Common use of SUBORDINATION, ATTORNMENT AND CERTIFICATES Clause in Contracts

SUBORDINATION, ATTORNMENT AND CERTIFICATES. The Lessee agrees as follows: A. That this Lease and all of the rights and interest of the Lessee hereunder shall be subject and subordinate to any mortgage or deed of trust which may now or hereafter constitute a first or second lien upon the Building (hereinafter called a "PRIOR MORTGAGE", and the holder or beneficiary of any such Prior Mortgage being hereinafter called a "PRIOR MORTGAGEE") to the same extent as if the Prior Mortgage had been executed, delivered and recorded prior to the execution of this Lease; provided, however, that any Prior Mortgagee shall have the right at any time to elect, by written notice to Lessee, to make this Lease and the rights and interests of Lessee hereunder superior to such Prior Mortgage. B. That Lessee will not subordinate this Lease to any mortgage, deed of trust or other instrument other than any Prior Mortgage, unless Lessee shall first obtain the written consent of any Prior Mortgagee. C. That, notwithstanding the subordination of this Lease as referred to in paragraph A of this Section 32 or any subordination of this Lease which may exist by virtue of the execution of this Lease subsequent to any mortgage (as hereinafter defined), at the option of the holder of any mortgage, deed of trust or similar instruments, this Lease shall not terminate in the event of, or on account of, foreclosure or other action taken under any mortgage, deed of trust or similar instrument constituting a lien on the Building, including any Prior Mortgage (any such mortgage, deed of trust or other instrument being hereinafter called a "mortgage", and the holder or beneficiary of such being hereinafter called a "mortgagee"), but shall continue in effect as a Lease in accordance with all of the terms and provisions hereof between Lessee and any party, including such mortgagee, which shall be the transferee of title to the Building pursuant to foreclosure or other action for enforcement of any such mortgage, including deed in lieu of foreclosure (hereinafter called a "transferee"); and that the Lessee shall attorn to and be liable to and recognize such transferee (and its successors and assigns) as Lessee's Lessor for the balance of the term of this Lease upon and subject to all of the terms and provisions hereof. Such transferee shall not be bound by any act or omission of any prior Lessor under this Lease, or any offsets or defenses which Lessee may have against any such prior Lessor. D. Any Prior Mortgagee to which the Lessor's interest in this Lease and/or any of the rents payable hereunder shall be assigned (and any transferee taking the title after foreclosure or other action under a Prior Mortgage) shall not be bound by any prepayment of any rent to any prior Lessor under this Lease (other than the rent and escalation payments for the current month), or any amendment, modification, or termination of this Lease or any waiver, consent or other action taken with respect to this Lease, unless such Prior Mortgagee or transferee (as the case may be) shall have given its written consent thereto. Furthermore, neither such assignment of this Lease and/or the rents payable hereunder, nor any actions by the Prior Mortgagee under such assignment shall be deemed an assumption of Lessor's obligations under this Lease. E. That, after receiving written notice from a Prior Mortgagee of its mortgage interest and specifying an address or addresses for notices, Lessee shall, so long as such Prior Mortgage is outstanding, give to such Prior Mortgagee copies of any notices of default on the part of the Lessor under this Lease, and copies of such other notices as are required to be given to Lessor under this Lease. Such copies of notices shall be given concurrently with the giving of such notices to the Lessor and shall be sent certified mail, return receipt requested. In the case of any notices of default, such Prior Mortgagee shall be permitted to cure any such default within a period of 30 days after such Prior Mortgagee shall receive such copy of the notice of default or such further period of time as may be required for such Prior Mortgagee to cure such default acting with diligence (which period of time shall include a reasonable time to obtain possession of the Leased Premises if the Prior Mortgagee elects to do so), and, if so cured by such Prior Mortgagee, Lessee shall not have any such rights or remedies as would otherwise be available to it on account of such default. F. That all of the foregoing provisions of paragraphs A through E inclusive of this Section 32 shall be self-operative and shall not require any further agreement or document by Lessee; and any Prior Mortgagee or other mortgagee or transferee may rely upon the applicable provisions of this section without any further agreement or document by Lessee. In confirmation of the same, however, Lessee shall, upon request, execute promptly any further agreements or documents which may be desired by any such Prior Mortgagee or other mortgagee or transferee as further confirmation and evidence of any or all of the agreements contained in said paragraphs A through E inclusive of this Section 32. G. That the Lessee shall promptly, whenever requested by the Lessor, prospective purchaser, mortgagee, or prospective mortgagee, execute, acknowledge and deliver to the Lessor and such mortgagee or prospective mortgagee a certificate in writing as to the then status of this Lease and any matters pertaining to this Lease, including the effectiveness of this Lease at that time and the status of Rent hereunder and any defaults hereunder; and the Lessor and any mortgagee or prospective mortgagee shall be entitled to rely thereon. X. Xxxxxx hereby represents and warrants to Lessee that as of the date of this Lease there is no mortgage or deed of trust encumbering all or any portion of the Property.

SUBORDINATION, ATTORNMENT AND CERTIFICATES. The Lessee agrees as follows: A. That this Lease and all of the rights and interest of the Lessee hereunder shall be subject and subordinate to any mortgage or deed of trust which may now or hereafter constitute a first or second lien upon the Building (hereinafter called a "PRIOR MORTGAGEPrior Mortgage", and the holder or beneficiary of any such Prior Mortgage being hereinafter called a "PRIOR MORTGAGEEPrior Mortgagee") to the same extent as if the Prior Mortgage had been executed, delivered and recorded prior to the execution of this Lease; provided, however, that any Prior Mortgagee shall have the right at any time to elect, by written notice to Lessee, to make this Lease and the rights and interests of Lessee hereunder superior to such Prior Mortgage. B. That Lessee will not subordinate this Lease to any mortgage, deed of trust or other instrument other than any Prior Mortgage, unless Lessee shall first obtain the written consent of any Prior Mortgagee. C. That, notwithstanding the subordination of this Lease as referred to in paragraph A of this Section 32 or any subordination of this Lease which may exist by virtue of the execution of this Lease subsequent to any mortgage (as hereinafter defined), at the option of the holder of any mortgage, deed of trust or similar instruments, this Lease shall not terminate in the event of, or on account of, foreclosure or other action taken under any mortgage, deed of trust or similar instrument constituting a lien on the Building, including any Prior Mortgage (any such mortgage, deed of trust or other instrument being hereinafter called a "mortgage", and the holder or beneficiary of such being hereinafter called a "mortgagee"), but shall continue in effect as a Lease in accordance with all of the terms and provisions hereof between Lessee and any party, including such mortgagee, which shall be the transferee of title to the Building pursuant to foreclosure or other action for enforcement of any such mortgage, including deed in lieu of foreclosure (hereinafter called a "transferee"); and that the Lessee shall attorn to and be liable to and recognize such transferee (and its successors and assigns) as Lessee's Lessor for the balance of the term of this Lease upon and subject to all of the terms and provisions hereof. Such transferee shall not be bound by any act or omission of any prior Lessor under this Lease, or any offsets or defenses which Lessee may have against any such prior Lessor. D. Any Prior Mortgagee to which the Lessor's interest in this Lease and/or any of the rents payable hereunder shall be assigned (and any transferee taking the title after foreclosure or other action under a Prior Mortgage) shall not be bound by any prepayment of any rent to any prior Lessor under this Lease (other than the rent and escalation payments for the current month), or any amendment, modification, or termination of this Lease or any waiver, consent or other action taken with respect to this Lease, unless such Prior Mortgagee or transferee (as the case may be) shall have given its written consent thereto. Furthermore, neither such assignment of this Lease and/or the rents payable hereunder, nor any actions by the Prior Mortgagee under such assignment shall be deemed an assumption of Lessor's obligations under this Lease. E. That, after receiving written notice from a Prior Mortgagee of its mortgage interest and specifying an address or addresses for notices, Lessee shall, so long as such Prior Mortgage is outstanding, give to such Prior Mortgagee copies of any notices of default on the part of the Lessor under this Lease, and copies of such other notices as are required to be given to Lessor under this Lease. Such copies of notices shall be given concurrently with the giving of such notices to the Lessor and shall be sent certified mail, return receipt requested. In the case of any notices of default, such Prior Mortgagee shall be permitted to cure any such default within a period of 30 days after such Prior Mortgagee shall receive such copy of the notice of default or such further period of time as may be required for such Prior Mortgagee to cure such default acting with diligence (which period of time shall include a reasonable time to obtain possession of the Leased Premises if the Prior Mortgagee elects to do so), and, if so cured by such Prior Mortgagee, Lessee shall not have any such rights or remedies as would otherwise be available to it on account of such default. F. That all of the foregoing provisions of paragraphs A through E inclusive of this Section 32 shall be self-operative and shall not require any further agreement or document by Lessee; and any Prior Mortgagee or other mortgagee or transferee may rely upon the applicable provisions of this section without any further agreement or document by Lessee. In confirmation of the same, however, Lessee shall, upon request, execute promptly any further agreements or documents which may be desired by any such Prior Mortgagee or other mortgagee or transferee as further confirmation and evidence of any or all of the agreements contained in said paragraphs A through E inclusive of this Section 32. G. That the Lessee shall promptly, whenever requested by the Lessor, prospective purchaser, mortgagee, or prospective mortgagee, execute, acknowledge and deliver to the Lessor and such mortgagee or prospective mortgagee a certificate in writing as to the then status of this Lease and any matters pertaining to this Lease, including the effectiveness of this Lease at that time and the status of Rent hereunder and any defaults hereunder; and the Lessor and any mortgagee or prospective mortgagee shall be entitled to rely thereon. X. Xxxxxx hereby represents and warrants to Lessee that as of the date of this Lease there is no mortgage or deed of trust encumbering all or any portion of the Property.

SUBORDINATION, ATTORNMENT AND CERTIFICATES. The Lessee agrees as followsTenant further agrees: A. (a) That this Lease and all of the rights and interest interests of the Lessee Tenant hereunder shall be subject and subordinate to any mortgage or deed of trust (whether one or more) which may now or hereafter constitute a first or second lien upon the Building (hereinafter called a "PRIOR MORTGAGEMortgage", and the holder or beneficiary of any such Prior Mortgage being hereinafter called a "PRIOR MORTGAGEEMortgagee") to the same extent as if the Prior Mortgage had been executed, delivered and recorded prior to the execution of this Lease; provided, however, that any Prior Mortgagee shall have the right at any time to elect, by written notice to LesseeTenant, to make this Lease and the rights and interests of Lessee Tenant hereunder superior to the Mortgage held by such Prior Mortgage.Mortgagee; B. That Lessee will not subordinate this Lease to any mortgage, deed of trust or other instrument other than any Prior Mortgage, unless Lessee shall first obtain the written consent of any Prior Mortgagee. C. (b) That, notwithstanding the subordination of this Lease as referred pursuant to in paragraph A of this Section 32 Paragraph 27 or any subordination of this Lease which may exist by virtue of the execution of this Lease subsequent to any mortgage (as hereinafter defined)Mortgage, at the option of the holder election of any mortgage, deed of trust or similar instruments, Mortgagee this Lease shall not terminate in the event of, or on account of, the foreclosure or other action taken under any mortgage, deed of trust or similar instrument constituting a lien on the Building, including any Prior Mortgage (any held by such mortgage, deed of trust or other instrument being hereinafter called a "mortgage", and the holder or beneficiary of such being hereinafter called a "mortgagee"), Mortgagee but shall continue in effect as a Lease in accordance with all of the terms and provisions hereof between Lessee Tenant and any partyparty ("Transferee"), including such mortgageeMortgagee, which shall be the transferee of title to the Building pursuant to such foreclosure or other action for enforcement of any such mortgageMortgage, including (including, but not limited to, the execution and delivery of a deed in lieu of foreclosure (hereinafter called a "transferee"foreclosure); and that the Lessee shall Tenant will attorn to and be liable to and recognize such transferee (Transferee and its successors and assigns) assigns as LesseeTenant's Lessor landlord for the balance of the term of this Lease upon and subject to all of the terms and provisions hereof. Such transferee Transferee shall not be bound by any act act, omission or omission default of any prior Lessor Landlord under this Lease, Lease or any offsets or defenses which Lessee Tenant may have against any such prior Lessor.Landlord; D. (c) Any Prior Mortgagee to which the LessorLandlord's interest in this Lease and/or any of the rents payable hereunder shall be assigned (and any transferee taking the title after foreclosure or other action under a Prior Mortgage) Transferee shall not be bound by any prepayment pre-payment of any rent to any prior Lessor Landlord under this Lease (other than the rent Rental and escalation payments Additional Rental, if any, for the current month), ) or any amendment, modification, modification or termination of this Lease or any waiver, consent or other action taken with respect to this Lease, Lease unless such Prior Mortgagee or transferee (as the case may be) shall have given its written consent thereto. Furthermore, neither such assignment of this Lease and/or the rents payable hereunder, nor any actions by the Prior any Mortgagee under such assignment shall be deemed an assumption by such Mortgagee of LessorLandlord's obligations under this Lease. E. (d) That, after receiving written notice from a Prior any Mortgagee of its mortgage interest and specifying an address or addresses for notices, Lessee Tenant shall, so long as such Prior Mortgage is outstanding, give to such Prior Mortgagee copies of any notices of default on the part of the Lessor Landlord under this Lease, and copies of such other notices as are required to be given to Lessor Landlord under this Lease. Such copies of notices shall be given concurrently with the giving of such notices to the Lessor Landlord and shall be sent certified mail, return receipt requested. In the case of any notices of default, such Prior each Mortgagee shall be permitted to cure any such default within a period of 30 sixty (60) days after such Prior Mortgagee shall receive receives such copy of the notice of default or such further period of time as may be required for such Prior Mortgagee to cure such default acting with diligence (which period of time shall include a reasonable time to obtain possession of the Leased Premises if the Prior Mortgagee elects to do so), and, if so cured by such Prior Mortgagee, Lessee Tenant shall not have any such rights or remedies as would otherwise be available to it on account of such default.; F. (e) That all of the foregoing provisions of paragraphs A subparagraphs (a) through E (d) inclusive of this Section 32 Paragraph 27(e) shall be self-operative and shall not require any further agreement or document by LesseeTenant; and any Prior Mortgagee or other mortgagee or transferee Transferee may rely upon the applicable provisions of this section Paragraph 27(e) without any further agreement or document by LesseeTenant. In confirmation of the same, however, Lessee Tenant shall, upon request, execute promptly any further agreements agreements, documents or documents confirmations which may be desired by any such Prior Mortgagee or other mortgagee or transferee Transferee as further confirmation and evidence of any or all of the agreements contained in said paragraphs A subparagraphs (a) through E (d) inclusive of this Section 32.Paragraph 27(e); G. (f) That the Lessee Tenant shall promptly, whenever requested by the LessorLandlord or a Mortgagee, prospective purchaserMortgagee, mortgagee, purchaser ("Purchaser") of the Building or Land or prospective mortgageePurchaser, execute, acknowledge and deliver to the Lessor Landlord and such mortgagee Mortgagee, prospective Mortgagee, Purchaser or prospective mortgagee Purchaser a certificate in writing as to the then status of this Lease and any matters pertaining to this Lease, including without limitation, the effectiveness of this Lease at that time and the status of Rent hereunder and rent hereunder, any defaults hereunder; , and that the Lessor and Landlord, any mortgagee Mortgagee or prospective mortgagee Mortgagee, Purchaser or prospective Purchaser shall be entitled to rely thereon. SUCH MORTGAGEE SHALL PROVIDE TENANT WITH A SUBORDINATION, NON-DISTURBANCE, AND ATTORNMENT AGREEMENT PROVIDING INTER ALIA(i) THAT THIS LEASE IS SUBORDINATE TO THE LIEN OF THE MORTGAGE (IF SO ELECTED BY MORTGAGEE), (ii) THAT TENANT'S RIGHT OF POSSESSION WILL NOT BE DISTURBED BY THE MORTGAGEE (OR BY ANY SUBSEQUENT TRANSFEREE OF THE LANDLORD'S INTEREST) IN CONNECTION WITH ANY MORTGAGE FORECLOSURE PROCEEDINGS SO LONG AS TENANT PERFORMS ITS OBLIGATIONS SET FORTH IN THE LEASE, AND (iii) THAT TENANT SHALL ATTORN TO THE FORECLOSING MORTGAGEE OR PURCHASER AT A FORECLOSURE SALE. X. Xxxxxx hereby represents and warrants to Lessee that as of the date of this Lease there is no mortgage or deed of trust encumbering all or any portion of the Property.