Common use of Mortgages; Collateral Assignments; Non-Disturbance Clause in Contracts

Mortgages; Collateral Assignments; Non-Disturbance. Subject to Article XI, Owner shall have the right to grant a Mortgage or Security Interest to a Lender in connection with any Financing, and to assign to any Lender as collateral security for any Financing, all of Owner’s right, title and interest in and to this Agreement. Promptly following execution of any such Financing Documents, Owner shall provide Manager a true and complete copy of all such Financing Documents. Owner shall cause any Lender under a Financing Document and any lessor under the Ground Lease to enter into a Non-Disturbance Agreement in a form acceptable to Manager, in its reasonable discretion, which explicitly provides that such Lender or lessor may not terminate Manager under this Agreement, under any circumstance except to the extent Manager may be terminated in accordance with the terms of this Agreement, irrespective of whether the Financing or Ground Lease is in default or has been foreclosed upon or the Lender or lessor has acquired all or a portion of the Managed Facilities or Premises by deed-in-lieu of foreclosure. Any foreclosure or realization on a Financing Document or the Ground Lease or that results in a transfer of all or a substantial portion of the Managed Facilities, the Premises, the Ground Lease, this Agreement or Manager’s rights hereunder other than for security purposes shall be subject to the transfer provisions set forth under Article XI of this Agreement.

Mortgages; Collateral Assignments; Non-Disturbance. Subject to Article XI, Owner shall have the right to grant a Mortgage or Security Interest to a Lender in connection with any Financing, and to assign to any Lender as collateral security for any Financing, all of Owner’s right, title and interest in and to this Agreement. Promptly following execution of any such Financing Documents, Owner shall provide Manager a true and complete copy of all such Financing Documents. Owner shall cause any Lender under a Financing Document and any lessor under the Ground Lease to enter into a Non-Disturbance Agreement in a form acceptable to Manager, in its reasonable discretion, which explicitly provides that such Lender or lessor may not terminate Manager under this Agreement, under any circumstance except to the extent Manager may be terminated in accordance with the terms of this Agreement, irrespective of whether the Financing or Ground Lease is in default or has been foreclosed upon or the Lender or lessor has acquired all or a portion of the Managed Facilities or Premises by deed-in-lieu of foreclosure. Any foreclosure or realization on a Financing Document or the Ground Lease or that results in a transfer of all or a substantial portion of the Managed Facilities, the Premises, the Ground Lease, this Agreement or Manager’s rights hereunder other than for security purposes shall be subject to the transfer provisions set forth under Article XI of this Agreement.

Mortgages; Collateral Assignments; Non-Disturbance. Subject to Article XI, Owner shall have the right to grant a Mortgage or Security Interest to a Lender in connection with any Financing, and to assign to any Lender as collateral security for any Financing, all of Owner’s right, title and interest in and to this Agreement. Promptly following execution of any such Financing Documents, Owner shall provide Manager a true and complete copy of all such Financing Documents. Owner shall cause any Lender under a Financing Document and any lessor under the Ground Lease to enter into a Non-Disturbance Agreement in a form acceptable to Manager, in its reasonable discretion, which explicitly provides that such Lender or lessor may not terminate Manager under this Agreement, under any circumstance except to the extent Manager may be terminated in accordance with the terms of this Agreement, irrespective of whether the Financing or Ground Lease is in default or has been foreclosed upon or the Lender or lessor has acquired all or a portion of the Managed Facilities or Premises by deed-in-lieu of foreclosure. Any foreclosure or realization on a Financing Document or the Ground Lease or that results in a transfer of all or a substantial portion of the Managed Facilities, the Premises, the Ground Lease, this Agreement or Manager’s rights hereunder other than for security purposes shall be subject to the transfer provisions set forth under Article XI of this Agreement.. 702580413 11172554 44

Mortgages; Collateral Assignments; Non-Disturbance. Subject to Article XI, Owner shall have the right to grant a Mortgage or Security Interest to a Lender in connection with any Financing, and to assign to any Lender as collateral security for any Financing, all of Owner’s right, title and interest in and to this Agreement. Promptly following execution of any such Financing Documents, Owner shall provide Manager a true and complete copy of all such Financing Documents. Owner shall cause any Lender under a Financing Document and any lessor under the Ground Lease to enter into a Non-Disturbance Agreement in a form acceptable to Manager, in its reasonable discretion, which explicitly provides that such Lender or lessor may not terminate Manager under this Agreement, under any circumstance except to the extent Manager may be terminated in accordance with the terms of this Agreement, irrespective of whether the Financing or Ground Lease is in default or has been foreclosed upon or the Lender or lessor has acquired all or a portion of the Managed Facilities or Premises by deed-in-lieu of foreclosure. Any foreclosure or realization on a Financing Document or the Ground Lease or that results in a transfer of all or a substantial portion of the Managed Facilities, the Premises, the Ground Lease, this Agreement or Manager’s rights hereunder other than for security purposes shall be subject to the transfer provisions set forth under Article XI of this Agreement.