Common use of Recognition, Non-Disturbance and Attornment Clause in Contracts

Recognition, Non-Disturbance and Attornment. If any transfer of the Lessee's Leasehold Interest by foreclosure, replevin, sale, transaction or other action or proceeding for the enforcement of the Security Documents or deed or assignment in lieu thereof (a “Transfer”) occurs, upon receipt of written notice setting forth in reasonable detail the terms of the Transfer, Lessor shall recognize the transferee(s), including the Lender (“Successor”), as the lessee under the Lease upon the same terms, provisions and conditions as are set forth in the Lease for the duration of its term. If Lessor shall have received written notice from Successor that Successor has succeeded to the interest of Lessee under the Lease or otherwise has the right to use or occupy the Leased Premises or to require Lessor to perform its obligations under the Lease, Lessor shall perform all of the obligations of Lessor pursuant to the Lease for the benefit of Successor and shall not disturb the possession of Successor so long as no Lessee Default exists (it being acknowledged that any Lessee Default that is not susceptible to cure by Successor shall not be deemed to exist) beyond any applicable notice and cure period, including any applicable cure periods of Lender set forth in Section 2. Successor shall attorn to Lessor and recognize all of the rights of Lessor under the Lease, and the Lease shall continue in full force as a direct lease between Lessor and Successor, and the respective executory rights and obligations of Lessor and Successor, to the extent of the then-remaining balance of the term of the Lease, shall be and are the same as set forth therein. This recognition, non-disturbance and attornment shall be effective and self-operative, without the execution of any further instrument on the part of any of the parties hereto, immediately upon Successor succeeding to Lessee’s Leasehold Interest. Provided, however, in the alternative, as noted in Section 1, upon the written request of Lender, Lessor will cooperate in the execution of a lease agreement in a form identical to the Lease with only such changes are as necessary to reflect Successor as the lessee and the effective date of such agreement.

Recognition, Non-Disturbance and Attornment. If Provided the Sublease is then in full force and effect, if the Ground Lease is terminated for any transfer reason other the expiration of the Lessee's Leasehold Interest by foreclosureGround Lease at the end of the term thereof, replevin(the “Termination”), sale, transaction or other Ground Lessor shall provide prompt written notice thereof to Sublessee and Ground Lessor will not join Sublesee in any action or proceeding for the enforcement purpose of terminating the Security Documents Ground Lease or deed or assignment in lieu thereof (a “Transfer”) occurs, upon receipt of written notice setting forth in reasonable detail the terms of the Transfer, Lessor shall recognize the transferee(s), including the Lender (“Successor”), as the lessee under the Lease upon the same terms, provisions and conditions as are set forth in the Lease for the duration purpose of its term. If Lessor shall have received written notice from Successor that Successor has succeeded to the interest recovering possession of Lessee under the Lease or otherwise has the right to use or occupy the Leased Premises or to require Sublessee and upon election by Sublessee as delivered in writing to Ground Lessor to perform its obligations (i) none of Sublessee’s rights under the LeaseSublease shall be affected, Lessor shall perform all diminished or modified in any manner, including, without limitation, Sublessee’s use and occupancy of the obligations Leased Premises, and (ii) for the period commencing on the date of Lessor pursuant the reletting of the Premises to Sublessee upon default of the Tenant to the Ground Lease for and ending on the benefit of Successor and shall not disturb the possession of Successor so long as no Lessee Default exists (it being acknowledged that any Lessee Default that is not susceptible to cure by Successor shall not be deemed to exist) beyond any applicable notice and cure period, including any applicable cure periods of Lender set forth in Section 2. Successor shall attorn to Lessor and recognize all of the rights of Lessor under the Lease, and the Lease shall continue in full force as a direct lease between Lessor and Successor, and the respective executory rights and obligations of Lessor and Successor, to the extent of the then-remaining balance expiration of the term of the LeaseSublease. Sublessee covenants and agrees to attorn to Ground Lessor as its landlord, and Ground Lessor shall be recognize Sublessee as its ground lessee, upon and are subject to substantially the same as set forth therein. This recognition, non-disturbance terms and attornment shall be effective and self-operative, without the execution of any further instrument on the part of any conditions of the parties heretoGround Lease including without limitation the ground rent payment thereunder, immediately upon Successor succeeding together with any amendment thereto mutually acceptable to Lessee’s Leasehold Interest. ProvidedGround Lessor and Sublessee; provided, however, in no event shall Sublessee have liability or obligation relating to any hazardous substance(s) located upon or under the alternative, as noted in Section 1, upon the written request of Lender, Lessor will cooperate in the execution of a lease agreement in a form identical Real Property arising prior to the date of the Termination. Ground Lessor and Sublessee agree that if a leasehold mortgagee obtains a new lease of the Real Property pursuant to the Ground Lease with only such changes are as necessary to reflect Successor as the lessee or any other agreement between Ground Lessor and the effective date leasehold mortgagee whereby such leasehold mortgagee shall succeed to the interest of such agreementMaster Lessor under the Ground Lease, none of Sublessee’s rights hereunder shall be affected or diminished in any way, and this Agreement shall remain in effect in accordance with its terms.

Recognition, Non-Disturbance and Attornment. If any transfer of the Lessee's Leasehold Interest by foreclosure, replevin, sale, transaction or other action or proceeding for the enforcement of the Security Documents or deed or assignment in lieu thereof (a “Transfer”) occurs, upon receipt of written notice setting forth in reasonable detail the terms of the Transfer, Lessor shall recognize the transferee(s), including the Lender (“Successor”), as the lessee under the Lease upon the same terms, provisions and conditions as are set forth in the Lease for the duration of its term. If Lessor shall have received written notice from Successor that Successor has succeeded to the interest of Lessee under the Lease or otherwise has the right to use or occupy the Leased Premises or to require Lessor to perform its obligations under the Lease, Lessor shall perform all of the obligations of Lessor pursuant to the Lease for the benefit of Successor and shall not disturb the possession of Successor so long as no Lessee Default exists (it being acknowledged that any Lessee Default that is not susceptible to cure by Successor shall not be deemed to exist) beyond any applicable notice and cure period, including any applicable cure periods of Lender set forth in Section 2. Successor shall attorn to Lessor and recognize all of the rights of Lessor under the Lease, and the Lease shall continue in full force as a direct lease between Lessor and Successor, and the respective executory rights and obligations of Lessor and Successor, to the extent of the then-remaining balance of the term of the Lease, shall be and are the same as set forth therein. This recognition, non-disturbance and attornment shall be effective and self-operative, without the execution of any further instrument on the part of any of the parties hereto, immediately upon Successor succeeding to LesseeXxxxxx’s Leasehold Interest. Provided, however, in the alternative, as noted in Section 1, upon the written request of Lender, Lessor will cooperate in the execution of a lease agreement in a form identical to the Lease with only such changes are as necessary to reflect Successor as the lessee and the effective date of such agreement.