Common use of Priority of Encumbrances Clause in Contracts

Priority of Encumbrances. This Lease is subordinate to any ground lease, mortgage, deed of trust or any other hypothecation for security now or hereafter placed upon the real property of which the Leased Premises are a part and to any and all advances made on the security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof. If any mortgagee, trustee or ground lessor shall elect to have this Lease prior to the lien of its mortgage, deed of trust or ground lease, and shall give written notice thereof to Tenant, this Lease shall be deemed prior to such mortgage, deed of trust or ground lease, whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. Landlord has informed Tenant that the Complex is encumbered by an existing deed of trust (“Existing Deed of Trust”). At Tenant’s sole cost and expense, Landlord shall request the beneficiary (or its servicer) of the Existing Deed of Trust that encumbers the Complex as of the date hereof to issue such beneficiary’s standard subordination, non-disturbance and attornment agreement (“SNDA”). Landlord shall only make the request and follow the procedure required by the beneficiary of the Existing Deed of Trust, but it shall not require Landlord to incur any cost, expense or liability to obtain such SNDA, including the payment of any administrative processing or legal fee that may be charged the such beneficiary and the fee for such lender’s outside legal counsel to prepare such document. Tenant shall be responsible for payment of any fees, costs and charges, including fees for such lender’s legal counsel. Obtaining the SNDA is not a condition precedent or subsequent to this Lease. The failure of such beneficiary to issue its SNDA shall not be a breach or default by Landlord nor relieve Tenant of any of its obligations under the Lease.

Priority of Encumbrances. This Lease is subordinate to any ground lease, mortgage, deed of trust or any other hypothecation for security now or hereafter placed upon the real property of which the Leased Premises are a part and to any and all advances made on the security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof. If any mortgagee, trustee or ground lessor shall elect to have this Lease prior to the lien of its mortgage, deed of trust or ground lease, and shall give written notice thereof to Tenant, this Lease shall be deemed prior to such mortgage, deed of trust or ground lease, whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. Landlord has informed shall use commercially reasonable efforts to provide Tenant that the Complex is encumbered by an existing deed of trust (“Existing Deed of Trust”). At Tenant’s sole cost and expensewith a non-disturbance, Landlord shall request the beneficiary (or its servicer) of the Existing Deed of Trust that encumbers the Complex as of the date hereof to issue such beneficiary’s standard subordination, non-disturbance and attornment agreement (“SNDA”)in favor of Tenant from any existing current mortgagee, beneficiary or ground or underlying lessor with an interest in the Building. Landlord Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall only make provide that, so long as Tenant is paying the request rent due under the Lease and follow is not otherwise in default under the procedure required by Lease beyond any applicable cure period, its right to possession and the beneficiary other terms of the Existing Deed Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of Trustthe mortgagee, but it beneficiary or ground or underlying lessor, including, without limitation, additional time on behalf of the mortgagee, beneficiary or ground or underlying lessor to cure defaults of the Landlord and provide that (a) neither mortgagee, beneficiary or ground or underlying lessor nor any successor-in-interest thereto shall not require Landlord to incur be bound by (i) any cost, expense or liability to obtain such SNDA, including the payment of the Minimum Monthly Rent, additional rent, or other sum due under this Lease for more than one (1) month in advance of the due date thereof or (ii) any administrative processing amendment or legal fee that modification of the Lease made without the express written consent of mortgagee, beneficiary or ground or underlying lessor or any successor-in-interest thereto; (b) neither mortgagee, beneficiary, ground or underlying lessor nor any successor-in-interest thereto will be liable for (i) any act, omission, representation or warranties of any prior landlord (including Landlord), (ii) the breach of any representations, warranties or other obligations relating to construction of improvements in the Building or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by mortgagee, beneficiary or ground or underlying lessor, as the case may be charged the such be; and (c) neither mortgagee, beneficiary and the fee for such lender’s outside legal counsel to prepare such document. Tenant or ground or underlying lessor nor any successor-in-interest thereto shall be responsible for payment of subject to any fees, costs and charges, offsets or defenses which Tenant might have against any prior landlord (including fees for such lender’s legal counsel. Obtaining the SNDA is not a condition precedent or subsequent to this Lease. The failure of such beneficiary to issue its SNDA shall not be a breach or default by Landlord nor relieve Tenant of any of its obligations under the LeaseLandlord).

Priority of Encumbrances. This Lease is subordinate to any ground lease, mortgage, deed of trust or any other hypothecation for security now or hereafter placed upon the real property of which the Leased Premises are a part and to any and all advances made on the security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof. If any mortgagee, trustee or ground lessor shall elect to have this Lease prior to the lien of its mortgage, deed of trust or ground lease, and shall give written notice thereof to Tenant, this Lease shall be deemed prior to such mortgage, deed of trust or ground lease, whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. Landlord has informed Tenant that the Complex is encumbered by an existing shall request from any current or future beneficiary of a deed of trust (“Existing Deed of Trust”). At Tenant’s sole cost and expense, Landlord shall request the beneficiary (or its servicer) of the Existing Deed of Trust that encumbers encumbering the Complex as the execution of the date hereof to issue a written “subordination, attornment and non-disturbance agreement” in favor of Tenant on such beneficiary’s standard subordination, non-disturbance and attornment agreement form (the “SNDA”), providing that so long as Tenant is not in default under this Lease beyond any applicable grace period, this Lease will not be terminated by such beneficiary, except as expressly provided in this Lease for a casualty or condemnation. Landlord shall only make will pay the initial administrative or processing fee charged by such beneficiary or its servicer to process the request and follow for the procedure required by the beneficiary of the Existing Deed of Trust, but it shall not require Landlord SNDA. Landlord’s sole obligation is to incur any cost, expense or liability request such SNDA. The failure to obtain such SNDA, including the payment of any administrative processing or legal fee that may be charged the such beneficiary and the fee for such lender’s outside legal counsel to prepare such document. Tenant shall be responsible for payment of any fees, costs and charges, including fees for such lender’s legal counsel. Obtaining the SNDA is not a condition precedent or subsequent to this Lease. The failure of such beneficiary to issue its SNDA shall not be a breach or default by Landlord nor relieve Tenant of or a condition to any of its Tenant’s obligations under the this Lease.

Priority of Encumbrances. This Lease is subordinate to any ground lease, mortgage, deed of trust or any other hypothecation for security now or hereafter placed upon the real property of which the Leased Premises are a part and to any and all advances made on the security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof. If any mortgagee, trustee or ground lessor shall elect to have this Lease prior to the lien of its mortgage, deed of trust or ground lease, and shall give written notice thereof to Tenant, this Lease shall be deemed prior to such mortgage, deed of trust or ground lease, whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. Landlord has informed Tenant that the Complex is currently encumbered by an existing deed of trust (“Existing Deed of Trust”)trust. At Tenant’s sole cost and expense, Landlord shall request the beneficiary (or its servicer) of the Existing Deed existing deed of Trust trust that encumbers the Complex as of the date hereof to issue such beneficiary’s its standard subordination, non-disturbance and attornment agreement (“SNDA”), pursuant to which such beneficiary agrees to recognize this Lease in the event of default under such Security Instrument or sale under such existing deed of trust, so long as Tenant is not in default hereunder beyond all applicable notice and cure periods. Landlord shall only make the Landlord’s sole obligation under this section is to request such SNDA. Tenant is responsible for paying all costs and follow the procedure required expenses charged by the such beneficiary of the Existing Deed of Trust, but it shall not require Landlord to incur any cost, expense and its servicer or liability to obtain such SNDA, including including, without limitation, the payment of any administrative processing or legal fee that may be charged the such beneficiary lender attorneys’ fees and the fee for such lender’s outside legal counsel to prepare such document. Tenant shall be responsible for payment of any fees, costs and charges, including fees for such lender’s legal counseldisbursements. Obtaining the SNDA is not a condition precedent or subsequent to this the Lease. The failure of such beneficiary to issue its SNDA shall not be a breach or default by Landlord nor relieve Tenant of any of its obligations under the this Lease.