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 a to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) Landlord shall obtain for the benefit of Tenant an agreement from any future Mortgagee that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, 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 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 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 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.

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 a as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) Landlord shall obtain for hereof only if either the benefit of Tenant an agreement from any future Mortgagee agrees in writing or such mortgage provides that, for so long as there exists no material default beyond applicable grace periods under this Lease by the Tenant, 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 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 suc 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.

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 a as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) Landlord shall obtain for hereof but only if either the benefit of Tenant an agreement from any future Mortgagee agrees in writing or such mortgage provides that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenantthe Tenant not cured within applicable periods of notice and grace, 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 possession of the Premises hereunder, hereunder or words of similar import and (ii) such subordination shall not otherwise 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 suc 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.

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 a as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) Landlord shall obtain for hereof but only if either the benefit of Tenant an agreement from any future Mortgagee agrees in writing or such mortgage provides that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenantthe Tenant not cured within applicable periods of notice and grace, 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 possession of the Premises hereunder, hereunder or words of similar import and (ii) such subordination shall not otherwise 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 suc 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.

Mortgagee’s Rights. This Lease is Upon receipt of a notice or demand in accordance with Section 10.1 above, Mortgagee shall have one hundred and twenty (120) days after receipt of such notice within which, at Mortgagee's election, either: A. To cure the default if it can be cured by the payment or expenditure of money; B. To perform such other action as may be necessary to cure the default; C. If the default cannot be cured within one hundred and twenty (120) days, to commence performance within such one hundred twenty (120) day period and thereafter diligently prosecute same to completion, in which event, the default will have been deemed to have been cured; or D. To institute foreclosure proceedings and prosecute same diligently to conclusion. E. No notice of a default by Lessee hereunder given by Lessor shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of effective against a Mortgagee that has provided Lessor the Property, the Building or the Premises, whether such mortgage is filed prior or subsequent to the execution, delivery or the recording information specified in Section 10.01 of this Lease or unless Lessor has given a copy of it to such Mortgagee. F. No Mortgagee shall have 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 a to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) Landlord shall obtain for the benefit of Tenant an agreement from any future Mortgagee that, for so long as there exists no default beyond applicable grace periods personal liability under this Lease by Tenant, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights unless and until it becomes Lessee under such mortgage, terminate this Lease through foreclosure or disturb Tenant's possession by other deed or assignment in lieu of the Premises hereunder, or words of similar import and (ii) such subordination shall not otherwise 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 suc notice to cure such default. Tenant shall and does hereby agreeforeclosure. G. The Lessor will, upon default request by Landlord under any mortgageMortgagee, 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 certify 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 writing that this Lease shall continue is in full force and effect effect, whether this Lease has been amended, that to Lessor’s knowledge Lessee is not in default, and the date through which rent has been paid. H. If this Lease and the fee estate in the Premises are ever commonly held as a direct lease between result of a default by Lessee, then they shall remain separate and distinct estates and shall not merge until such time as all cure periods for Mortgagee specified in this Lease have expired. I. This Lease may not be amended, modified, changed, cancelled, waived, or successor and Tenant. Tenant may comply with the instructions given it by such Mortgagee or successor terminated without the need to verify Landlord's default under the subject mortgage. Any Mortgagee may, at any time, by giving prior written notice to, and to all Mortgagees. Lessor shall not accept a voluntary surrender of the Lease 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 otherwiseby all Mortgagees.

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 a 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) Landlord shall obtain for the benefit of Tenant an agreement from any future Mortgagee non-disturbance and attornment which provides that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenantthe Tenant not cured within applicable periods of notice and grace, 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 possession of the Premises hereunder, hereunder or words of similar import import, and (ii) such subordination shall not otherwise 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 suc 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.

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 a to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) Landlord shall obtain for the benefit of Tenant an agreement from any future Mortgagee 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 attornment agreement (or equivalent document) in the form attached as Exhibit D or such other form as Tenant and 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 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 suc 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.

Mortgagee’s Rights. This Lease is and shall be subject and subordinate to (a) So long as any such ground lease, trust deed or mortgage (and to remains a lien on any amendments, extensions, increases, refinancing or restructuring thereof) portion of the PropertyShopping Center, Tenant agrees, simultaneously with the Building or the Premisesgiving of any notice to Landlord which is required to be given by this Lease, whether such mortgage is filed prior or subsequent to give a duplicate copy thereof to the executionrespective ground lessor, delivery mortgagee or the recording of this Lease or any notice hereof (the holder from time trustee. Landlord agrees to time notify Tenant of any ground lessor, mortgagee or trustee to whom such mortgage is hereinafter called notice must be sent. Further, Tenant agrees that if Landlord defaults in its performance of any of the "Mortgagee"). The foregoing subordination shall be self-operative and automatically effective a to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) Landlord shall obtain for the benefit of Tenant an agreement from any future Mortgagee that, for so long as there exists no default beyond applicable grace periods covenants under this Lease by Tenant, the Mortgagee will not, in foreclosing against or taking possession of the Premises or otherwise exercising its rights under and if 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 restrict or limit the rights or increase the obligations of default entitles 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 the ground lessor, mortgagee or Additional Rent or exercise trustee may cure said default within a reasonable period of time beyond any other remedy which may arise by reason time period required of Landlord, and, if necessary, be permitted entry upon the Premises for the purpose of curing any such default. The giving of any such default, unless Tenant first gives such notice to such Mortgagee Landlord shall not be properly given under the terms of this Lease and provides such Mortgagee with reasonable time after suc notice to cure such default. Tenant shall be of no force 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 effect until a purchaser at a foreclosure sale, upon receipt of written request from a successor duplicate copy thereof is also given to the interest of Landlord under ground lessor, mortgagee or trustee pursuant to this Section 19.02. (b) The parties hereto mutually agree that so long as any ground lease, mortgage or trust deed is a lien upon the Premises, they will not reduce the rents below that provided for in this Lease, to execute, acknowledge and deliver in recordable form such evidence of this attornment, and to make provide for payments of Basic Rent and Additional Rent hereunder directly rent prior to the Mortgagee or any such successortime herein provided for, as the case may be, provided that nor terminate this Lease shall continue prior to the end of the term, except as otherwise provided 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, without first obtaining the written consent of the ground lessor, mortgagee or trustee, and thereupon that any such proposed modification or termination without the interest written consent of Tenant under this Lease said ground lessor, mortgagee or trustee shall automatically be deemed to be prior to the lien of such mortgage without regard to the relative dates of execution. delivery void as against said ground lessor, mortgagee, or recording thereof or otherwisetrustee.

Mortgagee’s Rights. This Lease is and (a) If Landlord shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of notify Tenant that the PropertyDemised Premises, the Building or the PremisesReal Estate are encumbered by a mortgage and in such notice set forth the name and address of the Mortgagee thereof, whether such mortgage is filed prior or subsequent then, notwithstanding anything to the executioncontrary, delivery or the recording of this Lease or any no notice hereof (the holder from time to time of any such mortgage is hereinafter called the "Mortgagee"). The foregoing subordination intended for Landlord shall be self-operative and automatically effective deemed properly given unless a copy thereof is simultaneously sent to any existing mortgage such Mortgagee by certified or mortgage filed subsequent registered mail, return receipt requested. Until further notice to the execution and delivery hereof; provided, that (i) Landlord shall obtain for the benefit of Tenant an agreement from any future Mortgagee that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, the Mortgagee will notnamed in Section 10.05(d) is a Mortgagee to which copies of notices shall be delivered. If any Mortgagee shall perform any obligation that Landlord is required to perform hereunder, in foreclosing against or taking possession such performance by Mortgagee, insofar as Tenant is concerned, shall be deemed performance on behalf of Landlord and shall be accepted by Tenant as if performed by Landlord. (b) Upon receipt from Mortgagee regarding notice that an event of default exists, Tenant is hereby authorized and instructed to pay directly to Mortgagee all rent thereafter accruing, and the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb receipt of rent by Mortgagee shall release Tenant's possession obligation by the amount paid. (c) Tenant will give to Mortgagee written notice of the Premises hereunder, or words of similar import each and (ii) such subordination shall not otherwise restrict or limit the rights or increase the obligations of Tenant every default by Landlord under this Lease. Tenant hereby agrees cannot exercise any remedies under the Lease unless Mortgagee fails to execute, acknowledge and deliver in recordable form cure such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee may from default within a reasonable period of time to time reasonably require. Provided that Tenant has been provided with written notice after receipt of such mortgage and appropriate addresses to which notice should be sentnotice, 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 provided Mortgagee has an obligation 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 suc notice duty to cure such default. . (d) 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 acknowledges receipt of written request from notice that the Building is encumbered by a successor mortgage held by Mortgagee to the interest of Landlord under this Lease, which copies shall be delivered pursuant 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 otherwiseParagraph 21.04.

Mortgagee’s Rights. This Lease is and (a) If Landlord shall be subject and subordinate to any mortgage (and to any amendments, extensions, increases, refinancing or restructuring thereof) of notify Tenant that the PropertyDemised Premises, the Building or the PremisesReal Estate are encumbered by a mortgage and in such notice set forth the name and address of the Mortgagee thereof, whether such mortgage is filed prior or subsequent then, notwithstanding anything to the executioncontrary, delivery or the recording of this Lease or any no notice hereof (the holder from time to time of any such mortgage is hereinafter called the "Mortgagee"). The foregoing subordination intended for Landlord shall be self-operative and automatically effective deemed properly given unless a copy thereof is simultaneously sent to any existing mortgage such Mortgagee by certified or mortgage filed subsequent registered mail, return receipt requested. Until further notice to the execution and delivery hereof; provided, that (i) Landlord shall obtain for the benefit of Tenant an agreement from any future Mortgagee that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenant, the Mortgagee will not, named in foreclosing against or taking possession Section 10.05(d) is a Mortgagee to which copies of the Premises or otherwise exercising its rights under such mortgage, terminate this Lease or disturb Tenant's possession of the Premises notices shall be delivered. If any Mortgagee shall perform any obligation that Landlord is required to perform hereunder, or words such performance by Mortgagee, insofar as Tenant is concerned, shall be deemed performance on behalf of similar import Landlord and shall be accepted by Tenant as if performed by Landlord. (iib) such subordination Upon receipt from Mortgagee regarding notice that an event of default exists, Tenant is hereby authorized and instructed to pay directly to Mortgagee all rent thereafter accruing, and the receipt of rent by Mortgagee shall not otherwise restrict or limit release Tenant’s obligation by the rights or increase the obligations amount paid. (c) Tenant will give to Mortgagee written notice of Tenant each and every default by Landlord under this Lease. Tenant hereby agrees cannot exercise any remedies under the Lease unless Mortgagee fails to execute, acknowledge and deliver in recordable form cure such instruments confirming and evidencing the foregoing subordination as Landlord or any such Mortgagee may from default within a reasonable period of time to time reasonably require. Provided that Tenant has been provided with written notice after receipt of such mortgage and appropriate addresses to which notice should be sentnotice, 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 provided Mortgagee has an obligation 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 suc notice duty to cure such default. . (d) 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 acknowledges receipt of written request from notice that the Building is encumbered by a successor mortgage held by Mortgagee to the interest of Landlord under this Lease, which copies shall be delivered pursuant 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 otherwiseParagraph 21.04.

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 a as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) Landlord shall obtain for hereof but only if either the benefit of Tenant an agreement from any future Mortgagee agrees in a recordable writing or 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, the Mortgagee will notMortgagee, 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 possession of the Premises hereunder, hereunder in customary form or words of similar import and (ii) such subordination shall not otherwise 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 suc 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.

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 a as to any existing mortgage or mortgage filed subsequent to the execution and delivery hereof; provided, that (i) Landlord shall obtain for hereof but only if either the benefit of Tenant an agreement from any future Mortgagee agrees in writing or such mortgage provides that, for so long as there exists no default beyond applicable grace periods under this Lease by Tenantthe Tenant not cured within applicable periods of notice and grace, 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 possession of the Premises hereunder, hereunder or words of similar import and (ii) such subordination shall not otherwise 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 suc 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.