Common use of PRIORITY OF LEASE Clause in Contracts

PRIORITY OF LEASE. This Agreement shall be subject and subordinate to the lien, operation and effect of each mortgage, deed of trust, ground lease and/or other similar instrument covering any or all of the Premises or the Property, and each renewal, modification or extension thereof (each of which is referred to as a “Mortgage”) on the condition that the holder or beneficiary of any such Mortgage (the “Mortgagee”) provides Tenant with a subordination, non-disturbance and attornment agreement that is commercially reasonable within the commercial lending industry (“SNDA”). In addition, Tenant shall attorn to and agrees that, except as may expressly be provided in any applicable SNDA, any such Mortgagee shall not be liable to Tenant for any defaults by Landlord under this Agreement or for any other event occurring prior to such Mortgagee’s succeeding to the interest of Landlord hereunder. The attornment provisions of this Section 8.1 shall be self-operative and no further instrument shall be required to effect such attornment; however, Tenant agrees to execute, acknowledge and deliver a SNDA confirming such subordination and attornment within fifteen (15) days of request therefor. Landlord hereby agrees to obtain an executed subordination, non-disturbance and attornment agreement from the holder of its current Mortgage substantially in the form which is attached hereto as Exhibit O simultaneously with the execution and delivery of this Lease. Delivery of such subordination, non-disturbance and attornment agreement to Tenant shall be a condition precedent to the effectiveness of this Lease. In the event the Property subsequently becomes encumbered by a new Mortgage, Landlord shall use its commercially reasonable efforts to obtain a Mortgagee-executed SNDA from the new Mortgagee.

PRIORITY OF LEASE. This Agreement Lease and all rights of Tenant hereunder shall be subject and subordinate to the lien, operation lien of all present and effect future ground or master leases of each mortgage, deed of trust, ground lease and/or other similar instrument covering any or all of the Premises or the Property, and each renewalto the lien of all mortgages or deeds of trust (such ground leases, modification or extension thereof (each master leases, mortgages and deeds of which is trust referred to collectively herein as a “Mortgage”) on "Security Instruments"), now or hereafter encumbering Landlord's interest in the condition that Property (the holder "Security Premises"), if any, and to all renewals, extensions, modifications, consolidations and replacements thereof; and to all advances made or beneficiary hereafter to be made upon the security of any such Mortgage (the “Mortgagee”) provides Tenant with a subordination, non-disturbance and attornment agreement that is commercially reasonable within the commercial lending industry (“SNDA”)Security Instruments. In addition, Tenant shall attorn to and agrees that, except as may expressly be provided in any applicable SNDA, any such Mortgagee shall not be liable to Tenant for any defaults by Landlord under this Agreement or for any other event occurring prior to such Mortgagee’s succeeding to the interest of Landlord hereunder. The attornment provisions of this Section 8.1 This subordination provision shall be self-operative operative, and no further instrument of subordination shall be required with respect to effect any such attornment; howeverSecurity Instrument. Notwithstanding that this subordination provision shall be self-operative, upon the request of Landlord or the holder or lessor of any such Security Instrument (such holders and lessors being collectively referred to herein as "Holders"), Tenant agrees to shall execute, acknowledge and deliver a SNDA confirming to Landlord and the Holder of such subordination and attornment Security Instrument, within fifteen (15) days after notice from Landlord, any and all instruments that may be reasonably requested by Landlord or such Holder to evidence the subordination of request thereforthis Lease to the lien of such Security Instrument, and each such renewal, modification, consolidation, replacement and extension thereof, provided that the terms of such Security Instrument(s) are in accordance with the provisions of this paragraph. Landlord hereby agrees Provided, however, that any such Security Instrument, or a separate recordable agreement of the Holder of such Security Instrument, shall provide that, notwithstanding any default under such Security Instrument, or any foreclosure thereof, or the enforcement by the Holder of any rights or remedies thereunder or otherwise: (i) this Lease shall remain in full force and effect; (ii) Tenant shall be permitted to obtain an executed subordinationremain in quiet and peaceful possession of the Premises and enjoy all other rights and benefits under this Lease throughout the Lease Term, non-disturbance subject, however, to the terms and attornment agreement from provisions of this Lease; and (iii) Tenant shall attorn to the holder Holder of such Security Instrument. Upon default by Tenant of any of its current Mortgage substantially obligations under this Lease after written notice beyond any applicable cure period provided herein, Tenant hereby constitutes and appoints Landlord as Tenant's attorney-in- fact to execute any such instrument or instruments for and on behalf of Tenant. Tenant agrees if required by any Holder, that it will not unreasonably withhold, delay or defer the execution of an agreement of modification of this Lease (whether in the form which is attached hereto as Exhibit O simultaneously of an amendment or a separate agreement), provided such modifications do not increase the financial obligations of Tenant hereunder or materially adversely affect the leasehold interest or any other rights hereby created. Notwithstanding any provision of this section to the contrary, any Holder of any Security Instrument may at any time elect to subordinate the lien of its Security Instrument to this Lease without obtaining Tenant's consent by filing with the execution and delivery of this Lease. Delivery appropriate recording office a notice of such subordinationelection, non-disturbance whereupon Tenant's rights and attornment agreement to Tenant interests hereunder shall be a condition precedent to the effectiveness of this Lease. In the event the Property subsequently becomes encumbered by a new Mortgage, Landlord shall use its commercially reasonable efforts to obtain a Mortgagee-executed SNDA from the new Mortgageehave priority over such Security Instrument.

PRIORITY OF LEASE. This Agreement Lease shall be subject and subordinate to any and all mortgages and other security instruments now existing, or which may hereafter be made covering the lien, operation and effect of each mortgage, deed of trust, ground lease Building and/or other similar instrument covering the real property underlying the same or any portion or all of the Premises or the Propertyportions thereof, and each renewal, modification or extension thereof for the full amount of all advances made thereunder (each of which is referred to as a “Mortgage”) on the condition that the holder or beneficiary of any such Mortgage (the “Mortgagee”) provides Tenant with a subordination, non-disturbance and attornment agreement that is commercially reasonable within the commercial lending industry (“SNDA”). In addition, Tenant shall attorn to and agrees that, except as may expressly be provided in any applicable SNDA, any such Mortgagee shall not be liable to Tenant for any defaults by Landlord under this Agreement or for any other event occurring prior to such Mortgagee’s succeeding without regard to the time or character of such advances) together with interest of Landlord hereunder. The attornment thereon and subject to all the terms and provisions of this Section 8.1 shall be self-operative thereof and no further instrument shall be required to effect such attornmentany renewals, extension, modifications and consolidations thereof; howeverand Tenant covenants to make, Tenant agrees to execute, acknowledge and deliver upon request any and all documents or instruments demanded by Landlord which are or may be necessary or proper for more fully and certainly assuring the subordination of this Lease to any such mortgages or other security instruments; provided, however, that any person or persons purchasing or otherwise acquiring any interest at any sale and/or proceedings under such mortgages or other security instruments shall continue this Lease in full force and effect in the same manner and with like effect as if such person or persons had been named Landlord herein, and in the event of such election, this Lease shall continue in full force and effect as aforesaid and Tenant hereby attorns and agrees to attorn to such person or persons. If required by any first mortgagee, Tenant shall execute an agreement that this Lease will be superior to such first mortgage or if required by any first mortgagee, Tenant shall execute a SNDA confirming such subordination separate subordination, attornment and attornment nondisturbance agreement. Tenant agrees to promptly, within fifteen ten (1510) days of request thereforafter request, execute and deliver any document provided for within this paragraph. Landlord hereby agrees to obtain an executed subordination, non-disturbance and attornment agreement from the holder of its current Mortgage substantially So long as Tenant shall not be in the form which is attached hereto as Exhibit O simultaneously with the execution and delivery of default under this Lease. Delivery , its right of such subordination, non-disturbance possession and attornment agreement to Tenant enjoyment of the Premises shall be a condition precedent to the effectiveness of this Lease. In the event the Property subsequently becomes encumbered and remain undisturbed and unaffected and any subordination agreement executed by a new Mortgage, Landlord shall use its commercially reasonable efforts to obtain a Mortgagee-executed SNDA from the new Mortgageecontain language specifically so providing.

PRIORITY OF LEASE. This Agreement Lease shall be subject and subordinate to the lien, operation and effect of each mortgage, deed of trust, ground lease and/or other similar instrument covering any or all of the Premises or the Property, and each renewal, modification or extension thereof mortgage (each of which is referred to as a “Mortgage”) or ground lease (“Ground Lease”) now or hereinafter placed on or affecting the Lot, the Building, or both, or any portion or portions thereof or interest therein, which are separately and together hereinafter in this Article VIII referred to as the “affected premises,” and to each advance made or hereafter to be made under any Mortgage, and to all renewals, modifications, consolidations, replacements and extensions thereof and all substitutions of any Mortgage or Ground Lease. Landlord represents to Tenant that as of the date hereof there is no Mortgage or Ground Lease affecting the Premises. In the event that any mortgagee or its successor in title or any ground lessor shall succeed to the interest of Xxxxxxxx, then Xxxxxx shall and does hereby agree to attorn to such mortgagee or successor or ground lessor and to recognize such mortgagee or successor or ground lessor as its Landlord. Any claim by Xxxxxx under the Lease against the mortgagee or such successor or ground lessor shall be satisfied solely out of the mortgagee’s or such successor’s or ground lessor’s interest in the Premises and Tenant shall not seek recovery against or out of any other assets of mortgagee or such successor or ground lessor. Conditioned upon Tenant not being in default under any of the terms of this Lease beyond applicable notice and cure periods, subsequent to the Term Commencement Date and upon Tenant’s delivery of an estoppel certificate accepting the Premises and acknowledging that Landlord has completed the Landlord’s Work in accordance with the provisions hereof, Landlord shall use reasonable efforts to obtain from any mortgagee or ground lessor on Tenant’s behalf an agreement on the condition part of such mortgagee or ground lessor to not disturb Xxxxxx’s rights of possession hereunder, provided further, however, that the holder ground lessor, the mortgagee, or beneficiary any purchaser at a foreclosure sale or otherwise shall not be: (a) liable for any act or omission of a prior Landlord (including the mortgagor); or (b) subject to any offset or defenses which the Tenant might have against any prior Landlord (including mortgagor); or (c) bound by any rent or additional rent which the Tenant might have paid in advance to any prior Landlord (including the mortgagor), for any period beyond the month in which foreclosure or sale occurs; or (d) bound by any security deposit which Tenant may have paid to any prior Landlord (including the mortgagor), unless such Mortgage deposit is in an escrow fund available to the mortgagee or ground lessor, as applicable; or (e) bound by any agreement or modification of the “Mortgagee”Lease made without the consent of the mortgagee or ground lessor, as applicable; or (f) provides Tenant with a subordinationbound by the provisions of Sections 3.1 or 3.2 hereof; or (g) bound by any notice of termination given by any prior Landlord (including the mortgagor) without the mortgagee’s or ground lessor’s written consent thereto as applicable; or (h) personally liable under this Lease; any mortgagee’s or ground lessor’s liability under the Lease shall be limited to its ownership interest in the Premises; or (i) liable for any fact or circumstance or condition to the extent existing or arising prior to the mortgagee’s (or such purchaser’s) or the ground lessor’s succession to the interest of the Landlord under the Lease, non-disturbance and attornment agreement that is commercially reasonable within the commercial lending industry (“SNDA”). In addition, Tenant shall attorn to and agrees that, except as may expressly be provided in any applicable SNDA, any such Mortgagee mortgagee or such purchaser or ground lessor further shall not be liable except during that period of time, if any, in which such mortgagee or purchaser or ground lessor and Tenant are in privity of estate. Notwithstanding the foregoing, any mortgagee may at its election subordinate its Mortgage to Tenant for any defaults by Landlord under this Agreement Lease without the consent or for any other event occurring prior to such Mortgagee’s succeeding to the interest approval of Landlord hereunderTenant. The attornment provisions of this This Section 8.1 shall be self-operative and no further instrument shall be required to effect such attornment; howeveroperative. Notwithstanding the foregoing, Tenant Xxxxxx agrees to execute, acknowledge execute and deliver a SNDA confirming such promptly any certificates or instruments reasonably requested by Landlord or any mortgagee or ground lessor to carry out or evidence the subordination and attornment within fifteen (15) days of request therefor. Landlord hereby agrees to obtain an executed subordination, non-disturbance and attornment agreement from the holder of its current Mortgage substantially agreements contained in the form which is attached hereto as Exhibit O simultaneously with the execution and delivery of this Lease. Delivery of such subordination, non-disturbance and attornment agreement to Tenant shall be a condition precedent to the effectiveness of this Lease. In the event the Property subsequently becomes encumbered by a new Mortgage, Landlord shall use its commercially reasonable efforts to obtain a Mortgagee-executed SNDA from the new MortgageeSection 8.1.