract

Samples: Office Lease Agreement (Del Monte Foods Co)

Mortgagee’s Rights. This (a) Tenant agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of the Property, the Building or the Premises, whether such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter called the “Mortgagee”). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requestsany mortgage, Landlord shall use commercially reasonable efforts (deed of trust or other security interest now encumbering the Property and to all advances which shall not include may be hereafter made, to the obligation full extent of all debts and charges secured thereby and to pay all renewals or extensions of any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenantpart thereof, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession delivery of the Premises or otherwise exercising its rights under such an SNDA (as defined below) to any mortgage, terminate this Lease deed of trust or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as other security interest which Landlord or any such Mortgagee owner of the Property may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant of any default by Landlord in its obligations shall be valid, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor to the interest of Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgage. Any Mortgagee mayhereafter, at any time, elect to place on the Property; (ii) any assignment of Landlord’s interest in the leases and rents from the Property which includes the Lease which now exists or which Landlord or any owner of the Property may hereafter, at any time, elect to place on the Property; and (iii) any Uniform Commercial Code Financing Statement covering the personal property rights of Landlord or any owner of the Property which now exists or any owner of the Property may hereafter, at any time, elect to place on the foregoing personal property (all of the foregoing instruments set forth in (i), (ii) and (iii) above being hereafter collectively referred to as “Security Documents”). Tenant agrees upon request of the holder of any Security Documents (“Holder”) to hereafter execute any documents which the counsel for Landlord or Holder may reasonably deem necessary to evidence the subordination of the Lease to the Security Documents and which contain an obligation by giving written notice tothe Holder of the relevant Security Document not to disturb the possession of Tenant of the Premises pursuant to this Lease so long as Tenant observes and timely performs all of its obligations under this Lease (in each instance, an “SNDA”). Within ten (10) business days after request therefor, if Tenant fails to execute any such requested documents meeting the requirements of this Paragraph, without limiting Landlord’s rights and remedies with respect to such default by Tenant, Landlord or Holder is hereby empowered to execute such documents in the name of Tenant evidencing such subordination, as the act and deed of Tenant, and without any further consent fromthis authority is hereby declared to be coupled with an interest and not revocable. Landlord agrees to use diligent efforts to obtain, Tenant, subordinate its mortgage to as soon as possible following the execution of this Lease, the execution and thereupon delivery of an SNDA by the interest Holder of Tenant any Security Document now encumbering the Property. The failure of any such Holder to execute and deliver an SNDA upon Landlord’s request shall not constitute a default under this Lease shall automatically be deemed Lease, it being agreed that Landlord’s sole obligation is to be prior to request in good faith the lien execution and delivery of such mortgage without regard to the relative dates of execution. delivery or recording thereof or otherwisedocument.

Appears in 1 contract

Samples: Industrial Lease Agreement (Applied Imaging Corp)

Mortgagee’s Rights. This Tenant agrees that this Lease is and shall be subject and subordinate (i) to any mortgage (loan deeds, mortgages, deeds to secure debt or any other security interests now on the Premises and to all advances already made, or which may be hereunder made on account of said loan deeds, mortgages, deeds to secure debt or any other security interests to the full extent of all debts and charges secured thereby and to all renewals or extensions of any part thereof, and to any amendments, extensions, increases, refinancing or restructuring thereof) loan deed which now exists of the Property, the Building or the Premises, whether such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or which any notice hereof (the holder from time to time of any such mortgage is hereinafter called the “Mortgagee”). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession owner of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant of any default by Landlord in its obligations shall be valid, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor to the interest of Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgage. Any Mortgagee mayhereafter, at any time, by giving written notice toelect to place on the Premises; (ii) to any Assignment of Landlord's interest in Lease covering the Lease which now exists or which any owner of the premises may hereafter, at any time elect to place on the Lease; and (iii) to any Uniform Commercial Code Financing Statement covering the personal property rights of Landlord or any Owner of the Premises which now exists or any owner of the Premises may hereafter, at any time, elect to place on thee foregoing personal property (all of the foregoing instruments set forth in (i), (ii), and (iii) or above being hereafter collectively referred to as "Security Documents"). Tenant agrees upon request of the holder of any Security Documents ("Holder") to hereafter execute such paper or papers which the counsel for Landlord or Holder may deem necessary to evidence the subordination of the Lease to the Security Documents, in default of Tenant so doing, Landlord or Holder is hereby empowered to execute such paper or papers in the name of Tenant evidencing such subordination, as the act and deed of Tenant shall thereafter remain bound pursuant to the terms of this Lease as if a new and identical Lease between such Purchaser, as landlord, and Tenant, as tenant, had been entered into for the reminder of the Term hereof and Tenant shall attorn to the Purchaser upon such foreclosure sale and shall recognize such Purchaser as the Landlord under the Lease. Such attornment shall be effective and self-operative without the execution of any further consent frominstrument on the part of any of the parties hereto. Tenant agrees, Tenanthowever, subordinate its mortgage to this Leaseexecute and deliver at any time and from time to time, and thereupon upon the request of Landlord or of Holder, any instrument or certificate that may the necessary or appropriate in any such Foreclosure proceeding or otherwise to evidence such attornment. Tenant hereby acknowledges that if the interest of Landlord hereunder is covered by an Assignment to Landlord's Interest in Lease, Tenant shall pay all Rent due and payable under this the Lease shall automatically be deemed to be prior directly to the lien holder of such mortgage without regard the Assignment to Landlord's Interest in Lease upon notification of the relative dates exercise of execution. delivery or recording thereof or otherwisethe rights thereunder by the Holder thereof.

Appears in 1 contract

Samples: Lease Agreement (Med E America Corp)

Mortgagee’s Rights. This The Tenant hereby agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing refinancings or restructuring restructurings thereof) of the Property, the Building or the Premises, whether or not such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter being in this Lease sometimes called the “Mortgagee”"MORTGAGEE"). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as the Landlord or any such Mortgagee may from time to time reasonably require. The Landlord agrees to use commercially reasonable efforts to obtain a subordination, non-disturbance and attornment agreement in the Tenant's favor from any Mortgagee, which shall provide, without limitation, that the terms of any such mortgage shall be paramount over the terms of this Lease and no Mortgagee shall be bound by the liabilities incurred by any prior Landlord. Provided that the Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from the Tenant of any default by the Landlord in its obligations shall be valid, and the Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise under law by reason of any such defaultdefault (it being understood that no such remedy exists, or is implied by reason of this provision, under this Lease), unless the Tenant first gives such notice to such Mortgagee any Mortgagees and provides such Mortgagee Mortgagees with reasonable time sixty (60) days after such notice to cure such default, or if such default is not reasonably susceptible of cure by Mortgagees (as in the case of the need to obtain possession of or right of entry into or upon the Premises) in sixty (60) days, with such longer period of time as is reasonably necessary to cure such default, provided efforts to effectuate such cure are commenced within sixty (60) days and thereafter prosecuted to completion with reasonable diligence. The Tenant shall and does hereby agree, upon default by the Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written at its request from a as successor to the interest of the Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, which shall nevertheless be self-operative and automatically effective, as the Mortgagee or such successor may request and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgageupon request. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, the Tenant, subordinate its mortgage to this Lease, and thereupon the interest of the Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording filing thereof or otherwise.

Appears in 1 contract

Samples: Lease Agreement (Cambridge Heart Inc)

Mortgagee’s Rights. This Lease is Tenant agrees that this lease and all rights of Tenant hereunder are and shall be subject and subordinate to any mortgage (now or hereafter encumbering the Premises, to all advances made or hereafter to be made upon the security of such mortgage, to all amendments, modifications, renewals, consolidations, extensions and restatements of such mortgage, and to any amendments, extensions, increases, refinancing or restructuring thereof) of the Property, the Building or the Premises, whether replacements and substitutions for such mortgage is filed prior or subsequent to the execution, delivery or the recording mortgage. The terms of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter called the “Mortgagee”). The foregoing subordination provision shall be self-operative and automatically effective no further instrument of subordination shall be required. Tenant, however, upon request of any party in interest, shall execute promptly such instrument or certificates as may be reasonably required to carry out the intent hereof, whether said requirement is that of Landlord or any existing mortgage or mortgage filed subsequent to other party in interest, including, without limitation, any mortgagee. Notwithstanding the execution foregoing and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no event of default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, on the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations part of Tenant under this the lease shall exist which would entitle Landlord to terminate the Lease. Tenant hereby , Landlord agrees to executeexecute and require any holder of a subsequently granted mortgage or deed to secure debt ("Mortgagee") to execute a subordination, acknowledge non-disturbance and deliver attornment agreement containing customary terms reasonably satisfactory to Tenant for recording in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee may from time to time reasonably requireChatham County, Georgia records. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant In the event of any default by Landlord proceedings are brought for the foreclosure of, or in its obligations shall be validthe event of exercise of the power of sale under, and Tenant shall not attempt to terminate this Leaseany mortgage covering the Premises, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, to attorn to and recognize in the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor to event the interest of Landlord under this Leaselease shall be transferred by reason of deed in lieu of foreclosure or other legal proceedings, Tenant shall, at the option of the transferee or purchaser at foreclosure or under power of sale (sometimes hereinafter called “Such Person”), attorn to executeSuch Person and shall recognize and be bound and obligated hereunder to Such Person as the Landlord under this lease; provided, acknowledge however, that no Such Person shall be (i) bound by any payment of Rent for more than one (1) month in advance, except prepayments in the nature of security for the performance by Tenant of its obligations under this lease (and deliver in recordable form then only if such evidence prepayments have been deposited with and are under the control of Such Person); (ii) bound by any amendment or modification of this attornmentlease made without the express written consent of the mortgagee; (iii) obligated to cover any defaults under this lease of any prior landlord (including Landlord); (iv) liable for any act or omission of any prior landlord (including Landlord); (v) subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord); or (vi) bound by any warranty or representation of any prior landlord (including Landlord) relating to work performed by any prior landlord (including Landlord) under this lease. Tenant agrees to execute any attornment agreement not in conflict herewith requested by Landlord, and the mortgagee or Such Person. Tenant’s obligation to make payments attorn to Such Person shall survive the exercise of Basic Rent and Additional Rent hereunder directly any such power of sale, foreclosure or other proceeding. Tenant agrees that the institution of any suit, action or other proceeding by any mortgagee to realize on Landlord’s interest in the Premises pursuant to the Mortgagee powers granted to a mortgagee under its mortgage, shall not, by operation or any such successorlaw or otherwise, as result in the case may be, provided cancellation or termination of the obligations of Tenant hereunder. Landlord and Tenant agree that notwithstanding that this Lease shall continue lease is expressly subject and subordinate to any mortgages, any mortgagee, its successors and assigns, or other holder of a mortgage or of a note secured thereby, may sell the Premises in full force the manner provided in the mortgage and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgage. Any Mortgagee may, at any timethe option of such mortgagee, by giving written notice toits successors and assigns, and without any further consent fromor other holder of the mortgage or note secured thereby, Tenant, subordinate its mortgage make such sale of the Premises subject to this Lease, and thereupon the interest of Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. delivery or recording thereof or otherwiselease.

Appears in 1 contract

Samples: weblink.cityoftybee.org

Mortgagee’s Rights. This The Tenant hereby agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing refinancings or restructuring restructurings thereof) of the Property, the Building or the Premises, whether or not such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter being in this Lease sometimes called the "Mortgagee”). The foregoing subordination ") provided Tenant shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions receive from such Mortgagee a written agreement substantially in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long attached hereto as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and Exhibit G (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee may from time to time reasonably require"Non-Disturbance Agreement"). Provided that the Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from the Tenant of any default by the Landlord in its obligations shall be valid, and the Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise under law by reason of any such defaultdefault (it being understood that no such remedy exists, or is implied by reason of this provision, under this Lease), unless the Tenant first gives such notice to such Mortgagee all Mortgagees and provides such Mortgagee Mortgagees with reasonable time sixty (60) days after such notice to cure such default, or if such default is not reasonably susceptible of cure by such Mortgagees (as in the case of the need to obtain possession of or right of entry into or upon the Premises) in sixty (60) days, within such longer period of time as is reasonably necessary to cure such default, provided efforts to effectuate such cure are commenced within sixty (60) days after such notice and thereafter prosecuted to completion with reasonable diligence. Provided the Tenant has received a fully-executed Non-Disturbance Agreement and such Non-Disturbance Agreement has been properly recorded, the Tenant shall and does hereby agree, upon default by the Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written at its request from a as successor to the interest of the Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgageupon request. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, the Tenant, subordinate its mortgage to this Lease, and thereupon the interest of the Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording filing thereof or otherwise.

Appears in 1 contract

Samples: Lease Agreement (Cross a T Co)

Mortgagee’s Rights. This The Tenant hereby agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of the Property, the Building or the Premises, whether or not such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter being in this Lease sometimes called the "Mortgagee"). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) hereof but only if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include either the obligation to pay any fee Mortgagee agrees in writing or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use such mortgage provides that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, the Tenant not cured within applicable periods of notice and subject to such Mortgagee’s customary exceptions and qualificationsgrace, the Mortgagee will be bound by the terms of this Lease and will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb the Tenant’s 's possession of the Premises hereunder, hereunder or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Leaseimport. The Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as the Landlord or any such Mortgagee may from time to time reasonably require. Provided that the Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from the Tenant of any default by the Landlord in its obligations shall be valid, and the Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless the Tenant first gives such notice to such Mortgagee all Mortgagees (which have provided Tenant with notice of its mortgage) and provides such Mortgagee Mortgagees with reasonable time after such notice to cure such default, provided that, such Mortgagees shall be bound by any applicable cure periods specified in this Lease. The Tenant shall and does hereby agree, upon default by the Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure salesale so long as such mortgagee or other party agrees to be bound by the Landlord's obligations under this Lease, upon receipt of written at its request from a as successor to the interest of the Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, which shall nevertheless be self-operative and automatically effective, as the Mortgagee or such successor may request and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgageupon request. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, the Tenant, subordinate its mortgage to this Lease, and thereupon the interest of the Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording thereof or otherwise. Landlord shall, within 60 days of the date hereof or the date of a new mortgage (as the case may be), obtain from any current or future mortgagee a non-disturbance and attornment agreement in form customary for mortgagee and reasonably satisfactory to Tenant.

Appears in 1 contract

Samples: Navisite Inc

Mortgagee’s Rights. This The Tenant hereby agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of the Property, the Building or the Premises, whether or not such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter being in this Lease sometimes called the "Mortgagee"). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) hereof but only if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include either the obligation to pay any fee Mortgagee agrees in writing or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use such mortgage provides that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, the Tenant not cured within applicable periods of notice and subject to such Mortgagee’s customary exceptions and qualificationsgrace, the Mortgagee Mortgage will be bound by the terms of this Lease and will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb the Tenant’s 's possession of the Premises hereunder, hereunder or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Leaseimport. The Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as the Landlord or any such Mortgagee may from time to time reasonably require. Provided that the Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from the Tenant of any default by the Landlord in its obligations shall be valid, and the Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless the Tenant first gives such notice to such Mortgagee all Mortgagees and provides such Mortgagee Mortgagees with reasonable time after such notice to cure such default. The Tenant shall and does hereby agree, upon default by the Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written at its request from a as successor to the interest of the Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, which shall nevertheless be self-operative and automatically effective, as the Mortgagee or such successor may request and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgageupon request. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, the Tenant, subordinate its mortgage to this Lease, and thereupon the interest of the Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording thereof or otherwise.

Appears in 1 contract

Samples: Insulet Corp

Mortgagee’s Rights. (a) For purposes of this Lease: (i) "Mortgagee" as used herein means the holder of a Mortgage; (ii) "Mortgage" as used herein means any or all mortgages, deeds to secure debt, deeds of trust or other instruments in the nature thereof which may now or hereafter affect or encumber Landlord's title to the Premises, and any amendments, modifications, extensions or renewals thereof. (b) This Lease is and all rights of Tenant hereunder are and shall be subject and subordinate to the lien and security title of any mortgage Mortgage. Tenant recognizes and acknowledges the right of Mortgagee to foreclose or exercise the power of sale against the Premises under any Mortgage. (and to any amendmentsc) Tenant shall, extensions, increases, refinancing or restructuring thereof) in confirmation of the Propertysubordination set forth in clause (b) above and notwithstanding the fact that such subordination is self-operative, the Building and no further instrument or the Premises, whether such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter called the “Mortgagee”). The foregoing subordination shall be self-operative necessary, upon demand, at any time or times, execute acknowledge, and automatically effective as deliver to Landlord or to Mortgagee any existing mortgage or mortgage filed subsequent and all instruments requested by either of them to evidence such subordination. (d) At any time during the Term, Mortgagee may, by written notice to Tenant, make this Lease superior to the execution and delivery hereof; providedlien of its Mortgage. If requested by Mortgagee, that (i) if Tenant so requestsshall, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay upon demand, at any fee time or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use thattimes, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such to Mortgagee, any and all instruments confirming and evidencing that may be necessary to make this Lease superior to the foregoing subordination as Landlord or any such Mortgagee may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant lien of any default by Landlord in its obligations shall be validMortgage. (e) If Mortgagee (or Mortgagee's nominee, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor foreclosure) shall hereafter succeed to the interest rights of Landlord under this Lease, whether through possession or foreclosure action or delivery of a new Lease, Tenant shall attorn to execute, acknowledge and recognize such successor as Tenant's Landlord under this Lease without change in the terms and provisions of this Lease and shall promptly execute and deliver in recordable form any instrument that may be necessary to evidence such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease such successor shall continue not be bound by (i) any payment of Base Rent or Additional Rent for more than one month in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with advance, (ii) the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default defaults of any prior Landlord under the subject mortgage. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, Tenant, subordinate its mortgage to this Lease, and thereupon or (iii) any offset rights arising out of the interest defaults of Tenant under this Lease shall automatically be deemed to be any prior to the lien of such mortgage without regard to the relative dates of execution. delivery or recording thereof or otherwise.Landlord under

Appears in 1 contract

Samples: And Nonsolicitation Agreement (HF Foods Group Inc.)

Mortgagee’s Rights. This Lease is and all rights of Lessee hereunder and shall be subject and subordinate to the lien of any mortgage (mortgage, deed to secure debt, deed of trust, or other instrument encumbering the fee title of the Expansion Premises and to any amendmentsmodifications, extensionsrenewals, increasesconsolidations, refinancing extensions or restructuring replacements thereof) . Such subordination is and shall be self-operative. No further instrument of subordination shall be required by the holder of any such mortgage, deed to secure debt, deed of trust or other instrument affecting and encumbering the fee title of the PropertyExpansion Premises. In confirmation of such subordination, Lessee agrees upon request to hereafter execute and deliver any paper or papers which the counsel for Lessor may deem necessary to evidence such subordination and, in default of Lessee so doing, Lessor is hereby empowered as Lessee's attorney-in-fact to execute and deliver such paper or papers in the name of Lessee, and as the act and deed of Lessee, and this authority is hereby declared to be coupled with an interest and not revocable. If the holder of any mortgage, deed to secure debt, deed of trust or other instrument affecting or encumbering the Building or the Premisesland underlying the Building or if the lessor under any ground lease affecting the Building or the land underlying the Building shall hereafter succeed to the rights of Lessor under this Lease, whether through possession or foreclosure action or exercise of private power of sale or delivery of a new lease, Lessee shall, at the option of such mortgage is filed prior holder or subsequent lessor, attorn to the execution, delivery or the recording of and recognize such successor as Lessee's lessor under this Lease as of the date of such succession to Lessor's interest and shall promptly execute and deliver any instrument that may be necessary to evidence such attornment, and Lessee hereby irrevocably appoints Lessor or any such holder or such lessor the attorney-in-fact of Lessee to execute and deliver such instrument on behalf of Lessee should Lessee refuse and fail to do so within ten (10) days after Lessor or such holder or such lessor shall have given notice hereof (the holder from time to time of any such mortgage is hereinafter called the “Mortgagee”). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to Lessee requesting the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant of any default by Landlord in its obligations shall be valid, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any instrument. Upon such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor to the interest of Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee successor Lessor and Lessee, subject to all the terms, covenants and conditions of this Lease. At any time and from time to time, Lessee, on or successor before the date specified in a request therefor made by Lessor, which date shall not be earlier than ten days after Lessor's making of such request, shall execute, acknowledge, and Tenantdeliver to Lessor a certificate evidencing whether or not (i) this Lease is in full force and effect, (ii) this Lease has been amended in any way and attaching a copy of any such instrument of amendment, (iii) there are any existing events of default on the part of Lessor hereunder to the knowledge of Lessee and specifying with particularity the nature of such events of default, if any, and (iv) rent, and other amounts due hereunder, if any, have been paid, and certifying to such other matters as Lessor may reasonably request. Tenant Each certificate delivered pursuant to this Section may comply with be relied on by any prospective purchaser or transferee of Lessor's interest hereunder or of any part of Lessor's property or by any mortgagee of Lessor's interest hereunder. Notwithstanding the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgage. Any Mortgagee mayforegoing, Lessee shall, upon demand, at any timetime or times, by giving written notice toexecute, acknowledge and deliver to Lessor or to the holder of a mortgage, deed to secure debt, deed of trust or other instrument encumbering the Expansion Premises, without expense, any further consent from, Tenant, subordinate its mortgage and all instruments that may be necessary to this Lease, and thereupon the interest of Tenant under make this Lease shall automatically be deemed to be prior superior to the lien of such mortgage without regard mortgage, deed to the relative dates secure debt, deed of execution. delivery trust or recording thereof or otherwiseother instrument.

Appears in 1 contract

Samples: Lease Agreement (Open Solutions Inc)

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Mortgagee’s Rights. This Lease If Mortgagor fails to perform any of its obligations under this Mortgage or any other Loan Document, or any action or proceeding is and shall be subject and subordinate commenced that purports to any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of affect the Mortgaged Property, the Building Mortgagee’s security, rights or the Premises, whether such mortgage is filed prior or subsequent to the execution, delivery or the recording of interests under this Lease Mortgage or any notice hereof Loan Document (the holder from time to time including eminent domain, insolvency, code enforcement, civil or criminal forfeiture, enforcement of any such mortgage is hereinafter called the “Mortgagee”environmental laws, fraudulent conveyance or reorganizations or proceedings involving a debtor or decedent). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant of any default by Landlord in its obligations shall be valid, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor to the interest of Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgage. Any Mortgagee may, at its option, make such appearances, disburse or pay such sums and take such actions, whether before or after an Event of Default or whether directly or to any timereceiver for the Mortgaged Property, as Mortgagee reasonably deems necessary to perform such obligations of Mortgagor and to protect the Mortgaged Property or Mortgagee’s security, rights or interests in the Mortgaged Property or the Loan, including: (a) paying fees and out-of-pocket expenses of attorneys, accountants, inspectors and consultants; (b) entering upon the Mortgaged Property to make repairs or secure the Mortgaged Property; (c) obtaining (or force-placing) the insurance required by giving written notice the Loan Documents; and (d) paying any amounts required under any of the Loan Documents that Mortgagor has failed to pay. Any amounts so disbursed or paid by Mortgagee shall be added to, and without any further consent frombecome part of, Tenantthe principal balance of the Indebtedness, subordinate its mortgage to be immediately due and payable and bear interest at the Default Rate from the date of disbursement until fully paid. The provisions of this Lease, and thereupon the interest of Tenant under this Lease section shall automatically not be deemed to be prior obligate or require Mortgagee to the lien of such mortgage without regard to the relative dates of execution. delivery incur any expense or recording thereof or otherwisetake any action.

Appears in 1 contract

Samples: Construction Loan and General Escrow Agreement

Mortgagee’s Rights. This Subject to the following sentence, the Tenant hereby agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of the Property, the Building or the Premises, whether or not such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter being in this Lease sometimes called the "Mortgagee"). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed prior or subsequent to the execution and delivery hereof; providedhereof but only if the Mortgagee agrees in writing pursuant to a commercially customary subordination, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (non-disturbance and attornment which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use provides that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, the Tenant not cured within applicable periods of notice and subject to such Mortgagee’s customary exceptions and qualificationsgrace, the Mortgagee will be bound by the terms of this Lease and will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb the Tenant’s 's possession of the Premises hereunder, hereunder or words of similar import import, and (ii) such subordination shall not otherwise unreasonably restrict or limit which recognizes the rights or increase the obligations of Tenant under this Leasesecurity deposit paid hereunder. The Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as the Landlord or any such Mortgagee may from time to time reasonably require. Provided that the Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from the Tenant of any default by the Landlord in its obligations shall be valid, and the Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless the Tenant first gives such notice to such Mortgagee all Mortgagees and provides such Mortgagee Mortgagees with reasonable time after such notice to cure such defaultdefault (such reasonable time shall not add more than 30 days to Landlord's cure period). The Tenant shall and does hereby agree, upon default by the Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure salesale and, upon receipt of written at its request from a as successor to the interest of the Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, which shall nevertheless be self-operative and automatically effective so long as such mortgagee or successor agrees to be bound by the terms of this Lease and to recognize the tenancy created hereunder, as the Mortgagee or such successor may request and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease upon request. Any such payments by Tenant to such party shall continue in full force and effect as a direct lease between absolve Tenant from any claim or further liability by another party related to such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgagepayments. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, from the Tenant, subordinate its mortgage to this Lease, and thereupon the interest of the Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording thereof or otherwise.

Appears in 1 contract

Samples: , and Attornment Agreement (Nitromed Inc)

Mortgagee’s Rights. This The Tenant hereby agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing refinancings or restructuring restructurings thereof) of the Property, the Building or the Premises, whether or not such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter being in this Lease sometimes called the a “Mortgagee”). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) hereof only if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include either the obligation to pay any fee Mortgagee agrees in writing or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use such mortgage provides that, for so long as there exists no material default beyond applicable grace periods under this Lease by the Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb the Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Leaseimport. The Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as the Landlord or any such Mortgagee may from time to time reasonably require. Provided that the Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from the Tenant of any default by the Landlord in its obligations shall be valid, and the Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise under law by reason of any such defaultdefault (it being understood that no such remedy exists, or is implied by reason of this provision, under this Lease), unless the Tenant first gives such notice to such Mortgagee any Mortgagees and provides such Mortgagees with sixty (60) days (or such shorter period of time as any Mortgagee may require under a separate agreement with reasonable time the Tenant) after such notice to cure such default, or if such default is not reasonably susceptible of cure by Mortgagees (as in the case of the need to obtain possession of or right of entry into or upon the Premises) in sixty (60) days (or such shorter period of time as aforesaid), with such longer period of time as is reasonably necessary to cure such default, provided efforts to effectuate such cure are commenced within sixty (60) days (or such shorter period of time as aforesaid) and thereafter prosecuted to completion with reasonable diligence. The Tenant shall and does hereby agree, upon default by the Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written at its request from a as successor to the interest of the Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornmentattomment, which shall nevertheless be self-operative and automatically effective, as the Mortgagee or such successor may request and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgageupon request. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, the Tenant, subordinate its mortgage to this Lease, and thereupon the interest of the Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording filing thereof or otherwise.

Appears in 1 contract

Samples: Wave2Wave Communications, Inc.

Mortgagee’s Rights. This The Tenant hereby agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing refinancings or restructuring restructurings thereof) of the Property, the Building or the Premises, whether or not such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter being in this Lease sometimes called the “Mortgagee”). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) hereof only if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include either the obligation to pay any fee Mortgagee agrees in writing or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use such mortgage provides that, for so long as there exists no default beyond applicable grace periods under this Lease by the Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb the Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Leaseimport. The Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as the Landlord or any such Mortgagee may from time to time reasonably require. Provided that the Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from the Tenant of any default by the Landlord in its obligations shall be valid, and the Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise under law by reason of any such defaultdefault (it being understood that no such remedy exists, or is implied by reason of this provision, under this Lease), unless the Tenant first gives such notice to such Mortgagee any Mortgagees and provides such Mortgagee Mortgagees with reasonable time thirty (30) days after such notice to cure such default, or if such default is not reasonably susceptible of cure by Mortgagees (as in the case of the need to obtain possession of or right of entry into or upon the Premises) in thirty (30) days, with such longer period of time as is reasonably necessary to cure such default, provided efforts to effectuate such cure are commenced within thirty (30) days and thereafter prosecuted to completion with reasonable diligence. The Tenant shall and does hereby agree, upon default by the Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written at its request from a as successor to the interest of the Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, which shall nevertheless be self-operative and automatically effective, as the Mortgagee or such successor may request and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgageupon request. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, the Tenant, subordinate its mortgage to this Lease, and thereupon the interest of the Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording filing thereof or otherwise.

Appears in 1 contract

Samples: Lease (Inverness Medical Innovations Inc)

Mortgagee’s Rights. This Subordination; Estoppel Certificate Tenant accepts this Lease is and shall be subject and subordinate to any mortgage (and to any amendmentsground lease, extensionsmortgage, increasesdeed of trust or other lien presently existing or hereafter arising upon the Premises, refinancing or restructuring thereof) of the Property, upon the Building or the PremisesProperty and to any renewals, whether modifications, refinancings and extensions thereof, but Tenant agrees that any such mortgage is filed prior mortgagee shall have the right at any time to subordinate such mortgage, deed of trust or subsequent other lien to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any on such mortgage is hereinafter called the “Mortgagee”). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, conditions as such mortgagee may deem appropriate in foreclosing against or taking possession its discretion. The provisions of the Premises or otherwise exercising its rights under such foregoing sentence shall be self operative and no further instrument of subordination shall be required. However, Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any mortgage, terminate deed of trust or other lien now existing or hereafter placed upon the Premises, or the Building or the Property and Tenant agrees within ten (10) days after written demand to execute such further instruments subordinating this Lease or disturb Tenant’s possession of attorning to the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant of any default by Landlord in its obligations shall be valid, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason holder of any such defaultliens as Landlord may request. If Tenant fails to execute any subordination or other agreement required by this Section promptly as requested, unless Tenant first gives hereby irrevocably constitutes Landlord as its attorney in fact to execute such notice instrument in Tenant’s name, place and stead, it being agreed that such power is coupled with an interest in Landlord and is accordingly irrevocable. Tenant agrees that it shall from time-to-time furnish within ten (10) days after so requested by Landlord, a certificate signed by Tenant certifying as to such Mortgagee matters as may be reasonably requested by Landlord, and provides Tenant’s failure to furnish such Mortgagee with reasonable time after certificate within the aforesaid 10-day period shall be deemed to constitute Tenant’s certification of the matters set forth in the certificate as furnished to Tenant. Any such notice to cure such default. Tenant shall and does hereby agreecertificate may be relied upon by any ground lessor, upon default by Landlord prospective purchaser, secured party, mortgagee or any beneficiary under any mortgage, to attorn to and recognize deed of trust on the Mortgagee Building or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor to the Property or any part thereof or interest of Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgage. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, Tenant, subordinate its mortgage to this Lease, and thereupon the interest of Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. delivery or recording thereof or otherwisetherein.

Appears in 1 contract

Samples: Champions Biotechnology, Inc.

Mortgagee’s Rights. (a) This Lease is and shall be subject and subordinate (i) to any mortgage (ground lease, mortgage, deed of trust or other security interest now encumbering all or any portion of the Property and to all advances which may be hereafter made, to the full extent of all debts and charges secured thereby and to all renewals or extensions of any part thereof, and to any amendmentsground lease, extensionsmortgage, increases, refinancing deed of trust or restructuring thereof) other security interest which any owner of all or any portion of the Property, the Building or the Premises, whether such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter called the “Mortgagee”). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee Property may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant of any default by Landlord in its obligations shall be valid, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor to the interest of Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgage. Any Mortgagee mayhereafter, at any time, by giving written notice to, elect to place on the Property; (ii) to any assignment of Landlord’s interest in the leases and without any further consent from, Tenant, subordinate its mortgage to rents from the Building or Property which includes this Lease, which now exists or which any owner of all or any portion of the Property may hereafter, at any time, elect to place on the Property; and thereupon (iii) to any Uniform Commercial Code Financing Statement covering the interest personal property rights of Landlord or any owner of all or any portion of the Property which now exists or which any owner of all or any portion of the Property may hereafter, at any time, elect to place on the foregoing personal property (all of the foregoing instruments set forth in (i), (ii) and (iii) above being hereafter collectively referred to as “Security Documents”). Tenant agrees upon request of the holder of any Security Documents (“Holder”) to hereafter execute any documents which Landlord or Holder may reasonably deem necessary to evidence the subordination of this Lease to the Security Documents. If Tenant fails to execute any such requested documents within ten (10) business days after an initial request therefor, and three (3) business days following a subsequent request therefor (which second (2nd) notice must specify that failure to respond may constitute a Default), Landlord or Holder is hereby empowered to execute such documents in the name of Tenant evidencing such subordination, as the act and deed of Tenant, and this authority is hereby declared to be coupled with an interest and not revocable; additionally, at Landlord’s option, such failure will be deemed a Default under this Lease shall automatically be deemed to be prior to without the lien necessity of such mortgage without regard to additional notice or the relative dates passage of execution. delivery or recording thereof or otherwiseadditional grace periods.

Appears in 1 contract

Samples: Office Lease Agreement (Velti PLC)

Mortgagee’s Rights. This The Tenant hereby agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing refinancings or restructuring restructurings thereof) of the Property, the Building or the Premises, whether or not such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter being in this Lease sometimes called the "Mortgagee"). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage Mortgage filed subsequent to the execution and delivery hereof; provided, that (i) hereof by only if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include either the obligation to pay any fee Mortgagee agrees in a recordable writing or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use such mortgage provides that, for so long as there exists no default beyond applicable grace periods Terminable Default under this Lease by on the part of the Tenant, and subject to such the Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, will not join the Tenant in any foreclosure proceedings (except to the extent required by law) and will not terminate this Lease (except as provided herein) or disturb the Tenant’s 's possession of the Premises hereunder, hereunder in customary form or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit will make insurance proceeds available as and to the rights or increase the obligations of Tenant under this Leaseextent provided in Paragraph 8. The Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as the Landlord or any such Mortgagee may from time to time reasonably require, such instrument(s) to require the approval of the Tenant which approval the Tenant shall not unreasonably withhold. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no No notice from the Tenant of any default by the Landlord in its obligations shall be valid, and the Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless the Tenant first gives such notice to such Mortgagee all Mortgagees of whom Tenant has been given notice and provides such Mortgagee Mortgagees with reasonable time the same period(s) for cure as are available to the Landlord after such notice within which to cure such default. The Tenant shall and does hereby agree, upon default by the Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written at its request from a as successor to the interest of the Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, which shall nevertheless be self-operative and automatically effective, as the Mortgagee or such successor may request and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease upon request. In such event, the Tenant shall continue in full force and effect as a direct lease between not be liable to the Landlord for any payment made to such Mortgagee. By any such request, such Mortgagee or successor shall be deemed and Tenant. Tenant may comply construed without further agreement to have assumed and agreed to carry out and perform all covenants and obligations of the Landlord under this Lease thereafter arising, subject, however, to the provisions of Paragraph 27 and provided the Landlord shall remain liable under the Lease with the instructions given it Mortgagee (if applicable) and/or its successor concerning those duties required by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgageParagraph 27. Any Mortgagee may, at any time, by giving written notice to, to and without any further consent from, from the Tenant, subordinate its mortgage to this Lease, and thereupon the interest of the Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording thereof or otherwise. In connection herewith, the Tenant acknowledges that any Mortgagee reserves the right to use whatever reasonable format of a nondisturbance agreement it might elect to employ and therefore the Landlord does not warrant or otherwise represent what the precise provisions of that instrument might be or what the same might provide. Notwithstanding the foregoing, any Subordination and Nondisturbance Agreement prepared by the Mortgagee and presented to the Tenant for execution shall include a provision that the Tenant's possession shall not be disturbed and the Mortgagee shall abide by the terms and conditions of this Lease if the Tenant is then in compliance with the terms of this instrument [to wit: not in default beyond applicable notice and cure periods] and continues to abide by the terms and conditions of the same. The costs of recording any such nondisturbance agreement shall be borne by the Tenant. Landlord warrants and represents that (i) there is no Mortgage affecting the Property as of this date and (ii) there is no ground lease affecting the Property. Landlord agrees to notify Tenant in writing of the name and address of any future Mortgagee.

Appears in 1 contract

Samples: Adaptive Broadband Corp

Mortgagee’s Rights. This The Tenant hereby agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of the Property, the Building or the Premises, whether or not such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter being in this Lease sometimes called the "Mortgagee"). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) hereof but only if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include either the obligation to pay any fee Mortgagee agrees in writing or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use such mortgage provides that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, the Tenant not cured within applicable periods of notice and subject to such Mortgagee’s customary exceptions and qualificationsgrace, the Mortgagee will be bound by the terms of this Lease and will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb the Tenant’s 's possession of the Premises hereunder, hereunder or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Leaseimport. The Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as the Landlord or any such Mortgagee may from time to time reasonably require. Provided that the Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from the Tenant of any default by the Landlord in its obligations shall be valid, and the Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless the Tenant first gives such notice to such Mortgagee all Mortgagees (which have provided Tenant with notice of its mortgage) and provides such Mortgagee Mortgagees with reasonable time after such notice to cure such default, provided that, such Mortgagees shall be bound by any applicable cure periods specified in this Lease. The Tenant shall and does hereby agree, upon default by the Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure salesale so long as such mortgagee or other party agrees to be bound by the Landlord's obligations under this Lease, upon receipt of written at its request from a as successor to the interest of the Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, which shall nevertheless be self-operative and automatically effective, as the Mortgagee or such successor may request and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgageupon request. Any Mortgagee may, at any time, by be giving written notice to, and without any further consent from, the Tenant, subordinate its mortgage to this Lease, and thereupon the interest of the Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording thereof or otherwise.

Appears in 1 contract

Samples: Navisite Inc

Mortgagee’s Rights. This (a) Tenant agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of the Property, the Building or the Premises, whether such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter called the “Mortgagee”). The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant of any default by Landlord in its obligations shall be valid, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, deed of trust or other security interest now encumbering the Property and to attorn all advances which may be hereafter made, to the full extent of all debts and recognize charges secured thereby and to all renewals or extensions of any part thereof, and, subject to the Mortgagee or anyone else claiming under such delivery of an SNDA (as defined below), to any mortgage, including a purchaser at a foreclosure sale, upon receipt deed of written request from a successor to trust or other security interest which any owner of the interest of Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case Property may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgage. Any Mortgagee mayhereafter, at any time, elect to place on the Property; (ii) any assignment of Landlord's interest in the leases and rents from the Building or Property which includes the Lease which now exists or which any owner of the Property may hereafter, at any time, elect to place on the Property; and (iii) any Uniform Commercial Code Financing Statement covering the personal property rights of Landlord or any owner of the Property which now exists or any owner of the Property may hereafter, at any time, elect to place on the foregoing personal property (all of the foregoing instruments set forth in (i), (ii) and (iii) above being hereafter collectively referred to as "Security Documents"). Tenant agrees upon request of the holder of any Security Documents ("Holder") to hereafter execute any documents which the counsel for Landlord or Holder may reasonably deem necessary to evidence the subordination of the Lease to the Security Documents in a commercially reasonable, industry typical form (in each instance, an "SNDA"). Landlord agrees that Tenant shall not have the obligation to execute any SNDA that does not contain an obligation by giving written notice tothe Holder of the relevant Security Document not to disturb the possession of Tenant of the Premises so long as Tenant observes and performs all of its obligations under this Lease. Within ten (10) days after request therefor, if Tenant fails to execute any such requested documents meeting the requirements of this paragraph, Landlord or Holder is hereby empowered to execute such documents in the name of Tenant evidencing such subordination, as the act and deed of Tenant, and without any further consent from, this authority is hereby declared to be coupled with an interest and not revocable. For the benefit of Tenant, subordinate its mortgage Landlord agrees to use commercially reasonable efforts to seek and obtain, as soon as reasonably possible following the execution of this Lease, and thereupon an SNDA meeting the interest above requirements from the Holder of Tenant under this Lease shall automatically be deemed to be prior to any Security Document now encumbering the lien of such mortgage without regard to the relative dates of execution. delivery or recording thereof or otherwiseProperty.

Appears in 1 contract

Samples: Industrial Lease Agreement (Altigen Communications Inc)

Mortgagee’s Rights. This The Tenant hereby agrees that this Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing refinancings or restructuring restructurings thereof) of the Property, the Building or the Premises, whether or not such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter being in this Lease sometimes called the "Mortgagee"). Landlord shall endeavor to obtain a subordination, non-disturbance and attornment agreement from the holder of any existing mortgage, in form and substance reasonably satisfactory to Tenant and Mortgagee. The foregoing subordination shall be self-operative and automatically effective as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) hereof only if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include either the obligation to pay any fee Mortgagee agrees in writing or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use such mortgage provides that, for so long as there exists no default beyond applicable grace periods under this Lease by the Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb the Tenant’s 's possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease"nondisturbance agreement"). The Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments in form reasonably satisfactory to Tenant and such Mortgagee confirming and evidencing the foregoing subordination as the Landlord or any such Mortgagee may from time to time reasonably require. In addition, the Tenant shall have no obligations hereunder until the Landlord delivers to the Tenant a nondisturbance agreement duly executed by any existing mortgagee. Provided that the Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from the Tenant of any default by the Landlord in its obligations shall be valid, and the Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise under law by reason of any such defaultdefault (it being understood that no such remedy exists, or is implied by reason of this provision, under this Lease), unless the Tenant first gives such notice to such Mortgagee any Mortgagees and provides such Mortgagee Mortgagees with reasonable time sixty (60) days after such notice to cure such default, or if such default is not reasonably susceptible of cure by Mortgagees (as in the case of the need to obtain possession of or right of entry into or upon the Premises) in sixty (60) days, with such longer period of time as is reasonably necessary to cure such default, provided efforts to effectuate such cure are commenced within sixty (60) days and thereafter prosecuted to completion with reasonable diligence. The Tenant shall and does hereby agree, upon default by the Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written at its request from a as successor to the interest of the Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, which shall nevertheless be self-operative and automatically effective, as the Mortgagee or such successor may request and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s default under the subject mortgageupon request. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, the Tenant, subordinate its mortgage to this Lease, and thereupon the interest of the Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. , delivery or recording filing thereof or otherwise.

Appears in 1 contract

Samples: Commencement Date Agreement (Cidra Corp)

Mortgagee’s Rights. This Lease is and shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of the Property, the Building or the Premises, whether such mortgage is filed prior or subsequent to the execution, delivery or the recording of this Lease or any notice hereof (the holder from time to time of any such mortgage is hereinafter called the "Mortgagee"). The foregoing subordination shall be self-operative and automatically effective as a to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) if Tenant so requests, Landlord shall use commercially reasonable efforts (which shall not include the obligation to pay any fee or charge or to agree to any less favorable terms or conditions in the secured indebtedness) to obtain for the benefit of Tenant an agreement from any future or existing Mortgagee on its standard form then in use that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, and subject to such Mortgagee’s customary exceptions and qualifications, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant’s 's possession of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise unreasonably restrict or limit the rights or increase the obligations of Tenant under this Lease. Tenant hereby agrees to execute, acknowledge and deliver in recordable form such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee may from time to time reasonably require. Provided that Tenant has been provided with written notice of such mortgage and appropriate addresses to which notice should be sent, no notice from Tenant of any default by Landlord in its obligations shall be valid, and Tenant shall not attempt to terminate this Lease, withhold Basic Rent or Additional Rent or exercise any other remedy which may arise by reason of any such default, unless Tenant first gives such notice to such Mortgagee and provides such Mortgagee with reasonable time after such suc notice to cure such default. Tenant shall and does hereby agree, upon default by Landlord under any mortgage, to attorn to and recognize the Mortgagee or anyone else claiming under such mortgage, including a purchaser at a foreclosure sale, upon receipt of written request from a successor to the interest of Landlord under this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make payments of Basic Rent and Additional Rent hereunder directly to the Mortgagee or any such successor, as the case may be, provided that this Lease shall continue in full force and effect as a direct lease between such Mortgagee or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor without the need to verify Landlord’s 's default under the subject mortgage. Any Mortgagee may, at any time, by giving written notice to, and without any further consent from, Tenant, subordinate its mortgage to this Lease, and thereupon the interest of Tenant under this Lease shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. delivery or recording thereof or otherwise.

Appears in 1 contract

Samples: Lease (Focus Enhancements Inc)

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