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Common use of Mortgages of Leasehold Interest Clause in Contracts

Mortgages of Leasehold Interest. The Tenant may not mortgage and/or sublease its leasehold interest in the Demised Premises without the prior written consent of the Landlord. Additionally, the Tenant covenants that this Base Lease shall not be subordinated to any mortgage placed on the leasehold, nor shall the interests of the Landlord in the Demised Premises be subordinated to any mortgage placed on the leasehold; nor shall the Demised Premises be subject to attachment, levy and sale on account of any judgment, lien or claim whatsoever against the Tenant; provided, however, that any mortgagee under any leasehold mortgage consented to by the Landlord shall have the right under the leasehold mortgage to institute foreclosure proceedings to eliminate the interests of the Tenant and to succeed to the rights of the Tenant in the Demised Premises. The Landlord agrees that if the Landlord shall become entitled to serve a notice of termination to end the term of this Base Lease upon occurrence of any default by the Tenant, the Landlord will, before serving such notice of termination, give to any leasehold mortgagee a further notice that a specific default remains unremedied and that the Landlord is entitled to serve notice of termination and the leasehold mortgagee shall have the right to remedy such default within the period of sixty (60) days after the service of such notice. Nothing hereunder or in any leasehold mortgage shall limit the right of the Landlord to recover possession of the Demised Premises for nonpayment of the rent or other proceeding or remedy available to it at any time after the occurrence of a default hereunder and the expiration of the period of time within which a leasehold mortgagee shall be entitled to remedy such default pursuant to the terms of this Base Lease. Any failure by the Tenant or any subtenant to perform fully its obligation under any leasehold mortgage, which is not cured within any “cure period” provided therein, shall not be deemed a default under this Base Lease. The Landlord shall have the right to cure any default under any such leasehold mortgage and to exercise any other rights to which it may be entitled hereunder or by law. Either party shall, without charge, at any time and from time to time hereafter within ten (10) days after written request to the other, certify by written instrument duly executed and acknowledged to any leasehold mortgagee or proposed leasehold mortgagee or any other person, firm or corporation specified in such request; (a) as to whether this Base Lease has been supplemented or amended, and if so, the substance and manner of such supplement or amendment; (b) as to the validity and force and effect of this Base Lease in accordance with its terms; (c) as to the existence of any default hereunder; (d) as to the existence of any offsets, counterclaims or defenses thereto on the part of such other party; (e) as to the commencement and expiration dates of the terms of this Base Lease; or (f) as to any other matters as may be reasonably requested. Any such certificate may be relied upon by the party who requested it and any other person, firm or corporation to whom the same may be exhibited or delivered and the contents of such certificate shall be binding on the party executing the same. The Landlord agrees to consider in good faith any reasonable amendments hereto with regard to construction or permanent financing. As used herein, the term “leasehold mortgagee” shall include, but not be limited to, U.S. Bank National Association, the Trustee (the “Trustee”), in its capacity as trustee under the Trust Agreement between the Trustee and the University Center Public Facilities Corporation (the “Corporation”) dated as of July 1, 2020 (the “Trust Agreement”), and the Trust Agreement shall constitute a leasehold mortgage.

Appears in 2 contracts

Samples: Base Lease Agreement, Base Lease Agreement

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Mortgages of Leasehold Interest. 30.1 The Tenant may not mortgage and/or sublease its leasehold interest in the Demised Premises without the prior written consent of the Landlord. Additionally, the Tenant covenants that this Base Lease shall not be subordinated to any mortgage placed on the leasehold, nor shall the interests of the Landlord in the Demised Premises be subordinated to any mortgage placed on the leasehold; nor shall the Demised Premises be subject to attachment, levy and sale on account of any judgment, lien or claim whatsoever against the Tenant; provided, however, that any mortgagee under any leasehold mortgage consented to by the Landlord shall have the right under from time to time to mortgage, pledge, assign as security or charge this Lease and the leasehold mortgage to institute foreclosure proceedings to eliminate the interests interest of the Tenant created by it by way of leasehold mortgage and to succeed make the same by way of security, assignment of subleases and rents payable thereunder, and to extend, modify, renew or replace any such leasehold mortgage or assignment (for the rights purposes of Articles 30 and 31, a “Leasehold Mortgage”). 30.2 No Leasehold Mortgage shall be made unless the following conditions have been complied with: (a) the City shall be given prompt written notice of such Leasehold Mortgage together with the names and addresses of the leasehold mortgagee (for the purposes of Articles 30 and 31, a “Leasehold Mortgagee”); and (b) the Leasehold Mortgagee shall covenant with the City to be bound by all the covenants and obligations of the Tenant hereunder (including, without limitation, to be bound by the Operating Agreement) as such Leasehold Mortgagee upon entering into possession of the Tenant’s interest in the Demised Premises. The Landlord agrees Site; provided that if notwithstanding the Landlord shall foregoing or anything to the contrary contained in this Lease a Leasehold Mortgagee that has become entitled bound to serve a notice observe and perform the covenants of termination to end the term Tenant hereunder may at any time within three hundred sixty-six (366) days of this Base Lease upon occurrence of any default by the Tenant, the Landlord will, before serving such notice of termination, give to any leasehold mortgagee a further notice that a specific default remains unremedied and that the Landlord is entitled to serve notice of termination and the leasehold mortgagee shall have the right to remedy such default within the period of so being bound on sixty (60) days after prior written notice to the service of such notice. Nothing hereunder or in any leasehold mortgage shall limit the right of the Landlord to recover City surrender possession of the Demised Premises for nonpayment Tenant’s interest herein to the City and on so doing be relieved from its obligations to observe and perform the Tenant’s covenants hereunder, 30.3 Any Leasehold Mortgagee may enforce such Mortgage and acquire title to such leasehold estate in any lawful way and, without limitation, a Leasehold Mortgagee may, by its representative or by a receiver, as the case may be, take possession of and manage the Site in accordance with this Lease and the Operating Agreement, and, upon foreclosure of, or without foreclosure upon exercise of, any contractual or statutory power of sale under, such Mortgage may sell or assign the leasehold estate and the Leasehold Mortgagee shall be liable to perform the obligations imposed on the Tenant by this Lease and the Operating Agreement only so long as the Leasehold Mortgagee has ownership or possession of such leasehold estate. 30.4 Subject to the non-statutory waiver provision contained in section 33.10 of this Lease, the City agrees to execute and deliver such documents, assurances or agreements as the Leasehold Mortgagee may reasonably require in order to protect its security interest so long as such amendments, documents, assurances or other agreements do not materially or adversely affect the City’s rights under the Operating Agreement, or to the receipt of the rent or other proceeding or remedy available to it at any time after the occurrence of a default hereunder and the expiration full amount of the period of time within which a leasehold mortgagee shall be entitled to remedy such default pursuant to the terms of this Base Lease. Any failure Rent and other monies payable by the Tenant to the City hereunder or any subtenant otherwise materially or adversely affect the City’s rights hereunder; provided however in the event the Leasehold Mortgagee wishes to perform fully use the Site for a business purpose other than in compliance with the Operating Agreement, then it is agreed that the City may, in its obligation sole discretion, terminate this Lease, or, permit the alternative business arrangement, in which case, Rent payable under any leasehold mortgage, which the Lease from and after the date of such change of use to the earlier of the end of the Term or the date the Site is not cured within any “cure period” provided thereinonce again used primarily for the purpose of the operation of a waste-to-biofuels facility in compliance with the Operating Agreement, shall not be deemed a default under this Base Lease. The Landlord shall have the right then current market rent for leasing similar lands in the City of Edmonton for uses that are the same uses then carried out on the Site and in the event the parties are unable to cure any default under any such leasehold mortgage and to exercise any other rights to which it may be entitled hereunder or by law. Either party shall, without charge, at any time and from time to time hereafter within ten (10) days after written request to the other, certify by written instrument duly executed and acknowledged to any leasehold mortgagee or proposed leasehold mortgagee or any other person, firm or corporation specified in such request; (a) agree as to whether this Base Lease has been supplemented or amended, and if so, such current market rent the substance and manner determination of such supplement or amendment; (b) as to the validity and force and effect of this Base Lease current market rent shall be determined in accordance with its terms; (c) as to the existence of any default hereunder; (d) as to the existence of any offsets, counterclaims or defenses thereto on the part of such other party; (e) as to the commencement and expiration dates of the terms Dispute Resolution provisions under Article 29 of this Base Lease; or (f) as to any other matters as may be reasonably requested. Any such certificate may be relied upon by the party who requested it and any other person, firm or corporation to whom the same may be exhibited or delivered and the contents of such certificate shall be binding on the party executing the same. The Landlord agrees to consider in good faith any reasonable amendments hereto with regard to construction or permanent financing. As used herein, the term “leasehold mortgagee” shall include, but not be limited to, U.S. Bank National Association, the Trustee (the “Trustee”), in its capacity as trustee under the Trust Agreement between the Trustee and the University Center Public Facilities Corporation (the “Corporation”) dated as of July 1, 2020 (the “Trust Agreement”), and the Trust Agreement shall constitute a leasehold mortgage.

Appears in 1 contract

Samples: Lease Agreement (Enerkem Inc.)

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Mortgages of Leasehold Interest. The Tenant may not mortgage and/or sublease its leasehold interest in the Demised Premises without the prior written consent of the Landlord. Additionally, the Tenant covenants that this Base Ground Lease shall not be subordinated to any mortgage placed on the leasehold, nor shall the interests of the Landlord in the Demised Premises be subordinated to any mortgage placed on the leasehold; nor shall the Demised Premises be subject to attachment, levy and sale on account of any judgment, lien or claim whatsoever against the Tenant; provided, however, that any mortgagee under any leasehold mortgage consented to by the Landlord shall have the right under the leasehold mortgage to institute foreclosure proceedings to eliminate the interests of the Tenant and to succeed to the rights of the Tenant in the Demised Premises. The Landlord agrees that if the Landlord shall become entitled to serve a notice of termination to end the term of this Base Ground Lease upon occurrence of any default by the Tenant, the Landlord will, before serving such notice of termination, give to any leasehold mortgagee a further notice that a specific default remains unremedied and that the Landlord is entitled to serve notice of termination and the leasehold mortgagee shall have the right to remedy such default within the period of sixty (60) days after the service of such notice. Nothing hereunder or in any leasehold mortgage shall limit the right of the Landlord to recover possession of the Demised Premises for nonpayment of the rent or other proceeding or remedy available to it at any time after the occurrence of a default hereunder and the expiration of the period of time within which a leasehold mortgagee shall be entitled to remedy such default pursuant to the terms of this Base Ground Lease. Any failure by the Tenant or any subtenant to perform fully its obligation under any leasehold mortgage, which is not cured within any “cure period” provided therein, shall not be deemed a default under this Base Ground Lease. The Landlord shall have the right to cure any default under any such leasehold mortgage and to exercise any other rights to which it may be entitled hereunder or by law. Either party shall, without charge, at any time and from time to time hereafter within ten (10) days after written request to the other, certify by written instrument duly executed and acknowledged to any leasehold mortgagee or proposed leasehold mortgagee or any other person, firm or corporation specified in such request; (a) as to whether this Base Ground Lease has been supplemented or amended, and if so, the substance and manner of such supplement or amendment; (b) as to the validity and force and effect of this Base Ground Lease in accordance with its terms; (c) as to the existence of any default hereunder; (d) as to the existence of any offsets, counterclaims or defenses thereto on the part of such other party; (e) as to the commencement and expiration dates of the terms of this Base Ground Lease; or (f) as to any other matters as may be reasonably requested. Any such certificate may be relied upon by the party who requested it and any other person, firm or corporation to whom the same may be exhibited or delivered and the contents of such certificate shall be binding on the party executing the same. The Landlord agrees to consider in good faith any reasonable amendments hereto with regard to construction or permanent financing. As used herein, the term “leasehold mortgagee” shall include, but not be limited to, U.S. Bank National Association, the Trustee (the “Trustee”), in its capacity as trustee under the Trust Agreement between the Trustee and the University Center Public Facilities Corporation (the “Corporation”) dated as of July 1, 2020 (the “Trust Agreement”), and the Trust Agreement shall constitute a leasehold mortgage.

Appears in 1 contract

Samples: Ground Lease Agreement

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