Common use of Priority of Encumbrances Clause in Contracts

Priority of Encumbrances. This Lease shall be subject and subordinate at all times to any and all ground leases and the lien of any and all mortgages and deeds of trust securing any amount or amounts whatsoever which may now exist or hereafter be placed on or against or encumbering the Building or on or against or encumbering Lessor's interest or estate therein ("Superior Leases and Mortgages"), all without the necessity of having further instruments executed by Tenant to effect such subordination; provided however, (i) with respect to that certain deed of trust encumbering the Building of record as of the date of this Lease in favor of Xxxxx Fargo Bank (the "Bank"), Lessor covenants to use commercially reasonable efforts (without any requirement to pay any fees to said lender or to initiate litigation) to cause the Bank to execute and deliver on or before the Delivery Date a non-disturbance agreement on the current form used by Bank in favor of Lessee, and (ii) with respect to any Superior Leases and Mortgages encumbering the Building after the date of this Lease, Lessee shall execute a subordination agreement, provided that the subordination of this Lease shall be conditioned upon such Lessor's mortgagee executing a non-disturbance agreement in favor of Lessee on the current form used by such lender. In the event of a foreclosure of any such mortgage or deed of trust or of any other action or proceeding for the enforcement thereof, or of any sale thereunder or in the event of a termination of any such ground lease, this Lease shall not be terminated or extinguished, nor shall the rights and possession of Lessee hereunder be disturbed, if no default then exists under this Lease, and Lessee shall attorn to the person who acquires Lessor's interest hereunder through any such mortgage or deed of trust.

Priority of Encumbrances. This Lease shall be subject and subordinate at all times to any and all ground leases and the lien of any and all mortgages and deeds of trust securing any amount or amounts whatsoever which may now exist or hereafter be placed on or against or encumbering the Building or on or against or encumbering Lessor's interest or estate therein ("Superior Leases and Mortgages"), all without the necessity of having further instruments executed by Tenant to effect such subordination; provided however, (i) with respect to that certain deed of trust encumbering the Building of record as of the date of this Lease in favor of Xxxxx Fargo Bank XXXXX FARGO (the "Bank"), Lessor covenants to use commercially reasonable efforts (without any requirement to pay any fees to said lender or to initiate litigation) to cause the Bank to execute and deliver on or before the Delivery Date a non-disturbance agreement on the current form used by Bank in favor of LesseeXxxxxx, and (ii) with respect to any Superior Leases and Mortgages encumbering the Building after the date of this Lease, Lessee shall execute a subordination agreement, provided that the subordination of this Lease shall be conditioned upon such LessorXxxxxx's mortgagee executing a non-disturbance agreement in favor of Lessee on the current form used by such lender. In the event of a foreclosure of any such mortgage or deed of trust or of any other action or proceeding for the enforcement thereof, or of any sale thereunder or in the event of a termination of any such ground lease, this Lease shall not be terminated or extinguished, nor shall the rights and possession of Lessee hereunder be disturbed, if no default then exists under this Lease, and Lessee shall attorn to the person who acquires LessorXxxxxx's interest hereunder through any such mortgage or deed of trust.

Priority of Encumbrances. This Lease shall be subject 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 subordinate at all times to any and all advances made on the security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof. Notwithstanding such subordination, Tenant’s right to quiet possession of the Leased Premises shall not be disturbed if Tenant is not in Default and so long as Tenant shall pay the rent and observe and perform all the provisions of this Lease, unless this Lease is otherwise terminated pursuant to its terms. If any mortgagee, trustee or ground leases and lessor shall elect to have this Lease prior to the lien of any and all mortgages and deeds of trust securing any amount or amounts whatsoever which may now exist or hereafter be placed on or against or encumbering the Building or on or against or encumbering Lessor's interest or estate therein ("Superior Leases and Mortgages")its mortgage, all without the necessity of having further instruments executed by Tenant to effect such subordination; provided however, (i) with respect to that certain deed of trust encumbering the Building or ground lease, and shall give written notice thereof to Tenant, this Lease shall be deemed prior to such mortgage, deed of record as 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. Notwithstanding the terms of this Lease in favor of Xxxxx Fargo Bank (the "Bank")Section 31.1, Lessor covenants to Landlord shall use commercially reasonable efforts (without any requirement to pay any fees to said lender or to initiate litigation) to cause the Bank to execute and deliver on or before the Delivery Date obtain from its current mortgagee a subordination, non-disturbance and attornment agreement on (an “ SNDA ”) in substantially the current form used by Bank in favor of Lessee, and attached hereto as Exhibit J or such other form as reasonably acceptable to Tenant. If for any reason Landlord fails to so deliver to Tenant the SNDA within thirty (ii30) with respect to any Superior Leases and Mortgages encumbering the Building days after the date of mutual execution and delivery of this Lease, Lessee Tenant, as its sole remedy for such failure, may terminate this Lease by providing written notice to Landlord, which notice shall execute be given, if at all, not later than forty-five (45) days after the date of mutual execution and delivery of this Lease. In the event that this Lease is terminated in connection with the foregoing, Landlord shall immediately return to Tenant any prepaid Rent, Letter of Credit or other amounts delivered by Tenant, and the parties shall hereafter have no further obligations to one another. With respect to any future mortgage, Landlord shall use commercially reasonable efforts to provide Tenant with an SNDA in favor of Tenant from such mortgagee; provided, however, that as a subordination agreement, provided that condition to the subordination of this Lease to a future mortgage or deed of trust, Tenant shall be conditioned upon such Lessor's receive from the applicable mortgagee executing a written non-disturbance agreement in favor a form reasonably acceptable to Tenant providing for the recognition of Lessee on the current form used by such lender. In Tenant’s interests under this Lease in the event of a foreclosure of any such mortgage or deed of trust or of any other action or proceeding for the enforcement thereof, or of any sale thereunder or in the event of a termination of any such ground lease, this Lease shall not be terminated or extinguished, nor shall the rights and possession of Lessee hereunder be disturbed, if no default then exists under this Lease, and Lessee shall attorn to the person who acquires Lessor's interest hereunder through any such mortgage or deed of trustmortgagee’s security interest.

Priority of Encumbrances. This Lease shall be subject and subordinate at all times to any and all ground leases and the lien of any and all mortgages and deeds of trust securing any amount or amounts whatsoever which may now exist or hereafter be placed on or against or encumbering the Building or on or against or encumbering Lessor's interest or estate therein ("Superior Leases and Mortgages"), all without the necessity of having further instruments executed by Tenant Lessee to effect such subordination; provided however, ; (i) with respect to that certain deed of trust encumbering the Building of record as of the date of this Lease in favor of Xxxxx Wxxxx Fargo Bank (the "Bank"), Lessor covenants to use commercially reasonable efforts (without any requirement to pay any fees to said lender or to initiate litigation) to cause the Bank to execute and deliver on or before the Delivery Date a non-disturbance agreement on in the current form used by Bank attached hereto as Exhibit I, attached hereto, in favor of Lessee, ; and (ii) with respect to any Superior Leases and Mortgages encumbering the Building after the date of this Lease, Lessee shall execute a subordination agreementagreement in the form of Exhibit I, provided that the subordination of this Lease shall be conditioned upon such Lessor's mortgagee executing a non-disturbance agreement in favor of Lessee on the current form used by such lender. In the event of a foreclosure of any such mortgage or deed of trust or of any other action or proceeding for the enforcement thereof, or of any sale thereunder or in the event of a termination of any such ground lease, this Lease shall not be terminated or extinguished, nor shall the rights and possession of Lessee hereunder be disturbed, if no default then exists under this Lease, and Lessee shall attorn to the person who acquires Lessor's interest hereunder through any such mortgage or deed of trust.