Common use of Protection of Lender Clause in Contracts

Protection of Lender. If Lender succeeds to the interest of landlord under the Lease, Lender shall not be: (a) liable for any act or omission of any previous landlord under the Lease; (b) subject to any offsets or defenses which Tenant may have against any previous landlord under the Lease; (c) bound by any payment of rent or additional rent which Tenant might have paid for more than one month in advance of the due date under the Lease to any previous landlord; (d) obligated to make any payment to Tenant which any previous landlord was required to make before Lender succeeded to the landlord’s interest; (e) accountable for any monies deposited with any previous landlord (including security deposits), except to the extent such monies are actually received by Lender; (f) bound by any amendment or modification of the Lease or any waiver of any term of the Lease made without Lender’s written consent; (g) bound by any surrender or termination of the Lease made without Lender’s written consent (unless effected unilaterally by Tenant pursuant to the express terms of the Lease); (h) obligated to complete any improvement or construction on the Property or to pay or reimburse Tenant for any tenant improvement allowance, construction allowance or leasing commissions; (i) liable for any default of any previous landlord under the Lease; (j) bound by any provision in the Lease granting Tenant a purchase option or first right of refusal or offer with regard to the Property. Furthermore, notwithstanding anything to the contrary contained in this Agreement or the Lease, upon any such succession, the Lease shall be deemed to have been automatically amended to provide that Lender’s obligations and liabilities under the Lease shall be limited solely to Lender’s interest, if any, in the Property, and the proceeds from any sale or disposition of the Property by Lender (collectively, “Lender’s Interest”) and, following such succession, Tenant shall look exclusively to Lender’s Interest for the payment or discharge of any obligations of Lender under the Lease.

Protection of Lender. If Lender succeeds to During the interest continuance of landlord under any Leasehold Mortgage and until such time as the Lease, Lender shall not be: lien of any Leasehold Mortgage has been extinguished: (a) liable for Landlord shall not accept any act or omission surrender of any previous landlord under the this Lease; (b) subject , nor shall Landlord consent to any offsets or defenses which Tenant may have against any previous landlord under the Lease; (c) bound by any payment of rent or additional rent which Tenant might have paid for more than one month in advance of the due date under the Lease to any previous landlord; (d) obligated to make any payment to Tenant which any previous landlord was required to make before Lender succeeded to the landlord’s interest; (e) accountable for any monies deposited with any previous landlord (including security deposits), except to the extent such monies are actually received by Lender; (f) bound by any amendment or modification of this Lease, without the prior written consent of any Lender. (b) Notwithstanding any default by Tenant in the performance or observance of any agreement, covenant, or condition of this Lease on the part of Tenant to be performed or observed, Landlord shall have no right to terminate this Lease or any waiver of any term interfere with the occupancy, use, and enjoyment of the Lease made without Lender’s written consent; (g) bound by any surrender or termination of the Lease made without Lender’s written consent (Premises unless effected unilaterally by Tenant pursuant to the express terms of the Lease); (h) obligated to complete any improvement or construction on the Property or to pay or reimburse Tenant for any tenant improvement allowance, construction allowance or leasing commissions; (i) liable for an event of default shall have occurred and is continuing, (ii) Landlord shall have given any default Lender written notice of such event of default, and (iii) the Lender(s) shall have failed to remedy such default, acquire Tenant’s leasehold estate created hereby, or commence foreclosure or other appropriate proceedings, all as set forth in, and within the time specified by, this Section 15. (c) Any Lender shall have the right, but not the obligation, at any time prior to termination of this Lease and without payment of any previous landlord under penalty, to pay all of the Lease; (j) bound by rents due hereunder, to effect any provision insurance, to pay any taxes and assessments, to make any repairs and improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the Lease granting Tenant performance and observance of the agreements, covenants, and conditions hereof to prevent termination of this Lease. All payments so made and all things so done and performed by a purchase option or first right of refusal or offer with regard to the Property. Furthermore, notwithstanding anything to the contrary contained in this Agreement or the Lease, upon any such succession, the Lease Lender shall be deemed as effective to prevent a termination of this Lease as the same would have been automatically amended to provide that Lender’s obligations and liabilities under the Lease shall be limited solely to Lender’s interestif made, if any, in the Propertydone, and the proceeds from performed by Tenant instead of by a Lender. (d) Should any sale or disposition event of the Property by default under this Lease occur, any Lender (collectively, “Lender’s Interest”) and, following such succession, Tenant shall look exclusively to Lender’s Interest for the payment or discharge of any obligations of Lender under the Lease.have sixty

Protection of Lender. If Lender succeeds to the interest of landlord under the Lease, Lender shall not be: : (a) liable for any act or omission of any previous landlord under the Lease; ; (b) subject to any offsets or defenses which Tenant may have against any previous landlord under the Lease; ; (c) bound by any payment of rent or additional rent which Tenant might have paid for more than one month in advance of the due date under the Lease to any previous landlord; , except to the extent such monies are actually received by Lender; (d) obligated to make any payment to Tenant which any previous landlord was required to make before Lender succeeded to the landlord’s 's interest; ; (e) accountable for any monies deposited with any previous landlord (including security deposits), except to the extent such monies are actually received by Lender; ; (f) bound by any amendment or modification of the Lease or any waiver of any term of the Lease made without Lender’s 's written consent; , which consent shall not be unreasonably withheld, delayed or conditioned; (g) bound by any surrender or termination of the Lease made without Lender’s 's written consent (unless effected unilaterally by Tenant pursuant to the express terms of the Lease); ; (h) obligated to complete any improvement or construction on the Property or to pay or reimburse Tenant for any tenant improvement allowance, construction allowance or leasing commissions; ; (i) liable for any default of any previous landlord under the Lease; and (j) bound by any provision in the Lease granting Tenant a purchase option or first right of refusal or offer with regard to the purchase of the Property. Furthermore, notwithstanding anything to the contrary contained in this Agreement or the Lease, upon any such succession, the Lease shall be deemed to have been automatically amended to provide that Lender’s 's obligations and liabilities under the Lease shall be limited solely to Lender’s 's interest, if any, in the Property, and the proceeds from any sale or disposition of the Property by Lender (collectively, “"Lender’s 's Interest”") and, following such succession, Tenant shall look exclusively to Lender’s 's Interest for the payment or discharge of any obligations of Lender under the Lease. Nothing contained in Sections 4(a) or 4(i) above, however, shall relieve Lender from Lender's obligation to cure any maintenance default under the Lease with respect to the Premises by any prior landlord under the Lease (including Owner) which is continuing when Lender succeeds to Owner's interest under the Lease and acquires title to the Premises, provided that (and on the conditions that) (i) Lender had written notice of such default in accordance with Section 5 below prior to succeeding to Owner's interest under the Lease and acquiring title to the Premises, (ii) Lender had (and is given) a reasonable opportunity to cure such default, and (iii) Lender's obligation to cure such default shall be limited solely to performing the maintenance obligations as required pursuant to the terms of the Lease (and in no event shall Lender have any other liability or obligation with respect to such default or be liable for any damages in connection therewith). Notwithstanding the foregoing, however, the Lender shall only be liable for damages which total, in the aggregate for the term of the Lease (for that period of time in which the named Lender has succeeded to the named Owner's interest), no more than (y) $25,000.00 for any non-structural repair or maintenance default under the Lease; or (z) $75,000.00 for any default related to the roof or structural integrity of the Premises.

Protection of Lender. If Lender succeeds to the interest of landlord under the Lease, Lender shall not be: : (a) liable for any act or omission of any previous landlord under the Lease; ; (b) subject to any offsets or defenses which Tenant may have against any previous landlord under the Lease; ; (c) bound by any payment of rent or additional rent which Tenant might have paid for more than one month in advance of the due date under the Lease to any previous landlord; , except to the extent such monies are actually received by Lender; (d) obligated to make any payment to Tenant which any previous landlord was required to make before Lender succeeded to the landlord’s interest; ; (e) accountable for any monies deposited with any previous landlord (including security deposits), except to the extent such monies are actually received by Lender; ; (f) bound by any amendment or modification of the Lease or any waiver of any term of the Lease made without Lender’s written consent; , which consent shall not be unreasonably withheld, delayed or conditioned; (g) bound by any surrender or termination of the Lease made without Lender’s written consent (unless effected unilaterally by Tenant pursuant to the express terms of the Lease); ; (h) obligated to complete any improvement or construction on the Property or to pay or reimburse Tenant for any tenant improvement allowance, construction allowance or leasing commissions; : (i) liable for any default of any previous landlord under the Lease; and (j) bound by any provision in the Lease granting Tenant a purchase option or first fast right of refusal or offer with regard to the purchase of the Property. Furthermore, notwithstanding anything to the contrary contained in this Agreement or the Lease, upon any such succession, the Lease shall be deemed to have been automatically amended to provide that Lender’s obligations and liabilities under the Lease shall be limited solely to Lender’s interest, if any, in the Property, and the proceeds from any sale or disposition of the Property by Lender (collectively, “Lender’s Interest”) and, following such succession, Tenant shall look exclusively to Lender’s Interest for the payment or discharge of any obligations of Lender under the Lease. Nothing contained in Sections 4(a) or 4(i) above, however shall relieve Lender from Lender’s obligation to cure any maintenance default under the Lease with respect to the Premises by any prior landlord under the Lease (including Owner) which is continuing when Lender succeeds to Owner’s interest under the Lease and acquires title to the Premises, provided that (and on the conditions that) (i) Lender had written notice of such default in accordance with Section 5 below prior to succeeding to Owner’s interest under the Lease and acquiring title to the Premises, (ii) Lender had (and is given) a reasonable opportunity to cure such default, and (iii) Lender’s obligation to cure such default shall be limited solely to performing the maintenance obligations as required pursuant to the terms of the Lease (and in no event shall Lender have any other liability or obligation with respect to such default or be liable for any damages in connection therewith). Notwithstanding the foregoing however, the Lender shall only be liable for damages which total, in the aggregate for the term of the Lease (for that period of time in which the named Lender has succeeded to the named Owner’s interest), no more than (y) $25,000.00 for any non-structural repair or maintenance default under the Lease; or (z) $75,000.00 for any default related to the roof or structural integrity of the Premises.

Protection of Lender. If Lender succeeds to the interest of landlord under the Lease, Lender shall not be: : (a) liable for any act or omission of any previous landlord under the Lease; ; (b) subject to any offsets or defenses which Tenant may have against any previous landlord under the Lease; ; (c) bound by any payment of rent or additional rent which Tenant might have paid for more than one month in advance of the due date under the Lease to any previous landlord; ; (d) obligated to make any payment to Tenant which any previous landlord was required to make before Lender succeeded to the landlord’s interest; ; (e) accountable for any monies deposited with any previous landlord (including security deposits), except to the extent such monies are actually received by Lender; ; (f) bound by any amendment or modification of the Lease or any waiver of any term of the Lease made without Lender’s written consent; ; (g) bound by any surrender or termination of the Lease made without Lender’s written consent (unless effected unilaterally by Tenant pursuant to the express terms of the Lease); ; (h) obligated to complete any improvement or construction on the Property or to pay or reimburse Tenant for any tenant improvement allowance, construction allowance or leasing commissions; ; (i) liable for any default of any previous landlord under the Lease; ; (j) bound by any provision in the Lease granting Tenant a purchase option or first right of refusal or offer with regard to the Property. Furthermore, notwithstanding anything to the contrary contained in this Agreement or the Lease, upon any such succession, the Lease shall be deemed to have been automatically amended to provide that Lender’s obligations and liabilities under the Lease shall be limited solely to Lender’s interest, if any, in the Property, and the proceeds from any sale or disposition of the Property by Lender (collectively, “Lender’s Interest”) and, following such succession, Tenant shall look exclusively to Lender’s Interest for the payment or discharge of any obligations of Lender under the Lease.

Protection of Lender. If Notwithstanding anything to the contrary in the Lease or the Security Instruments, Lender shall not be liable for or bound by any of the following matters: (a) except for any default or breach of which Lender has been notified pursuant to Section 2 hereof but has failed to cure, any default or breach in the Landlord's obligations under the Lease occurring prior to the time Lender succeeds to the interest of landlord under Landlord in the Lease, Lender shall not be: (a) liable for any act or omission of any previous landlord under the Lease; Premises; (b) subject to any offsets or defenses which Tenant may have against any previous landlord under the Lease; (c) bound by any payment of rent (including fixed rent, percentage rent, or additional rent which rent) that Tenant might have paid for made to Landlord more than one month in advance of thirty (30) days before the date such rent was first due date and payable under the Lease with respect to any previous landlord; period after the time Lender succeeds to the interest of Landlord in the Premises; (c) any deposit or security which was delivered to Landlord but which was not subsequently delivered to Lender; (d) obligated to make any payment to Tenant which any previous landlord was required to make before Lender succeeded modification or amendment to the landlord’s interest; (e) accountable for any monies deposited with any previous landlord (including security deposits)Lease, except to the extent such monies are actually received by Lender; (f) bound by any amendment or modification of the Lease or any waiver of any term terms of the Lease Lease, made without Lender’s 's prior written consent; consent as required by the Security Instruments; (ge) bound by any surrender consensual or negotiated surrender, cancellation, or termination of the Lease Lease, in whole or in part, agreed upon between Landlord and Tenant, made without Lender’s 's prior written consent as required by the Security Instruments; or (unless effected unilaterally by Tenant pursuant f) any obligation of Landlord under the Lease to the express terms of the Lease); (h) obligated to complete any improvement or construction on the Property or to make, pay for, or reimburse Tenant for any tenant improvement allowanceconstruction, construction allowance alterations, demolition, or leasing commissions; other improvements or work at the ______________, including the Premises (iother than day-to-day maintenance and repairs). (g) liable for Neither (Lender) nor any default other party who from time to time shall be included in the definition of Lender hereunder, shall have any liability or responsibility under or pursuant to the terms of this Agreement after it ceases to own an interest in the Premises. Nothing in this Agreement shall be construed to require Lender to see to the application of the proceeds of the loan, and Lessee's agreements set forth herein shall not be impaired on account of any previous landlord modification of the documents evidencing and securing the loan. Lessee acknowledges that Lender is obligated only to Borrower to make the loan only upon the terms and subject to the conditions set forth in the Security Instruments between Lender and Borrower pertaining to the loan. Lessee further acknowledges and agrees that neither Lender nor any purchaser of the Premises at foreclosure sale or any grantee of the Premises named in a deed-in-lieu of foreclosure, nor any heir, legal representative, successor, or assignee of Lender or any such purchaser or grantee, has or shall have any personal liability for the obligations of Tenant under the Lease; (j) bound provided, however, that the Lessee may exercise any other right or remedy provided thereby or by any provision law in the Lease granting event of any failure by Tenant a purchase option or first right of refusal or offer with regard to the Property. Furthermore, notwithstanding anything to the contrary contained in this Agreement or the Lease, upon perform any such succession, the Lease shall be deemed to have been automatically amended to provide that Lender’s obligations and liabilities under the Lease shall be limited solely to Lender’s interest, if any, in the Property, and the proceeds from any sale or disposition of the Property by Lender (collectively, “Lender’s Interest”) and, following such succession, Tenant shall look exclusively to Lender’s Interest for the payment or discharge of any obligations of Lender under the Leasematerial obligation.

Protection of Lender. If Lender succeeds to During the interest continuance of landlord under any Leasehold Mortgage and until such time as the lien of any Leasehold Mortgage has been extinguished: 17.1 Landlord shall not accept any surrender of this Lease, Lender nor shall not be: (a) liable for any act or omission of any previous landlord under the Lease; (b) subject Landlord consent to any offsets or defenses which Tenant may have against any previous landlord under the Lease; (c) bound by any payment of rent or additional rent which Tenant might have paid for more than one month in advance of the due date under the Lease to any previous landlord; (d) obligated to make any payment to Tenant which any previous landlord was required to make before Lender succeeded to the landlord’s interest; (e) accountable for any monies deposited with any previous landlord (including security deposits), except to the extent such monies are actually received by Lender; (f) bound by any amendment or modification of this Lease, without the prior written consent of any Lender. 17.2 Notwithstanding any default by Tenant in the performance or observance of any agreement, covenant or condition of this Lease on the part of Tenant to be performed or observed, Landlord shall have no right to terminate this Lease or any waiver of any term interfere with the occupancy, use, and enjoyment of the Lease made without Lender’s written consent; (g) bound by any surrender or termination of the Lease made without Lender’s written consent (Property unless effected unilaterally by Tenant pursuant to the express terms of the Lease); (h) obligated to complete any improvement or construction on the Property or to pay or reimburse Tenant for any tenant improvement allowance, construction allowance or leasing commissions; (i) liable for an event of default shall have occurred and is continuing, (ii) Landlord shall have given any default Lender written notice of such event of default, and (iii) the Lender(s) shall have failed to remedy such default, acquire Tenant's leasehold estate created hereby, or commence foreclosure or other appropriate proceedings, all as set forth in, and within the time specified by, this Section 15. 17.3 Any Lender shall have the right, but not the obligation, at any time prior to termination of this Lease and without payment of any previous landlord under penalty, to pay all of the Lease; (j) bound by rents due hereunder, to effect any provision insurance, to pay any taxes and assessments, to make any repairs and improvements, to do any other act or thing required of Tenant hereunder, and to do any act or thing which may be necessary and proper to be done in the performance and observance of the agreements, covenants and conditions hereof to prevent termination of this Lease. All payments so made and all things so done and performed by a Lender shall be as effective to prevent a termination of this Lease granting as the same would have been if made, done and performed by Tenant instead of by a purchase option or first right Lender. 17.4 Should any event of refusal or offer default under this Lease occur, any Lender shall have sixty (60) days after receipt of written notice from Landlord setting forth the nature of such event of default, within which to remedy the default; provided that in the case of a default which cannot with regard to the Property. Furthermore, notwithstanding anything to the contrary contained in this Agreement or the Lease, upon any due diligence be cured within such successionsixty-day period, the Lease Lender(s) shall be deemed have the additional time reasonably necessary to have been automatically amended to provide accomplish the cure, provided that Lender’s obligations and liabilities under (i) such Lender has commenced the Lease shall be limited solely to Lender’s interest, if any, in the Property, and the proceeds from any sale or disposition of the Property by Lender curing within such sixty (collectively, “Lender’s Interest”60) days and, following such succession, Tenant shall look exclusively to Lender’s Interest for the payment or discharge of any obligations of Lender under the Lease.

Protection of Lender. If Lender succeeds to the interest of the landlord under the Lease, Lender shall assume and perform the landlord’s obligations under the Lease for the benefit of Tenant thereafter, provided that Lender shall not be: : (a) liable for any act or omission of any previous landlord under the Lease; ; (b) subject to any offsets or defenses which Tenant may have against any previous landlord under the Lease; ; (c) bound by any payment of rent or additional rent which Tenant might have paid for more than one month in advance of the due date under the Lease to any previous landlord; ; (d) obligated to make any payment to Tenant which any previous landlord was required to make before Lender succeeded to the landlord’s interest; , provided, however, that if any amount of the Construction Allowance (as defined in the Lease) remains to be paid by the prior landlord under Exhibit C, Tenant may offset such remaining amounts from the payment of Rent (as defined in the Lease); (e) accountable for any monies deposited with any previous landlord (including security deposits), except to the extent such monies are actually received by Lender; ; (f) bound by any amendment or modification of the Lease or any waiver of any term of the Lease made without Lender’s written consent; , except any amendment effected pursuant to Sections 34 through 37 of the Lease; (g) bound by any surrender or termination of the Lease made without Lender’s written consent (unless effected unilaterally by Tenant pursuant to the express terms of the Lease); ; (h) obligated to complete any improvement or construction on the Property or to pay or reimburse Tenant for any tenant improvement allowance, construction allowance or leasing commissions; , provided, however, that if any amount of the Construction Allowance remains to be paid by the prior landlord under Exhibit C, Tenant may offset such remaining amounts from the payment of Rent; (i) liable for any default of any previous landlord under the Lease; ; (j) bound by any provision in the Lease granting Tenant a purchase option or first right of refusal or offer with regard to the Property. Furthermore, notwithstanding anything to the contrary contained in this Agreement or the Lease, upon any such succession, the Lease shall be deemed to have been automatically amended to provide that Lender’s obligations and liabilities under the Lease shall be limited solely to Lender’s interest, if any, in the Property, and the undistributed rents, issues, profits and proceeds from any sale or disposition of the Property by Lender thereof (collectively, “Lender’s Interest”) and, following such succession, Tenant shall look exclusively to Lender’s Interest for the payment or discharge of any obligations of Lender under the Lease.

Protection of Lender. If Lender succeeds to the interest of landlord under the Lease, Lender shall not be: : (a) liable for any act or omission of any previous landlord under the Lease; ; (b) subject to any offsets or defenses which Tenant may have against any previous landlord under the Lease; ; (c) bound by any payment of rent or additional rent which Tenant might have paid for more than one month in advance of the due date under the Lease to any previous landlord; ; (d) obligated to make any payment to Tenant which any previous landlord was required to make before Lender succeeded to the landlord’s interest; ; (e) accountable for any monies deposited with any previous landlord (including security deposits), except to the extent such monies are actually received by Lender; ; (f) bound by any amendment or modification of the Lease or any waiver of any term of the Lease made without Lender’s written consent; , except for any document which simply memorializes and documents the exercise by Tenant of any renewal term, expansion option, right of first offer to lease, or right of first refusal to lease exercised by Tenant pursuant to the Lease (subject, however, in all instances to the provisions of Section 4(h) below); (g) bound by any surrender or termination of the Lease made without Lender’s written consent (unless effected unilaterally by Tenant pursuant to the express terms of the Lease); ; (h) obligated to complete (or to pay for) any improvement or construction on the Property (and in no event shall Lender be liable for (or obligated or required to honor or pay) any damages (including liquidated damages) or rent credits as a result of (or in connection with) any delay or failure in the completion of any work or the delivery of the Premises), or accountable or liable for, or required to pay or honor or reimburse Tenant for for, any tenant improvement allowance, construction allowance (including, without limitation, the Allowance (as defined in the Lease)), payment, reimbursements, or leasing commissions; , and in no event shall Tenant have the right to offset or deduct any such allowance (including, without limitation, the Allowance), payment, reimbursement or commission against or from any rent or additional rent due under the Lease or otherwise receive a credit against any rent or additional rent due under the Lease for any such allowance (including, without limitation, the Allowance), payment, reimbursement or commission, nor shall rent or additional rent xxxxx to pay all or any portion of any such allowance (including, without limitation, the Allowance), payment, reimbursement or commission; (i) liable for any default of any previous landlord under the Lease; ; (j) bound by any provision in the Lease granting Tenant a purchase option or first right of refusal or offer with regard to the Property. • Furthermore, notwithstanding anything to the contrary contained in this Agreement or the Lease, upon any such succession, the Lease shall be deemed to have been automatically amended to provide that Lender’s obligations and liabilities under the Lease shall be limited solely to Lender’s interest, if any, in the Property, and the proceeds from any sale or disposition of the Property by Lender (collectively, “Lender’s Interest”) and, following such succession, Tenant shall look exclusively to Lender’s Interest for the payment or discharge of any obligations of Lender under the Lease. • Nothing contained in Section 4(i) above, however, shall relieve Lender from Lender’s obligation to cure any maintenance or repair default under the Lease by Owner with respect to the Premises which is continuing when Lender succeeds to Owner’s interest under the Lease and acquires title to the Premises, provided that (and on the condition that) (i) Lender had written notice of such default in accordance with Section 5 below prior to succeeding to Owner’s interest under the Lease and acquiring title to the Premises, (ii) Lender had (and is given) the opportunity to cure such default within the time period provided under Section 5 below, (iii) Lender shall only be required and obligated to perform any such maintenance or repair obligation to the extent that the failure to perform such obligation materially interferes with Tenant’s use and occupancy of the Premises, and (iv) Lender’s obligation to cure such default shall be limited solely to performing the maintenance or repair obligation as required pursuant to the terms of the Lease (and in no event shall Lender have any other liability or obligation with respect to such default or be liable for any damages in connection therewith).