RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. (b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's interest in the demised premises upon notice of such mortgagee's name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 5 contracts
Samples: Lease (Retail Ventures Inc), Lease (Retail Ventures Inc), Lease (Retail Ventures Inc)
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant substantially performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- in-fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereofLease, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. Notwithstanding anything contained in this Lease to the contrary, Tenant shall not have the right to terminate this Lease in accordance with the provisions contained herein so long as this Lease is assigned as additional security for any first institutional loan covering the demised premises.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any first mortgagee of Landlord's interest in the demised premises upon notice of such mortgagee's name and address from Landlordwhich it has received legal notice. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 2 contracts
Samples: Lease Agreement (Retail Ventures Inc), Lease Agreement (Retail Ventures Inc)
RIGHT TO MORTGAGE. Notwithstanding any provision of this LEASE to the contrary, LESSEE will have the right, at any time and from time to time during the TERM, and in each case without the consent of CALTRANS, to grant a trust deed to all or any portion of the leasehold estate created by this LEASE (whether or not such trustee will also cover other properties), and give as collateral to a LEASEHOLD LENDER (as defined below) an assignment of and security interest in
(a) Landlord reserves the right to subject PROPERTY and subordinate this Lease at all times any improvements constructed by LESSEE thereon, (b) the rents, income, receipts, revenues, issues and profits issuing to the lien LESSEE from the PROPERTY and PROJECT, (c) any subleases entered into by LESSEE consistent with the terms of any deed of trustthis LEASE, mortgage or mortgages now or hereafter placed upon Landlord's and (d) LESSEE’s entire interest in this LEASE and the demised premisesleasehold estate created hereby; provided, however, that, in order for such trust deed to be a LEASEHOLD DEED OF TRUST (as defined below) entitled to the benefits hereof: (i) such trust deed must be held by a RECOGNIZED LENDER (as defined below), (ii) such trust deed secures a loan that by its terms is required to be paid in full no default by Landlordlater than the end of the TERM, under (iii) no such trust deed will be a lien on all or any interest of CALTRANS, (iv) a duplicate original or copy of such trust deed will be delivered to CALTRANS (together with written notice specifying the name and address of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunderLEASEHOLD LENDER), and Tenant attorns (v) such trust deed will provide that insurance proceeds will be applied, and disbursed, as described in this LEASE. Any such trust deed, as the same may be renewed, extended, modified, consolidated, and replaced from time to time, is hereinafter referred to as a “LEASEHOLD DEED OF TRUST” and the holder of such a LEASEHOLD DEED OF TRUST a “LEASEHOLD LENDER”. Notwithstanding the foregoing, no trust deed of trust which LESSEE may execute or mortgage, its assignee or the purchaser create at any foreclosure sale. Any time will include CALTRANS's right, title and interest in and to the PROPERTY, nor will any such subordination shall trust deed subordinate or be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that deemed to subordinate the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented fee title to Tenant for the purpose of effecting PROPERTY or CALTRANS' interest in this LEASE to the security interest created by such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenanttrust deed. It is a conditionthe intention and agreement of the parties hereto that during the TERM of this LEASE CALTRANS' right, howevertitle, and interest in and to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy PROPERTY will not be disturbed nor this Lease affected by any default under such mortgage.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice subject to any mortgagee liens or encumbrances of Landlord's interest any kind or nature created either by LESSEE or by CALTRANS. Nothing contained in any such trust deed, and no such trust deed, will release or be deemed to release LESSEE from the demised premises upon notice full and faithful observance and performance of such mortgagee's name any covenants and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default conditions in this LEASE contained and on the part of Landlord that Landlord would have hadLESSEE to be observed and performed, nor be deemed to constitute a waiver of any rights of CALTRANS hereunder. The terms, covenants, and conditions of this LEASE will control in case of any conflict between this LEASE and any such trust deed.
Appears in 2 contracts
Samples: Right of Way Use Agreement, Right of Way Use Agreement
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premisesPremises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable subordination, non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit attornment agreement ("D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for TenantSNDA"). It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreementan SNDA, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. The parties acknowledge that the SNDA attached hereto as Exhibit "I" is commercially reasonable. Landlord represents and warrants that, as of the date of this Lease and the Commencement Date, there are no mortgages, ground leases or other encumbrances that could dispossess Tenant's leasehold interest hereunder (collectively, "Mortgages") on Landlord's fee title to the Center. Landlord agrees that Tenant's obligations under this Lease shall be contingent upon Tenant entering into an SNDA with the holder of such Mortgage on or before the Commencement Date.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's interest in the demised premises Premises upon notice of such mortgagee's name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 2 contracts
Samples: Lease (Retail Ventures Inc), Lease (DSW Inc.)
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, first mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premisesPremises to secure a debt not to exceed the sum of $7,500,000; provided, however, that no default by Landlord, Landlord under any deed mortgage, or any action of trustwhatsoever kind or nature taken by any mortgagee, mortgage or mortgagesincluding without limitation the sale of the Premises upon foreclosure of the mortgage, shall affect Tenant's rights under this LeaseLease or, directly or indirectly, disturb Tenant's peaceful and quiet possession and enjoyment of the Premises while Tenant is not in material default under this Lease and so long as Tenant's right to possession of the Premises has not been duly terminated pursuant to and in compliance with the provisions of Paragraph 9 of this Lease. Any such first mortgage, now or hereafter encumbering the Premises, shall provide that the mortgagee or any transferee agrees to recognize this Lease and all of the Tenant's rights hereunder, including Tenant's Option to purchase the Premises, in the event of foreclosure or any other transfer of the Premises, while Tenant performs the obligations imposed upon it hereunder and is not in material default hereunder, under this Lease and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge Tenant's right to possession of the obligations on its part Premises has not been duly terminated pursuant to be kept and performed under in compliance with the terms provisions of Paragraph 9 of this Lease Lease; and is not in default that such agreement of the mortgagee shall also be binding upon: (i) any party that buys the Premises at a mortgage foreclosure sale, and (ii) all persons and parties that, directly or remotely, claim under or through the terms hereof, its tenancy will not be disturbed nor mortgagee or any mortgage foreclosure sale buyer. Tenant agrees that any mortgagee may elect to have this Lease affected a prior lien to its mortgage, and in the event of such election and upon written notification by any default under such mortgagee to Tenant to that effect, this Lease shall be prior in lien to the said mortgage, whether this Lease is dated prior to or subsequent to the date of such mortgage.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's interest in the demised premises upon notice of such mortgagee's name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree Provided that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected or the Contribution Agreement in each case which default persists beyond any applicable cure period, the Tenant shall have the right at any time and from time to time to mortgage this Lease and the Tenant's leasehold interest in the Demised Premises, upon approval, by the Executive Director of the Housing Secretariat of a business plan stating the need for the Demised Premises to be mortgaged. The Leasehold Mortgage may be granted by way of assignment or otherwise. The Tenant shall also have the right to extend, modify, renew or replace any default under such mortgage.Leasehold Mortgage with another Leasehold Mortgage, provided however that with respect to such Leasehold Mortgage:
(b1) Wherever notice the term of the Leasehold Mortgage shall not extend beyond the end of the Term;
(2) the Leasehold Mortgage shall provide that it is required to be given to Landlord pursuant expressly subject and subordinate to the terms Landlord's rights hereunder and in the Demised Premises;
(3) the Tenant shall observe and perform all of the Tenant’s obligations under any Leasehold Mortgage and keep any Leasehold Mortgage in good standing at all times; and
(4) nothing contained in this Lease shall in any way bind the Landlord to subordinate its reversionary interest in the Demised Premises to any Leasehold Mortgage. The Landlord acknowledges and agrees that the Tenant and/or the mortgagee shall be entitled to register the Leasehold Mortgage on the leasehold parcel for the Demised Premises. Provided the Proponent is in good standing under this Lease, Tenant will likewise give such notice it is understood and agreed that the City shall subordinate and postpone the City Charge to any mortgagee of Landlord's interest the Leasehold Mortgage (and related security) and all prior and subsequent advances thereunder as that mortgage may be replaced during the Term, and to all the Permitted Encumbrances, provided in the demised premises upon notice of such mortgagee's name and address from LandlordCity’s reasonable opinion; sufficient equity remains to secure the City Charge. FurthermoreThe City reserves the right to request, at the Proponent’s expense, such mortgagee shall have appraisals, financial statements, mortgage statements or other information as it deems appropriate prior to executing the same rights postponement. Please note: The City requires a minimum of three (3) weeks to cure any default on process requests for the part execution of Landlord that Landlord would have hadpostponements and forbearance documents.
Appears in 1 contract
Samples: Lease
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's interest in the demised premises upon notice of such mortgagee's name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- in-fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. Notwithstanding anything contained in this Lease to the contrary, Tenant shall not have the right to terminate this Lease in accordance with the provisions contained herein in the event this Lease is assigned as additional security for any loan secured by Landlord's interest in the demised premises.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's Landlords interest in the demised premises upon notice of such mortgagee's name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
Samples: Lease Agreement (Value City Department Stores Inc /Oh)
RIGHT TO MORTGAGE. (a) Landlord reserves a. Lessee may, from time to time, with the right to subject consent of Lessor, which consent shall not be unreasonably withheld, hypothecate, mortgage, pledge or alienate Lessee's leasehold estate and subordinate this Lease at all times to the lien rights hereunder, and/or may cause a pledge of its shares or other ownership interests, as security for payment of any deed indebtedness of trustLessee. Lessor's consent shall be deemed to be given for any hypothecation, mortgage mortgage, pledge or mortgages now alienation of Lessee's leasehold estate and rights hereunder, and/or pledge of Lessee's shares or hereafter placed upon Landlord's interest in the demised premises; providedother ownership interests, howeveras security for payment of any indebtedness of Lessee, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Leaseto an Institutional Lender, so long as Tenant performs the indebtedness to be thereby secured, together with any other then-existing indebtedness of Lessee, does not exceed eighty-five percent (85%) of the fair market value at such time of the Hotel and Lessee's rights hereunder; provided, however that in no event may the aggregate principal amount of mortgages encumbering Lessee's leasehold estate outstanding at the time of granting of any such mortgage, exceed eighty percent (80%) of the fair market value at such time of the Hotel and Lessee's rights hereunder. The holder or holders of any such lien or pledge shall be referred to herein as "Leasehold Mortgagees".
b. A Leasehold Mortgagee or its assignee may enforce its mortgage, lien or pledge and acquire title to the leasehold estate or ownership or control of Lessee in any lawful way and, pending Foreclosure of such lien, the Leasehold Mortgagee or its assigns may take possession of and operate the Premises, performing all obligations to be performed by Lessee. Upon Foreclosure of such lien, the Leasehold Mortgagee or any wholly owned affiliate of the Leasehold Mortgagee may purchase or acquire the leasehold estate and rights hereunder or the stock or other ownership interests of Lessee (the Leasehold Mortgagee or any such affiliate thereof being hereinafter referred to as a "Leasehold Mortgagee Foreclosure Purchaser"), without the consent of the Lessor and without any obligation to comply with the provisions of Section 11.7(d) hereof, provided that the Leasehold Mortgagee Foreclosure Purchaser must meet the requirements of Section 11.7(a) clauses (i), (ii), (iii) and (iv) if foreclosing on the mortgage on the leasehold estate and meet the requirements of Section 11.7(a) clauses (i), (ii) and (iii) if foreclosing on a pledge of the stock or other ownership interest of Lessee. After completion of Foreclosure, a Leasehold Mortgagee Foreclosure Purchaser may sell and assign the leasehold estate hereby created and the rights of Lessee hereunder, or ownership or control of Lessee, but any purchaser or assignee must meet the requirements Section 11.7(a) clauses (i), (ii), and (iii) and, if transferring the leasehold estate, clause (iv) and any such sale which occurs more than twelve (12) months after completion of Foreclosure must comply with the provisions of Section 11.7(d) and any such sale or transfer prior to twelve months after completion of Foreclosure shall not be subject to the provisions of Section 11.7(d). In addition, upon Foreclosure of a Leasehold Mortgage, a purchaser or transferee which is not the Leasehold Mortgagee or a wholly-owned affiliate of a Leasehold Mortgagee shall not be subject to the provisions of Section 11.7(d) hereof, but any future sale or transfer by such purchaser or transferee shall be subject to Section 11.7 (d) hereof. Any Leasehold Mortgagee Foreclosure Purchaser acquiring such leasehold estate shall be liable to perform the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of Lessee by this Lease and is not in default under only during the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under period such mortgagePerson has ownership of said leasehold estate or possession of the Premises.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's interest in the demised premises upon notice of such mortgagee's name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
RIGHT TO MORTGAGE. Notwithstanding any provision of this Lease to the contrary, Tenant shall have the right, at any time and from time to time during the Term, and in each case without the consent of Landlord, to mortgage all or any portion of the leasehold estate created by this Lease (whether or not such mortgage shall also cover other properties), and give as collateral to a Leasehold Mortgagee an assignment of and security interest in (a) Landlord reserves the right Building, the Building Equipment, the Development Rights (subject to subject Landlord’s rights under this Lease, including Section 20.2 and subordinate Article 22) and Tenant’s interest (as ground tenant) in and to the Premises, (b) the rents, income, receipts, revenues, issues and profits issuing to the Tenant from the Property Portfolio, (c) any Subleases entered into by Tenant, (d) the purchase option provided in Article 35 and (e) Tenant’s entire interest in this Lease at all times to and the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premisesleasehold estate created hereby; provided, however, that, in order for such mortgage to be a Leasehold Mortgage entitled to the benefits hereof: (i) such mortgage must be held by a Person that no default is an Institutional Lender, (ii) such mortgage must be held by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and an Institutional Lender that is not an Affiliate of Tenant, (iii) such mortgage secures a loan that by its terms is required to be paid in default hereunder, and Tenant attorns full prior to the holder Expiration Date, (iv) no such mortgage shall be a lien on all or any portion of the Landlord’s Estate, (v) a duplicate original or copy of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which mortgage shall be delivered to Tenant or contained Landlord (together with written notice specifying the name and address of the Leasehold Mortgagee) and (vi) such mortgage shall provide that insurance proceeds and Awards shall be applied, and disbursed, as described in this Lease. Any such mortgage, as the aforesaid subordination agreementsame may be renewed, providing in substance that so long extended, modified, consolidated and replaced from time to time, is hereinafter referred to as a “Leasehold Mortgage”. Notwithstanding the foregoing, Tenant shall faithfully discharge not have the obligations on its part right to be kept encumber or subordinate the Landlord’s Estate or the Fixed Annual Rent, Additional Rent and performed other amounts due Landlord under the terms of this Lease and is not Lease. Except as otherwise expressly provided in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice nothing contained in this Lease shall be deemed to grant any mortgagee of lien or other encumbrance encumbering Landlord's interest in the demised premises upon notice of such mortgagee's name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had’s Estate.
Appears in 1 contract
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's ’s interest in the demised premisesPremises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's ’s rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable subordination, non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten attornment agreement (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant“SNDA”). It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreementan SNDA, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. Landlord represents and warrants that, as of the date of this Lease and the Commencement Date, there are and there shall not be any mortgages, ground leases or other encumbrances that could dispossess Tenant’s leasehold interest hereunder (collectively, “Mortgages”) on Landlord’s fee title to the Center.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's ’s interest in the demised premises Premises upon notice of such mortgagee's ’s name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
Samples: Lease (Retail Ventures Inc)
RIGHT TO MORTGAGE. (a) Landlord reserves Sublessee acknowledges that Landlord, pursuant to the Master Lease, has reserved the right to subject and subordinate this Lease Sublease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's ’s interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's Sublessee’s rights under this LeaseSublease, so long as Tenant Sublessee performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant Sublessee attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant Sublessee receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant Sublessee shall execute any instrument presented to Tenant Sublessee for the purpose of effecting such subordination. If TenantSublessee, within ten (10) days after submission of such instrument, fails to execute same, Landlord Sublessor is hereby authorized to execute same as attorney-in- fact for TenantSublessee. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord Sublessor shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant Sublessee or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant Sublessee shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease Sublease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease Sublease affected by any default under such mortgage.
(b) Wherever notice is required to be given to Landlord Sublessor pursuant to the terms of this LeaseSublease, Tenant Sublessee will likewise give such notice to any mortgagee of Landlord's Sublessor’s interest in the demised premises upon notice of such mortgagee's ’s name and address from LandlordSublessor. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord Sublessor that Landlord Sublessor would have had.
Appears in 1 contract
Samples: Assignment and Assumption Agreement (Retail Ventures Inc)
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage mortgage, or mortgages now or hereafter placed upon Landlord's interest in any of the demised premisesDemised Premises; provided, however, that no default by Landlord, under any deed of trust, mortgage mortgage, or mortgages, shall affect Tenant's rights under this Lease, Lease so long as Tenant substantially performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, Tenant fails to execute such an instrument within ten (10) days after submission of such instrument, fails to execute sameit is submitted, Landlord hereby is hereby authorized to execute same it as attorney-in- in-fact for Tenant. It is a condition, however, to the these subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the discharges its obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereofLease, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage.
(b) Wherever Whenever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant likewise will likewise give such notice to any first mortgagee of Landlord's interest in the demised premises upon notice of such mortgagee's name and address from Landlordwhich it has received legal notice. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
RIGHT TO MORTGAGE. (a) Landlord reserves Tenant shall have the right from time to time to grant one or more separate leasehold mortgages encumbering all or any functionally distinct portion of the Premises and the Improvements located thereon (each such portion of the Premises so mortgaged, a "LEASEHOLD MORTGAGE PARCEL"), assign and lease back all or a portion of the Premises and the Improvements located thereon incidental to a so-called sale-leaseback financing (each such portion of the Premises subject to a so-called sale-leaseback financing, a "SALE-LEASEBACK PARCEL") and subordinate this Lease at grant a security interest under the Uniform Commercial Code in all times to the lien or a portion of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's its interest in the demised premisesPremises and all or a portion of the Improvements (each a "LEASEHOLD MORTGAGE" and collectively, the "LEASEHOLD MORTGAGES"), to secure the payment of any loan or loans obtained by Tenant from one or more recognized institutional lenders or other recognized financing sources (collectively, "LEASEHOLD MORTGAGEE"); provided, however, that no default Tenant shall give prior written notice to Landlord of its intent to exercise such rights hereunder, including in such notice the name, address of each such proposed Leasehold Mortgagee, the amount of such loan or loans and a description of the Leasehold Mortgage Parcel or the Sale-Leaseback Parcel, as the case may be, and thereafter promptly furnish any other information regarding each such Leasehold Mortgagee which Landlord may reasonably request. The intent of this provision is to enable Tenant to separately finance those Improvements on the Premises used principally for manufacturing purposes, for office and administrative purposes, and for research and development purposes, and for parking facilities. The Leasehold Mortgage having the first priority from time to time with respect to each Leasehold Mortgage Parcel is the "FIRST LEASEHOLD MORTGAGE" with respect to that respective Leasehold Mortgage Parcel; and the holder thereof is the "FIRST LEASEHOLD MORTGAGE" with respect to that respective Leasehold Mortgage Parcel. All Leasehold Mortgages are sometimes referred to as "PERMITTED FINANCING."
(b) Landlord agrees to consider amendments to this Lease which may be reasonably required to enable Tenant to obtain separate financing for each functionally distinct portion of the Premises. Tenant will submit such amendments to Landlord who will review the same and indicate those that are acceptable, and as to those which are not, specifying the reasons therefor and what changes would make the same acceptable to Landlord. To the extent such functionally distinct portion of the Premises is identified on the Development Plan, Landlord shall not deem such amendment unacceptable provided such amendment otherwise complies with this Section 12.
1. At Tenant's request, Landlord will enter into separate (i.e., non-cross default) ground leases for each functionally distinct portion of the Premises, such separate ground leases to be on the same terms as contained in this Lease with only such changes as are necessary to accommodate separate leasing. In addition to the written notice from Tenant required in accordance with paragraph (a), Tenant shall deliver to Landlord a new lease upon the same terms and conditions of the Existing Lease as amended hereby, covering the Leasehold Mortgage Parcel or the Sale-Leaseback Parcel, as the case may be (except to the extent any such terms and conditions do not apply to the respective Leasehold Mortgage Parcel or the Sale-Leaseback Parcel), and a notice or memorandum thereof, in form and substance suitable for recording with the Suffolk County Registry of Deeds and the Suffolk Registry District of the Land Court (each a "PERMITTED FINANCING LEASE"). Landlord shall use reasonable efforts to obtain approval, execute and deliver the Permitted Financing Lease as soon as reasonably practicable thereafter. Landlord and Tenant agree to negotiate in good faith, execute and deliver all other documents, instruments, amendments, restatements, agreements and contracts reasonably necessary in connection with the execution and delivery of the Permitted Financing Lease, including, but not limited to any Landlord Consent, Waiver and Estoppel Agreement by and among Landlord, under Tenant and Leasehold Mortgagee, reasonably requested by such Leasehold Mortgagee.
(c) Notwithstanding any deed provisions of trust, mortgage or mortgages, this Lease to the contrary: (i) the configuration of any and all Leasehold Mortgage Parcels and/or any and all Sale-Leaseback Parcels shall affect Tenant's rights under 11 be documented in the Development Plan; (ii) Landlord shall not be required to enter into any amendments to this Lease, so long as any Permitted Financing Lease or any other documents in connection therewith (collectively, the "PERMITTED FINANCING LEASE DOCUMENTS") in order to assist Tenant performs in financing any portion of the Improvements if Landlord is required to pay any out-of-pocket expenses in connection therewith and/or if any provisions of any such Permitted Financing Lease Document in any way increase Landlord's obligations imposed upon it hereunder or decrease the economic benefits derived by Landlord hereunder; and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. (iii) Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within promptly (but not later than ten (10) days after submission Landlord's delivery to Tenant of a statement of such instrumentcosts) reimburse Landlord for all actual costs (out-of-pocket and otherwise) expended or incurred by Landlord in connection with assisting Tenant in arranging financing for any portion of the Improvements, fails to execute sameincluding, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a conditionwithout limitation, however, to the subordination negotiation and lien provisions herein provided, that Landlord shall procure from review of any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Permitted Financing Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgageDocuments.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's interest in the demised premises upon notice of such mortgagee's name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
Samples: Lease (Genzyme Corp)
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's interest in the demised premises upon notice of such mortgagee's name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
Samples: Lease (Retail Ventures Inc)
RIGHT TO MORTGAGE. Tenant shall have the right, without Landlord's prior consent, to mortgage its interest in this Lease and any sublease(s) under one Leasehold Mortgage at any given time, and to assign this Lease and any sublease(s) as collateral security for such Leasehold Mortgage. Such Leasehold Mortgage must at all times be held by a Lender. No Leasehold Mortgage shall extend to or affect the Land or the reversionary interest and estate of Landlord in and to the Premises or any part thereof. The granting of a Leasehold Mortgage does not render, and shall not be construed to render, a Leasehold Mortgagee an assignee for purposes of this Lease. Landlord agrees to amend this Lease to provide for any reasonable changes that such Lender may require; provided, that such changes shall be commercially reasonable and in no event affect the rent payable hereunder, the term hereof, or terms, provisions and conditions of the Tenant's Purchase Option or any other similar option hereunder. No Leasehold Mortgage shall be valid or of any force or effect unless and until (i) Leasehold Mortgagee shall have sent to Landlord written notice specifying the name and post office address of Leasehold Mortgagee and (ii) the Leasehold Mortgage shall contain the following provisions:
(a) Landlord reserves This mortgage is executed upon the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, condition that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any sale shall acquire any right, title or interest in or to the Lease hereby mortgaged, unless the said purchaser, or the person, firm or corporation to whom or to which such subordination purchaser's right has been assigned, shall, in the instrument transferring to such purchaser or to such assignee Tenant's interest under the said Lease, assume and agree to perform all of the terms, covenants and conditions of said Lease to be observed or performed on the part of Tenant, and moreover, that no further or additional mortgage or assignment of said Lease shall be contingent upon Tenant receiving made, except subject to the provisions contained in Articles 10 and 11 of said Lease, and that a commercially reasonable non-disturbance duplicate original of said assumption agreement. , in form satisfactory to Landlord's counsel and duly executed and acknowledged by such purchaser or such assignee, is delivered to Landlord immediately after the consummation of such sale, or, in any event, prior to taking possession of the Premises;" and
(b) The parties agree that mortgagee waives all right and option to retain and apply the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute proceeds of any instrument presented insurance or the proceeds of any condemnation award toward payment of the sum secured by the mortgage to Tenant the extent such proceeds are required to be used for the purpose repair or restoration of effecting such subordination. If Tenant, within ten (10) days after submission the mortgaged premises substantially in accordance with the provisions of such instrument, fails to execute same, the Lease hereby mortgaged." Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance agrees that so long as Tenant any such Leasehold Mortgage shall faithfully discharge remain unsatisfied of record or until written notice of satisfaction is given by the obligations on its part holder thereof to Landlord, the following provisions shall apply:
11.1.1 There shall be kept and performed under the terms no cancellation, surrender or modification of this Lease by joint action of Landlord and is not Tenant without the prior consent in default under the terms hereof, its tenancy will not be disturbed nor writing of Leasehold Mortgagee (but nothing herein shall prevent Landlord from terminating this Lease affected by any default under such mortgageupon an Event of Default as provided herein).
11.1.2 Landlord shall, upon serving Tenant with any notice of default (bwhich notice shall specify the nature of the default) Wherever notice is required to be given to Landlord pursuant to the terms or termination, serve a copy of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's interest in the demised premises upon notice of such mortgagee's name and address from LandlordLeasehold Mortgagee. Furthermore, such mortgagee Leasehold Mortgagee shall thereupon have the same rights period, as provided Tenant, after service of such notice upon it, to cure any default on remedy or cause to be remedied the part of defaults complained of, and Landlord that Landlord would have hadshall accept such performance by such Leasehold Mortgagee as if the same had been done by Tenant.
Appears in 1 contract
Samples: Lease Agreement (Empire Resorts Inc)
RIGHT TO MORTGAGE. (a) The Landlord reserves the right to subject and subordinate this the Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon the Landlord's interest in the demised premises; provided, however, that no default by Landlord, under said premises and on the land and buildings of which the said premises are a part of upon any deed buildings hereafter erected on the land. The Tenant covenants and agrees to execute and deliver upon demand such further instrument or instruments subordinating this Lease to the lien of trust, any such mortgage or mortgages, mortgages as shall affect Tenant's rights under this Lease, so long as Tenant performs be desired by the obligations imposed upon it hereunder Landlord and is not in default hereunderby any mortgagees or proposed mortgagees, and Tenant attorns to hereby irrevocably appoints the holder of such deed of trust or mortgage, its assignee or Landlord the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable nonattorney-disturbance agreement. The parties agree that the Subordination, Nonin-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant fact for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails Tenant to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from deliver any such mortgagee an agreement in writing, which shall be delivered to Tenant instrument or contained instruments for and in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge name of the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgageTenant.
(ba) Wherever notice is Tenant further specifically acknowledges that upon its/their acceptance of possession of the leased premises all improvements and the space required to be given to furnished by the Landlord pursuant to the terms of this Leaselease and any addendums hereto, have been completed by Landlord in all respects. *SEE ADDENDUM ATTACHED Tenant will likewise give such notice agrees to any mortgagee execute a separate estoppel certificate and subordination agreement at the request of Landlord's interest in the Landlord within 10 days after it accepts possession which certificate certifies:
(1) That it has accepted possession of the demised premises upon notice pursuant to the terms of such mortgagee's name the within lease.
(2) That the improvements and address space required to be furnished by, Landlord pursuant to the lease have been completed in all respects.
(3) That Landlord has fulfilled all of its duties of an inducement nature, and the above lease is in full force and effect and free from Landlorddefault of either party.
(4) That the above lease has not been modified, altered or amended. Furthermore(5) That said lease commences on ..................... 19 ...., such mortgagee shall have and the same rights to cure any default rental obligation commences on the part date of Landlord that Landlord would have had.possession and expires seven (7) years thereafter. .........., 19 .... . The primary lease term expires .............................
Appears in 1 contract
Samples: Lease Agreement (Lumonics Inc)
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any leasehold deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's ’s interest in the demised premisesMaster Lease; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's ’s rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's ’s interest in the demised premises Master Lease upon notice of such mortgagee's ’s name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
Samples: Lease (DSW Inc.)
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's ’s interest in the demised premisesPremises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's ’s rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable subordination, non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten attornment agreement (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant“SNDA”). It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreementan SNDA, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. The parties acknowledge that the SNDA attached hereto as Exhibit “I” is commercially reasonable. Landlord represents and warrants that, as of the date of this Lease and the Commencement Date, there are no mortgages, ground leases or other encumbrances that could dispossess Tenant’s leasehold interest hereunder (collectively, “Mortgages”) on Landlord’s fee title to the Center other than that certain Deed of Trust, Assignment of Rents and Security Agreement granted by Landlord in favor of Key Bank National Association and recorded on September 6, 2006 in the City of Virginia Beach Recorder’s Office as Document Number 20060906001348180 (the “Mortgage”). Landlord agrees that Tenant’s obligations under this Lease shall be contingent upon Tenant entering into an SNDA with the holder of such Mortgage on or before the Commencement Date.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's ’s interest in the demised premises Premises upon notice of such mortgagee's ’s name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
Samples: Lease (DSW Inc.)
RIGHT TO MORTGAGE. (a) Landlord reserves Lessee may, from time to time, with the right consent of Lessor, which consent shall not be unreasonably withheld, hypothecate, mortgage, pledge or alienate Lessee's leasehold estate and rights hereunder as security for payment of any indebtedness of Lessee to subject any bank, insurance company or other established lending or financial institution or institutions. The holder or holders of any such lien, as well as any lenders of loans made pursuant to Section 5.7 hereof shall be referred to herein as "Leasehold Mortgagees." A Leasehold Mortgagee or its assignees may enforce such lien and subordinate this Lease at all times acquire title to the leasehold estate in any lawful way and, pending foreclosure of such lien, the Leasehold Mortgagee or its assigns may take possession of and operate the Premises, performing all obligations to be performed by Lessee, and upon foreclosure of such lien by power of sale or judicial foreclosure, the Leasehold Mortgagee may sell and assign the leasehold estate hereby created but any deed such purchaser or assignee must be a qualified assignee within the meaning of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, Section 11.7(a) below ("Qualified Purchaser"). Any Person acquiring such leasehold estate shall affect Tenant's rights under this Lease, so long as Tenant performs be liable to perform the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of Lessee by this Lease and is not in default under only during the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under period such mortgagePerson has ownership of said leasehold estate or possession of the Premises.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's interest in the demised premises upon notice of such mortgagee's name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
RIGHT TO MORTGAGE. (a) Landlord reserves Lessee shall have the right to subject and subordinate this Lease at all times during the term of this Agreement to obtain bona fide loans (including through special purpose revenue bonds) and to secure such loans by encumbering the lien of leasehold estate created by this Agreement by any deed of trustmortgage, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such other security instrument, fails including, without limitation, an assignment of the rentals, issues and profits therefrom ("Leasehold Mortgages"). Lessee shall provide the Lessors with reasonable advance notice of arrangements to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgageobtain Leasehold Mortgages.
(b) Wherever notice is required The proceeds of such loans, however, shall be used for the planning, financing, development, design, purchase, construction, maintenance, and operation of one or more power plants, well fields and related equipment, personal property, fixtures and improvements necessary or desirable in the operation of such facilities on the Property or utilizing Resources produced from the Property.
(c) During the continuance of each and every Leasehold Mortgage and until such time as the lien of each and every Leasehold Mortgage has been extinguished, all Lessors and Lessee shall cooperate in including in this Agreement any provision which may be reasonably requested by an owner or holder of the Leasehold Mortgage ("Leasehold Lender") by suitable amendment or other instrument, including site leases, easements, or licenses granted thereunder, the cost of which shall be borne by the Lessee.
(d) All Lessors and Lessee further agree that any equity participant in the development of one or more electrical power plants which utilize Resources produced from the Property, for the purpose of implementing mortgagee protection provisions, to be given allow the Leasehold Lender or equity participant reasonable means to Landlord pursuant protect or preserve the lien of the Leasehold Mortgage and to protect the rights and interest of any such equity participant on the occurrence of a default by Lessee under the terms of the Lease pursuant to this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's interest in the demised premises upon notice of such mortgagee's name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have hadAgreement.
Appears in 1 contract
Samples: Geothermal Lease and Agreement (Nevada Geothermal Power Inc)
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's ’s interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's ’s rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. Landlord represents and warrants that, as of the commencement date, there shall be no mortgages, ground leases or other encumbrances that could dispossess Tenant’s leasehold interest hereunder (collectively, “Mortgages”) on Landlord’s fee title to the Center other than that certain Deed of Trust and Security Agreement and Fixture Filing and Assignment of Leases and Rents which were filed in King County, Washington, on June 15, 2005, between Massachusetts Mutual Life Insurance Company, as mortgagee, and Landlord, as mortgagor. Landlord agrees that Tenant’s obligations hereunder shall be contingent upon Tenant entering into a commercially reasonable subordination, non-disturbance and attornment agreement (“SNDA”) with such Mortgage holder on or before the commencement date. Further, in the event the conditions set forth herein are not satisfied, Tenant shall have the right to terminate this Lease upon delivery of notice of such election to Landlord any time after the commencement date but prior to Landlord’s satisfaction of the conditions set forth herein. In any event, Tenant shall have no obligations hereunder, specifically including the obligation to pay rent, until the conditions set forth herein are satisfied.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's ’s interest in the demised premises upon notice of such mortgagee's ’s name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
RIGHT TO MORTGAGE. (a) Landlord reserves The Partnership shall be authorized to borrow from the right to Mortgagees whatever amounts may be required, subject and subordinate this Lease at all times to the lien provisions hereof, in connection with the acquisition, development, construction and/or rehabilitation of the Partnership Property, and the meeting of the expenses of operating the Project (including, without limitation, any deed items for which the Mortgagees may provide mortgage funds), and shall secure the same by the Mortgages. Such borrowing shall not at any given time exceed the amount of trustunpaid principal due including accrued interest, mortgage or mortgages now or hereafter placed upon Landlord's nor be at a higher interest in rate, nor change the demised premises; provided, however, that no default by Landlordpayment terms, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgageinitial Mortgage Notes.
(b) Wherever notice Except with respect to the Construction Loan and Sponsor Loans, the Loans shall provide that no Partner shall have any personal liability for the payment of all or any part of such Mortgage Notes, except for customary exclusions for fraud, misappropriation of funds or waste.
(c) Subject to provisions of this Agreement with respect to related party loans, a limited partner or member (such limited partner or member being referred to herein as a "Related Mortgagee") in any entity that is required a Partner at any time may make, own, acquire, guarantee or otherwise credit enhance, in whole or in part, a loan secured by a mortgage, deed of trust, trust deed, or other security instrument encumbering the Project owned by the Partnership (any such loan being referred to as a "Related Mortgage Loan"). Under no circumstances will a Related Mortgagee be considered to be given acting on behalf or as an agent or the alter ego of such Partner. A Related Mortgagee may take any actions that the Related Mortgagee, in its discretion, determines to Landlord pursuant to be advisable in connection with a Related Mortgage Loan (including in connection with the terms enforcement of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's a Related Mortgage Loan). By acquiring an interest in the demised premises upon notice Partnership, each Partner acknowledges that no Related Mortgagee owes the Partnership or any Partner any f iduciary duty or other duty or obligation whatsoever by virtue of such mortgageeRelated Mortgagee being a limited partner or member in a Partner. Neither the Partnership nor any Partner will make any claim against a Related Mortgagee, or against the Partner in which the Related Mortgagee is a partner or member, relating to a Related Mortgage Loan and alleging any breach of any fiduciary duty, duty of care, or other duty whatsoever to the Partnership or to any Partner based in any way upon the Related Mortgagee's name and address from Landlord. Furthermore, such mortgagee status as a limited partner or member of a Partner.
(d) The General Partner shall not have any authority to enter into any loan on behalf of the same rights to cure any default Partnership (or on the part General Partner's behalf to the extent the proceeds will be used in the Project) which has not closed as of Landlord the Admission Date without the Consent of the Limited Partner. Such Consent will be provided or withheld by the Limited Partner after it has been provided an opportunity to review all loan documents to confirm that Landlord the loan amount and terms are consistent with the underlying assumptions in the Projections and the terms approved by the Limited Partner as of the Admission Date as reflected in the Projections. The Partnership shall not enter into any Loan at Loan Conversion in an amount that would have hadresult in a Required Debt Service Coverage less than 1.15 to one throughout the Compliance Period assuming the greater of actual vacancy rates or the amount shown on the Projections.
Appears in 1 contract
Samples: Limited Partnership Agreement
RIGHT TO MORTGAGE. (a) Landlord reserves Subject to Section 13.4, Tenant may, at any time and from time to time, Mortgage all or any portion of the right to subject right, title and subordinate interest of Tenant in the leasehold estate created by this Lease at or in any or all times Improvements on any portion of the Premises to the lien one or more Mortgagees for security for a loan or loans or other obligations of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premisesTenant; provided, however, that in no default event shall fee title to the Premises be subordinated to or encumbered by Landlordany Mortgage. However, under any deed the making of trust, mortgage or mortgages, a Mortgage shall affect in no event constitute an assumption by the Mortgagee of Tenant's rights ’s obligations under this Lease. Concurrently with executing each Mortgage, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented furnish Landlord with the name and address of the Mortgagee and shall prepare and deliver to Tenant Landlord a request for the purpose notice of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, default in recordable form providing that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered receive copies of notices of default under that Mortgage at the address for notice to Tenant or contained Landlord set forth in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Basic Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgageInformation.
(b) Wherever notice is required Any Sublessee (including, without limitation, any Master Developer) may, at any time and from time to be given to Landlord pursuant to time, Mortgage all or any portion of the terms right, title and interest of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's interest Sublessee in the demised premises upon notice subleasehold estate created by the Sublease of such mortgagee's Sublessee or in any or all Improvements owned by such Sublessee on the portion of the Premises sublet under such Sublease to one or more Mortgagees for security for a loan or loans or other obligations of such Sublessee. However, the making of a Mortgage shall in no event constitute an assumption by the Mortgagee of the Sublessee’s obligations under the Sublease of such Sublessee. Concurrently with executing each Mortgage, such Sublessee shall furnish Landlord with the name and address from Landlord. Furthermore, such mortgagee of the Mortgagee and shall have the same rights prepare and deliver to cure any Landlord a request for notice of default on the part of Landlord in recordable form providing that Landlord would have hadshall receive copies of notices of default under that Mortgage at the address for notice to Landlord set forth in the Basic Lease Information.
Appears in 1 contract
Samples: Enhanced Use Lease
RIGHT TO MORTGAGE. (a) Landlord reserves Lessee shall have the right to subject and subordinate this Lease at all times during the term of this Agreement to obtain bona fide loans (including through special purpose revenue bonds) and to secure such loans by encumbering the lien of leasehold estate created by this Agreement by any deed of trustmortgage, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such other security instrument, fails including, without limitation, an assignment of the rentals, issues and profits therefrom ("Leasehold Mortgages"). Lessee shall provide the Lessors with reasonable advance notice of arrangements to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgageobtain Leasehold Mortgages.
(b) Wherever notice is required The proceeds of such loans, however, shall be used for the planning, financing, development, design, purchase, construction, maintenance, and operation of one or more power plants, well fields and related equipment, personal property, fixtures and improvements necessary or desirable in the operation of such facilities on the Property or utilizing Resources produced from the Property.
(c) During the continuance of each and every Leasehold Mortgage and until such time as the lien of each and every Leasehold Mortgage has been extinguished, all Lessors and Lessee shall cooperate in including in this Agreement any provision which may be reasonably requested by an owner or holder of the Leasehold Mortgage ("Leasehold Lender") by suitable amendment or other instrument, including site leases, easements, or licenses granted thereunder, the cost of which shall be borne by the Lessee.
(d) All Lessors and Lessee further agree that any equity participant in the development of one or more electrical power plants which utilize Resources produced from the Property, for the purpose of implementing mortgagee protection provisions, shall allow the Leasehold Lender or equity participant reasonable means to be given protect or preserve the lien of the Leasehold Mortgagee and to Landlord pursuant to protect the rights and interest of any such equity participant on the occurrence of a default by Lessee under the terms of the Lease pursuant to this LeaseAgreement.
(e) All Lessors each agree to execute, Tenant will likewise give deliver, and acknowledge any agreement necessary to effect any such notice amendment or other instrument.
(f) Lessors shall have no obligation to execute such amendment or other instrument which in any mortgagee way affects the term hereof, the indemnities provided herein, or rentals or royalties payable under this Agreement, or otherwise materially affects the rights or obligations of Landlord's interest in the demised premises upon notice Lessors hereunder.
(g) Lessors shall be liable to Lessee for any damage suffered as a consequence of such mortgagee's name Lessors' arbitrary and address from Landlord. Furthermorewrongful refusal to, such mortgagee shall have the same rights within twenty (20) business days of a request, execute, deliver and acknowledge any document necessary to cure effect any default on the part amendment or other instrument provided for in Section 19 of Landlord that Landlord would have hadthis Agreement.
Appears in 1 contract
Samples: Geothermal Lease and Agreement (Nevada Geothermal Power Inc)
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. Landlord represents and warrants that, as of the commencement date, there shall be no mortgages, ground leases or other encumbrances that could dispossess Tenant's leasehold interest hereunder (collectively, "Mortgages") on Landlord's fee title to the Center other than that certain Deed of Trust and Security Agreement and Fixture Filing and Assignment of Leases and Rents which were filed in King County, Washington, on June 15, 2005, between Massachusetts Mutual Life Insurance Company, as mortgagee, and Landlord, as mortgagor. Landlord agrees that Tenant's obligations hereunder shall be contingent upon Tenant entering into a commercially reasonable subordination, non-disturbance and attornment agreement ("SNDA") with such Mortgage holder on or before the commencement date. Further, in the event the conditions set forth herein are not satisfied, Tenant shall have the right to terminate this Lease upon delivery of notice of such election to Landlord any time after the commencement date but prior to Landlord's satisfaction of the conditions set forth herein. In any event, Tenant shall have no obligations hereunder, specifically including the obligation to pay rent, until the conditions set forth herein are satisfied.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's interest in the demised premises upon notice of such mortgagee's name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
Samples: Lease (DSW Inc.)
RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's ’s interest in the demised premisesPremises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's ’s rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable subordination, non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten attornment agreement (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant“SNDA”). It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreementan SNDA, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. The parties acknowledge that the SNDA attached hereto as Exhibit “I” is commercially reasonable. Landlord represents and warrants that, as of the date of this Lease and the Commencement Date, there are no mortgages, ground leases or other encumbrances that could dispossess Tenant’s leasehold interest hereunder (collectively, “Mortgages”) on Landlord’s fee title to the Center. Landlord agrees that Tenant’s obligations under this Lease shall be contingent upon Tenant entering into an SNDA with the holder of such Mortgage on or before the Commencement Date.
(b) Wherever notice is required to be given to Landlord pursuant to the terms of this Lease, Tenant will likewise give such notice to any mortgagee of Landlord's ’s interest in the demised premises Premises upon notice of such mortgagee's ’s name and address from Landlord. Furthermore, such mortgagee shall have the same rights to cure any default on the part of Landlord that Landlord would have had.
Appears in 1 contract
Samples: Lease (Retail Ventures Inc)
