Common use of SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES Clause in Contracts

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected and subordinate to any and all deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he right to subordinate or cause to be subordinated any such Security Documents to this Lease, and in such case, in the event of the termination or transfer of Landlord's estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in interest to Landlord at the option of such successor in interest. Furthermore, Tenant shall within five (5) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five (5) days of demand therefor a subordination of lease or subordination of deed of trust, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to the holder of such Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) that Tenant's possession and this Lease shall not be disturbed by such holder so long as no default hereunder shall occur, and Tenant shall attorn to the record owner of the Project.

Appears in 5 contracts

Samples: Office Lease (Worldwide Wireless Networks Inc), Office Lease (Worldwide Wireless Networks Inc), Office Lease (Worldwide Wireless Networks Inc)

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SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in interest to Landlord at the option of such successor in interest. Furthermore, Tenant shall within five fifteen (515) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a subordination of lease or subordination of deed of trust, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary; provided, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by such holder so as long as no Tenant is not in default hereunder shall occur, and Tenant shall attorn to the record owner of the Projectunder this Lease.

Appears in 3 contracts

Samples: Office Lease (CIPHERLOC Corp), Office Lease (Roberts Realty Investors Inc), Office Lease (Digitalglobe Inc)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, trust security interests, mortgages, master leases, leases ground leases or other security documents and any and all modifications, modifications renewals, extensions, extensions consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Documents Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in successor-in-interest. Furthermore, Tenant shall within five ten (510) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five ten (510) days of demand therefor a subordination of lease or subordination of deed of trusttrust or mortgage, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contraryhereunder provide d, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by such holder so as long as no Tenant is not in default hereunder shall occur, and Tenant shall attorn to the record owner of the Projectunder this Lease.

Appears in 2 contracts

Samples: Office Lease (Zoom Video Communications, Inc.), Office Lease (Zoom Video Communications, Inc.)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in successor-in-interest. Furthermore, Tenant shall within five ten (510) days of demand therefor execute any commercially reasonable instruments or other documents which may be reasonably required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five ten (510) days of demand therefor a subordination of lease or subordination of deed of trusttrust or mortgage, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments hereunder if not cured within five (5) days after receipt of a second written notice from Landlord requesting execution and delivery thereofadvising Tenant of its failure to timely execute such documents; provided, however, the new landlord or the holder of any Security Document shall agree that Tenant’s quiet enjoyment of the Premises shall not be disturbed as long as Tenant is not in default under this Lease. Notwithstanding any provision anything to the contrary contained herein, Tenant’s subordination of this Lease to the contrary, the subordination of this Lease (any future security devices entered into by Landlord and Tenant's duty hereunder to execute any documents evidencing such subordination) attornment obligations in connection therewith shall be subject to receiving a non-disturbance agreement (a “Non-Disturbance Agreement”) from the holder of lender on the lender’s then current form, which such Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) Non-Disturbance Agreement shall provide that Tenant's ’s possession of the Premises, and this Lease shall Lease, including any options to extend the term hereof, will not be disturbed by such holder so long as no default hereunder shall occur, Tenant is not in breach hereof and Tenant shall attorn attorns to the record owner of the ProjectPremises.

Appears in 2 contracts

Samples: Office Lease (Health Catalyst, Inc.), Office Lease (Health Catalyst, Inc.)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in successor-in-interest. Furthermore, Tenant shall within five fifteen (515) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a subordination of lease or subordination of deed of trusttrust or mortgage, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary; provided, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by such holder so as long as no Tenant is not in default hereunder shall occur, and Tenant shall attorn to the record owner of the Projectunder this Lease.

Appears in 2 contracts

Samples: Office Lease (Aethlon Medical Inc), Office Lease (Medianet Group Technologies Inc)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant agrees that This Lease is junior, subject, and subordinate to all ground leases, mortgages, deeds of trust, and other encumbrances and security instruments of any kind now or in the future encumbering the Premises, the Shopping Center, or any portion thereof. Landlord reserves the right to place liens and other encumbrances on the Premises, the Shopping Center, or any part thereof or interest therein superior in lien and effect to this Lease and Lease. This Lease, at the rights option of Tenant hereunder Landlord, shall be subjected subject and subordinate to any and all deeds of trust, security interests, mortgages, master leases, ground leases such liens or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which encumbrances now or hereafter constitute a lien upon or affect the Project; the Building or the Premises. Such subordination shall be effective imposed by Landlord without the necessity of the the' execution by Tenant and delivery of any additional document for further instruments on the purpose part of evidencing or effecting Tenant to effectuate such subordination. In additionTenant covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease as may be requested by Landlord. Notwithstanding such subordination, Landlord shall have he Tenant's right to subordinate or cause quiet possession of the Premises shall not be disturbed by future encumbrances so long as Tenant shall pay the rent and observe and perform all of the provisions of this Lease to be subordinated any such Security Documents observed and performed by Tenant, unless this Lease is terminated pursuant to specific provisions relating thereto contained in this Lease, and in such case, in . In the event of the termination or transfer of Landlord's estate or interest in the Project by reason of any termination or foreclosure of any such Security Documentslien or encumbrance, Tenant shall, notwithstanding such subordination, attorn or the transfer of title to and become or Landlord's leasehold interest in the Tenant of Premises or the successor in interest to Landlord at the option of such successor in interest. FurthermoreShopping Center, Tenant shall within five attorn to the transferee, and will recognize such transferee as Landlord under this Lease provided that Tenant's right to quiet possession of the Premises is not affected solely as a result of such foreclosure or transfer and that Tenant receives a notice from Landlord informing Tenant of such change. Tenant shall at any time and from time to time upon not less than twenty (520) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall prior notice from Landlord, execute, acknowledge and deliver within five to Landlord or any proposed mortgagee, purchaser or successor in interest, a statement in writing certifying that this Lease is unmodified and in, full force and effect (5or if there have been modifications, that the same are in full force and effect as modified and stating the modifications) days and the dates to which the minimum rent, additional rent and other charges have been paid in advance, if any, and stating whether or not to the best knowledge of demand therefor a subordination of lease or subordination of deed of trustTenant, Landlord is in default in the form required by the holder performance of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments any covenant, agreement or condition contained in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contraryand, the subordination if so, specifying each such default of this Lease (which Tenant may have knowledge, and Tenant's duty hereunder to execute stating such other reasonable matters as Landlord may request Tenant acknowledges that any documents evidencing such subordination) shall be subject to the holder of such Security Document agreeing statement delivered pursuant to this paragraph may be relied upon by Landlord, any prospective mortgagee, ground lessor or other like encumbrance thereof or any assignee of any such holder's standard form for such purpose encumbrance upon the Premises or otherwise pursuant to any other form in common use by institutional lenders) that Tenant's possession and this Lease shall not be disturbed by such holder so long as no default hereunder shall occur, and Tenant shall attorn to the record owner of the ProjectShopping Center.

Appears in 2 contracts

Samples: Shop Lease (Wasatch Food Services Inc), Shop Lease (Wasatch Food Services Inc)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute security title to, a lien upon or affect the Project; , the Building or the Premises. Landlord represents to Tenant that there are no Security Documents encumbering the Building as of the Date of this Lease. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's estate or ’s interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option time such successor- in-interest obtains ownership of such successor in interestthe Premises. Furthermore, Tenant shall within five fifteen (515) days of demand therefor execute any instruments or other documents which may be reasonably required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a subordination of lease or subordination of deed of trustto secure debt or mortgage, in the form reasonably required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such reasonable time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary; provided, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's shall agree in writing on said party’s then-standard form for such purpose or otherwise pursuant (subject to any other form in common use commercially reasonable negotiation by institutional lendersTenant) that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by as long as Tenant is not in default under this Lease. Tenant agrees to negotiate diligently and in good faith with such holder so long for the purpose of completing and executing the subordination, non-disturbance and attornment instrument; provided, however, that if Tenant and such holder or new landlord cannot agree to commercially reasonable terms, Tenant hereby acknowledges and agrees that the form attached as no default hereunder shall occur, Exhibit H hereto and incorporated herein by this reference is a form acceptable to Tenant shall attorn to and that Tenant will enter into such form with such holder or new landlord in the record owner of the Projectform attached as Exhibit H upon written request from Landlord.

Appears in 2 contracts

Samples: Office Lease (SecureWorks Corp), Office Lease (SecureWorks Holding Corp)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in successor-in-interest. Furthermore, Tenant shall within five fifteen (515) days of demand therefor execute any commercially reasonable instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a commercially reasonable subordination of lease or subordination of deed of trust, in the form required by the holder of the Security Document requesting the documenttrust or mortgage; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary; provided, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by such holder so as long as no Tenant is not in default hereunder shall occur, and Tenant shall attorn to the record owner of the Projectunder this Lease.

Appears in 2 contracts

Samples: Office Lease (Sienna Biopharmaceuticals, Inc.), Office Lease (Sienna Biopharmaceuticals, Inc.)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in interest to Landlord at the option of such successor in interest. Furthermore, Tenant shall within five thirty (530) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five thirty (530) days of demand therefor a subordination of lease or subordination of deed of trust, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary; provided, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease quiet enjoyment of the Premises shall not be disturbed by such holder so as long as no Tenant is not in default hereunder under this Lease. Upon Tenant's request, Landlord shall occur, and have the current mortgagee provide to Tenant shall attorn to the record owner such mortgagee's current form of the ProjectSNDA.

Appears in 1 contract

Samples: Lease (INSURE.COM, Inc)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; Property, the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project Property by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in successor-in-interest. Furthermore, Tenant shall within five fifteen (515) days of written demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a subordination of lease or subordination of deed of trusttrust or mortgage, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary; provided, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by such holder so as long as no Tenant is not in default hereunder under this Lease beyond any applicable notice and cure period. Landlord shall occuruse reasonable efforts to obtain a subordination, non-disturbance and attornment agreement from the holder of any existing Security Document, and Landlord shall use reasonable efforts to obtain a subordination, non-disturbance and attornment agreement from any future holder of a Security Document in a form reasonably acceptable to Tenant and such holder; however, Landlord’s failure to obtain such agreement shall attorn to not constitute a default by Landlord hereunder or prohibit the record owner mortgaging of the ProjectBuilding; and further provided that any costs associated with obtaining such subordination, non-disturbance and attornment agreement shall be paid by Tenant within 15 days after Landlord’s written request therefor.

Appears in 1 contract

Samples: Office Lease (Hallmark Financial Services Inc)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In additionNotwithstanding the foregoing, such obligation of Tenant, and any subordination of this Lease to any Security Document shall be conditioned on Tenant’s concurrent receipt, from the holder or beneficiary of such Security Document, of a non- disturbance agreement in a form reasonably acceptable to Tenant confirming, among other things, that so long as Tenant is not in default hereunder, Tenant’s rights hereunder shall not be disturbed by such person or entity, any continuing defaults of Landlord shall be cured (to the extent the same are capable of being cured and without liability for defaults of Landlord occurring prior to acquisition by such person of Landlord’s interest in the Premises) (“Non-Disturbance Agreement”). Landlord represents and warrants that no Securing Documents exist as of the Effective Date. Landlord will obtain a Non-Disturbance Agreement from any future mortgagee within sixty (60) days following the closing of any future financing on the Building as a condition to Tenant’s subordination and attornment obligations under this Lease. Subject to the foregoing, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in successor-in-interest. Furthermore, Tenant shall within five fifteen (515) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a subordination of lease or subordination of deed of trusttrust or mortgage, in the form required by the holder of the Security Document requesting the document, provided no such instrument increases the obligations of, nor decreases the benefits to, Tenant under this Lease; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary; provided, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by such holder so as long as no Tenant is not in default hereunder shall occur, and Tenant shall attorn to the record owner of the Projectunder this Lease.

Appears in 1 contract

Samples: Office Lease (Tandem Diabetes Care Inc)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in successor-in-interest. Furthermore, Tenant shall within five ten (510) business days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five ten (510) business days of demand therefor a subordination of lease or subordination of deed of trusttrust or mortgage, in the form reasonably required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized ; provided, however, as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease a condition to the contrary, effectiveness of the subordination of and attornment in this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to paragraph the new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by such holder so as long as Tenant is not in default under this Lease. Landlord shall use commercially reasonable efforts to obtain a subordination, non-disturbance and attornment agreement (the “SNDA”) from Landlord’s mortgagee in connection with this Lease. Notwithstanding the foregoing, the effectiveness of this Lease shall in no default hereunder shall occur, and way be conditioned on obtaining the SNDA. Tenant shall attorn to reimburse Landlord for any third party costs or expenses incurred by Landlord in connection with the record owner of the ProjectSNDA.

Appears in 1 contract

Samples: Office Lease (FlexShopper, Inc.)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Subject to the non-disturbance provisions set forth at the end of this Paragraph 16(a), Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in interest to Landlord at the option of such successor in interest. Furthermore, Tenant shall within five fifteen (515) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a subordination of lease or subordination of deed of trust, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary; provided, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by such holder so as long as no Tenant is not in default hereunder shall occur, and Tenant shall attorn to the record owner of the Projectunder this Lease.

Appears in 1 contract

Samples: The Lease Agreement (Health Net Inc)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor successor-in-interest so long as Tenant’s quiet enjoyment of the Premises shall not be disturbed as long as Tenant is not in interestdefault under this Lease beyond the applicable notice and cure period(s) provided under this Lease (and stating that no such notices have been sent), and further provided that such agreement(s) do not materially conflict with the terms of this Lease, materially increase Tenant's obligations hereunder or materially decrease Tenant's rights hereunder. Furthermore, Tenant shall within five fifteen (515) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a subordination of lease or subordination of deed of trusttrust or mortgage, in the form required by the holder of the Security Document requesting the document; provided, however, the failure to do so by new landlord or the holder of any Security Document shall agree that Tenant’s quiet enjoyment of the Premises shall not be disturbed as long as Tenant within such time period shall be a material is not in default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of under this Lease to beyond the contrary, the subordination of applicable notice and cure period(s) provided under this Lease (and stating that no such notices have been sent), and further provided that such agreement(s) do not materially conflict with the terms of this Lease, materially increase Tenant's duty obligations hereunder to execute any documents evidencing such subordination) shall be subject to the holder of such Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) that materially decrease Tenant's possession and this Lease shall not be disturbed by such holder so long as no default hereunder shall occur, and Tenant shall attorn to the record owner of the Projectrights hereunder.

Appears in 1 contract

Samples: Office Lease (Xplore Technologies Corp)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Concurrently with Landlord’s and Tenant’s execution and delivery of this Lease, Landlord shall deliver to Tenant a fully executed non-disturbance agreement in the form of Exhibit F attached hereto and made a part hereof from all existing ground lessors, if any, and mortgagees. Landlord and Tenant agree that the form of non-disturbance agreement attached hereto as Exhibit F is a commercially reasonable form, and that the provision of the same to Tenant will satisfy the obligation set forth in the prior sentence. Subject to Tenant’s receipt of such non-disturbance agreement, as well as the non-disturbance agreements below, Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord subject to the terms of this Xxxxxxxxx 00, Xxxxxxxx shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in successor-in-interest. Furthermore, subject to the terms of this Paragraph 16, Tenant shall within five fifteen (515) days of demand therefor execute any commercially reasonable instruments or other documents which may be reasonably required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five (5fifteen ( 15) days of demand therefor a commercially reasonable subordination of lease or subordination of deed of trust, in the form required by the holder of the Security Document requesting the documenttrust or mortgage; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord ; provided, however, the new landlord or the holder of any Security Document shall agree that Tenant’s quiet enjoyment of the Premises shall not be disturbed as long as Tenant is hereby irrevocably appointed not in default under this Lease beyond applicable notice and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereofcure periods. Notwithstanding anything to the contrary contained in this Paragraph 16, in consideration of, and as a condition precedent to, Tenant’s agreement to permit its interest pursuant to this Lease to be subordinated to any provision particular future ground or underlying lease of the Building or the Project or to the lien of any mortgage or trust deed, first encumbering the Building or the Project following the date of this Lease and to any renewals, extensions, modifications, consolidations and replacements thereof, Landlord shall deliver to Tenant a commercially reasonable non-disturbance agreement executed by the contrary, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing landlord under such subordination) shall be subject to ground lease or underlying lease or the holder of such Security Document agreeing pursuant to such holder's standard form for such purpose mortgage or otherwise pursuant to any other form in common use by institutional lenders) that Tenant's possession and this Lease shall not be disturbed by such holder so long as no default hereunder shall occur, and Tenant shall attorn to the record owner of the Projecttrust deed.

Appears in 1 contract

Samples: Office Lease (Honest Company, Inc.)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant agrees that this This Lease and the rights of Tenant hereunder shall be subjected is junior, subject, and subordinate to any and all ground leases, the Master Lease, mortgages, deeds of trust, security interests, mortgages, master leases, ground leases or and other security documents and instruments of any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which kind now or hereafter constitute a lien upon or affect in the future encumbering the Premises, the Project; the Building , or the Premisesany portion thereof. Such Tenant covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination shall of this Lease as may be effective without the necessity of the execution requested by Tenant of any additional document for the purpose of evidencing or effecting such subordinationLandlord. In addition, Landlord shall have he right to subordinate or cause to be subordinated any such Security Documents to this Lease, and in such case, in the event of the termination or transfer of Landlord's estate or interest in the Project by reason of any termination or foreclosure of any such Security Documentslien or encumbrance, Tenant shall, notwithstanding such subordination, attorn or the transfer of title to and become or Landlord's leasehold interest in the Tenant of Premises or the successor in interest to Landlord at the option of such successor in interest. FurthermoreProject, Tenant shall within five attorn to the transferee, and will recognize such transferee as Landlord under this Lease provided Tenant's right to quiet possession of the Premises is not affected as a result of such foreclosure or transfer and that Tenant receives a notice from Landlord informing Tenant of such change. Tenant shall at any time and from time to time upon not less than fifteen (515) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall prior notice from Landlord, execute, acknowledge and deliver within five to Landlord, Master Landlord or any proposed mortgagee, purchaser or successor in interest, a statement in writing certifying that this Lease is unmodified and in full force and effect (5or if there have been modifications, that the same are in full force and effect as modified and stating the modifications) days and the dates to which the rent and other charges have been paid in advance, if any, and stating whether or not to the best knowledge of demand therefor a subordination of lease or subordination of deed of trustTenant, Landlord is in default in the form required by the holder performance of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments any covenant, agreement or condition contained in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contraryand, the subordination if so, specifying each such default of this Lease (which Tenant may have knowledge, and Tenant's duty hereunder to execute stating such other reasonable matters as Landlord may request. Tenant acknowledges that any documents evidencing such subordination) shall be subject to the holder of such Security Document agreeing statement delivered pursuant to this Section may be relied upon by Landlord, any prospective mortgagee, ground lessor, Master Landlord or other like encumbrance thereof or any assignee of any such holder's standard form for such purpose encumbrance upon the Premises or otherwise pursuant to any other form in common use by institutional lenders) that Tenant's possession and this Lease shall not be disturbed by such holder so long as no default hereunder shall occur, and Tenant shall attorn to the record owner of the Project.

Appears in 1 contract

Samples: Adesso Healthcare Technology Services Inc

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in successor-in-interest. Furthermore, Tenant shall within five (5) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a subordination of lease or subordination of deed of trust, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized ; provided, however, as agent and attorney-in-fact of Tenant a condition to Tenant’s agreement to execute and deliver all such a subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contraryagreement, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by such holder so as long as no Tenant is not in default hereunder shall occur, and Tenant shall attorn to the record owner of the Projectunder this Lease.

Appears in 1 contract

Samples: Office Lease (Encore Capital Group Inc)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant agrees that In consideration of the execution of this Lease and the rights of Tenant hereunder shall be subjected and subordinate by Lessor, Lessee accepts this Lease subject to any and all deeds of trust, security interests, mortgages, master leases, ground leases security interest or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") first mortgage which might now or hereafter constitute a lien upon or affect the Project; the Building or improveme therein or on the PremisesPremises and to zoning ordinances and other building and fire ordinances and governmental regulations relating to the use of the Property. Such subordination Although no instrument or act on the part of the Lessee shall be effective without necessary to effectuate such subordination, Lessee shall, nevertheless, for the necessity purposes of confirmation, at any time hereafter, on demand, in the execution form(s) prescribed by Tenant Lessor, execute any instruments, certificates, releases or other documents that may be requested or required by any holder of any additional superior interest for the purposes of subjecting and subordinating this Lease to the lien of any such master lease, security interest, mortgage, or superior interest. Lessee hereby appoints Lessor attorney in fact, irrevocably to execute and deliver any such instrument or document for the purpose of evidencing Lessee should Lessee fail or effecting such subordinationunreasonably refuse to do so. Lessor will provide Lessee with a Non-Disturbance Agreement. In additionthe event any proceedings are brought for the foreclosure of, Landlord shall have he right to subordinate or cause to be subordinated any such Security Documents to this Lease, and in such case, in the event of exercise of the termination power of sale under, any mortgage made by the Lessor covering the Premises or transfer of Landlord's estate or interest in the Project by reason event a deed is given in lieu of any termination or foreclosure of any such Security Documentsmortgage, Tenant shall, notwithstanding such subordination, Lessee shall attorn to the purchaser, or grantee in lieu of foreclosure, upon any such foreclosure or sale and become recognize such purchaser, or grantee in lieu of foreclosure, as the Tenant Lessor under this Lease, provided Lender assumes all obligations of Lessor hereunder. Lessee agrees to furnish from time to time when requested by Lessor, a certificate signed by Lessee to the effect that this Lease is then presently in full force and effect and unmodified (or has been modified and is as set forth in the certificate); that the term of this Lease has commenced and the full rental is then accruing hereunder; the amount of Base Rent, adjusted as called for herein, currently being paid by the Lessee; that Lessee has accepted possession of the successor in interest to Landlord at the option of such successor in interest. Furthermore, Tenant shall within five (5) days of demand therefor execute Premises and that any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five (5) days of demand therefor a subordination of lease or subordination of deed of trust, in the form improvements required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision terms of this Lease to be made by Lessor have been completed to the contrary, satisfaction of Lessee; that no rent under this Lease has been paid more than thirty (30) days in advance of its due date; that the subordination of address for notices to be sent to Lessee is as set forth in this Lease (or has been changed by notice duly given and Tenant's duty hereunder is set forth in the certificate); that Lessee, as of the date of such certificate, has no charge, lien, or claim of offset under this Lease or otherwise against rents or other charges due or to execute any documents evidencing such subordination) shall be subject become due hereunder; and that to the holder knowledge of Lessee, Lessor is not then in default under this Lease. The certificate shall also contain such Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use and further information as may be requested by institutional lenders) that Tenant's possession and this Lease shall not be disturbed by such holder so long as no default hereunder shall occur, and Tenant shall attorn to the record owner of the ProjectLessor.

Appears in 1 contract

Samples: Lease Agreement (Top Source Technologies Inc)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all mortgages, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect encumber the Project; Land, the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he right the holder of any such Security Documents (e.g. mortgagee, trustee, master lessor or the like, hereinafter, a “Holder”), may effect, by providing notice thereof to Tenant to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project Land or the Building by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in interestLandlord. FurthermoreXxxxxxxxxxx, Tenant Xxxxxx shall within five fifteen (515) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder Holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a subordination of this lease or subordination of deed of trust, in the form required by the holder Holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to the holder of such Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) that Tenant's possession and this Lease shall not be disturbed by such holder so long as no default hereunder shall occur, and Tenant shall attorn to the record owner of the Project.

Appears in 1 contract

Samples: Office Lease (Juniper Pharmaceuticals Inc)

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SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all mortgages, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect encumber the Project; Land, the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he right the holder of any such Security Documents (e.g. mortgagee, trustee, master lessor or the like), may effect, by providing notice thereof to Tenant to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project Land or the Building by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in interestLandlord. Furthermore, Tenant shall within five fifteen (515) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a subordination of this lease or subordination of deed of trust, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to the holder of such Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) that Tenant's possession and this Lease shall not be disturbed by such holder so long as no default hereunder shall occur, and Tenant shall attorn to the record owner of the Project.

Appears in 1 contract

Samples: Office Lease (Karuna Therapeutics, Inc.)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; Property, the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project Property by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in successor-in-interest. Furthermore, Tenant shall within five fifteen (515) days of demand therefor execute any instruments or other documents which may be reasonably required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a subordination of lease or subordination of deed of trusttrust or mortgage, in the form required by the holder of the Security Document requesting the document, subject to Tenant’s approval thereof, which approval may not be unreasonably withheld, conditioned, or delayed; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary; provided, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by such holder so as long as no Tenant is not in default hereunder shall occur, and Tenant shall attorn to the record owner of the Projectunder this Lease.

Appears in 1 contract

Samples: Office Lease (Markit Ltd.)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security 5ecurity Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, and in such case, in the event of the termination or transfer of Landlord's estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn attom to and become the Tenant of the successor in interest to Landlord at the option of such successor in interestLandlord. Furthermore, Tenant shall within five fifteen (515) days of demand therefor execute any instruments or other documents consistent with Tenant's rights under this Lease which may be required by Landlord or the holder of any Security Document and specifically Tenant shall execute, acknowledge and deliver within five fifteen (515) days of written demand therefor a subordination of lease or subordination of deed of trust, in the form reasonably required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary, the subordination of this Lease and the rights of Tenant to any Security Documents which are executed or entered into after the date of this Lease (and Tenant's Tenants duty hereunder to execute any documents evidencing such subordination) shall be subject to the holder of such Security Document agreeing pursuant to such holder's holders standard form for such purpose (or otherwise pursuant to any other form in common use by institutional lenders) that Tenant's possession and this Lease shall not be disturbed by such holder so long as no default hereunder shall occur, and Tenant shall attorn attom to the record owner of the Project.

Appears in 1 contract

Samples: Office Lease (MSC Software Corp)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in successor-in-interest. Furthermore, Tenant shall within five ten (510) days of written demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five ten (510) days of written demand therefor a subordination of lease or subordination of deed of trusttrust or mortgage, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder; provided, however, the new landlord or the holder of any Security Document shall agree that Tenant’s quiet enjoyment of the Premises shall not be disturbed as long as Tenant is not in default under this Lease. Notwithstanding the foregoing, for any future Security Document encumbering the Project, Landlord is hereby irrevocably appointed and authorized as agent and attorneyagrees to make commercially reasonable efforts, within the forty-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (545) days after notice day period following the recordation of such Security Document, to deliver to Tenant a subordination, attornment and non-disturbance agreement from Landlord requesting execution and delivery thereof. Notwithstanding any provision the holder of this Lease such new Security Document on such holder’s standard form (the “SNDA”); provided, however, that notwithstanding the foregoing to the contrary, Landlord shall have no liability to Tenant and the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordinationas provided in this Paragraph 16(a) shall be subject to the holder unaffected if, in spite of such Security Document agreeing pursuant Landlord’s commercially reasonable efforts during said 45-day period, Landlord is unable to such holder's standard form for such purpose or otherwise pursuant to obtain the SNDA. Tenant agrees that any other form in common use costs associated with obtaining the SNDA shall be paid by institutional lendersTenant within fifteen (15) that Tenant's possession and this Lease shall not be disturbed by such holder so long as no default hereunder shall occur, and Tenant shall attorn to the record owner of the Projectdays after Landlord’s written request therefor.

Appears in 1 contract

Samples: Office Lease (Xencor Inc)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant agrees that In consideration of the execution of this Lease and by Lessor but subject to the rights of Tenant hereunder shall be subjected and subordinate express condition that Lessee is provided a commercially reasonable subordination non-disturbance (“SNDA”) agreement from each lender or other party holding a superior interest as hereinafter described, Lessee accepts this Lease subject to any and all deeds of trust, security interests, mortgages, master leases, ground leases security interest or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") first mortgage which might now or hereafter constitute a lien upon or affect the Project; the Building or Improvements therein or on the PremisesPremises and to zoning ordinances and other building and fire ordinances and governmental regulations relating to the use of the Property. Such subordination Although no instrument or act on the part of the Lessee shall be effective without necessary to effectuate such subordination (except for the necessity SNDA described above), Lessee shall, nevertheless, for the purposes of confirmation, at any time hereafter, on demand, in the execution form(s) prescribed by Tenant Lessor, execute any Instruments, certificates, releases or other documents that may be requested or required by any holder of any superior interest for the purposes of subjecting and subordinating this Lease to the lien of any such master lease, security interest, mortgage, or superior interest provided that Lessee has received the SNDA described above. If Lessee fails to respond to any request by Lessor to execute documents as aforesaid within thirty (30) days following Lessee’s receipt of Lessor’s written request, Lessor shall thereafter be entitled to deliver a second “reminder” notice which includes a duplicate copy of Lessor’s original notice and reminds Lessee that Lessee must respond to Lessor’s request within an additional thirty (30) days. If, upon Lessee’s receipt of such a reminder package, Lessee still fails to respond within such additional thirty (30) day period (which runs from the date Lessee actually receives Lessor’s reminder package), then Lessee hereby appoints Lessor attorney in fact, irrevocably to execute and deliver any such instrument or document for the purpose of evidencing or effecting such subordinationLessee. In additionthe event any proceedings are brought for the foreclosure of, Landlord shall have he right to subordinate or cause to be subordinated any such Security Documents to this Lease, and in such case, in the event of exercise of the termination power of sale under, any mortgage made by the Lessor covering the Premises or transfer of Landlord's estate or interest in the Project by reason event a deed is given in lieu of any termination or foreclosure of any such Security Documentsmortgage, Tenant shall, notwithstanding such subordination, Lessee shall attorn to the purchaser, or grantee in lieu of foreclosure, upon any such foreclosure or sale and become recognize such purchaser, or grantee in lieu of foreclosure, as the Tenant Lessor under this Lease and any such purchaser, or grantee in lieu of foreclosure, shall not disturb Lessee’s possession hereunder except to the extent provided to the contrary in any SNDA received from such purchaser or grantee. Lessee agrees to furnish from time to time when requested by Lessor, a certificate signed by Lessee to the effect that, to the extent true, this Lease is then presently in full force and effect and unmodified (or has been modified and is as set forth in the certificate); that the term of this Lease has commenced and the full rental is then accruing hereunder; the amount of Base Rent, adjusted as called for herein, currently being paid by the Lessee; that Lessee has accepted possession of the successor in interest to Landlord at the option of such successor in interest. Furthermore, Tenant shall within five (5) days of demand therefor execute Premises and that any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five (5) days of demand therefor a subordination of lease or subordination of deed of trust, in the form improvements required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision terms of this Lease to be made by Lessor have been completed to the contrary, satisfaction of Lessee: that no rent under this Lease has been paid more than thirty (30) days in advance of its due date: that the subordination of address for notices to be sent to Lessee is as set forth in this Lease (or has been changed by notice duly given and Tenant's duty hereunder is set forth in the certificate); that Lessee, as of the date of such certificate, has no charge, lien, or claim of offset under this Lease or otherwise against rents or other charges due or to execute any documents evidencing such subordination) shall be subject become due hereunder; and that to the holder knowledge of Lessee, Lessor is not then in default under this Lease. The certificate shall also contain such Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use and further factual information as may be reasonably requested by institutional lenders) that Tenant's possession and this Lease shall not be disturbed by such holder so long as no default hereunder shall occur, and Tenant shall attorn to the record owner of the ProjectLessor.

Appears in 1 contract

Samples: Lease Agreement (Ameripath Inc)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises; provided, however, that any agreement to subordinate this Lease shall be conditioned upon the holder of such to-be-superior interest agreeing to recognize Tenant’s rights as the tenant and to not disturb Tenant’s possessory interest (provided Tenant shall not be in default beyond applicable Notice and cure periods) in the event of foreclosure or similar. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in interest to Landlord at the option of such successor in interest. Furthermore, Tenant shall within five fifteen (515) days of demand therefor execute any commercially reasonable instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a subordination of lease or subordination of deed of trust, in the commercially reasonable form required by the holder of the Security Document requesting the documentdocument (provided, in no event shall such documents materially increase Tenant’s obligations or decrease Tenant’s rights under this Lease); the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary; provided, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by such holder so as long as no Tenant is not in default hereunder shall occur, beyond applicable Notice and Tenant shall attorn to the record owner of the Projectcure periods under this Lease.

Appears in 1 contract

Samples: Office Lease (EVO Transportation & Energy Services, Inc.)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in successor-in-interest. Furthermore, Tenant shall within five ten (510) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five ten (510) days of demand therefor a subordination of lease or subordination of deed of trusttrust or mortgage, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary; provided, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by such holder so as long as no Tenant is not in default hereunder shall occur, and Tenant shall attorn to the record owner of the Projectunder this Lease.

Appears in 1 contract

Samples: Office Lease (Inuvo, Inc.)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all mortgages, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect encumber the Project; Land, the Building or the Premises. Such subordination shall be effective without the necessity Landlord hereby represents that, as of the execution by Tenant Effective Date, there are no mortgages encumbering the Land or the Building. As a condition to Tenant’s agreement hereunder to subordinate Tenant’s interest in this Lease to the lien of any additional document for future Security Documents, Landlord shall obtain an SNDA in the purpose standard form customarily employed by such mortgagee or lessor, pursuant to which such mortgagee or lessor shall agree that if and so long as no event of evidencing default hereunder shall have occurred and be continuing, the leasehold estate granted to Tenant and the rights of Tenant pursuant to this Lease to quiet and peaceful possession of the Premises shall not be terminated, modified, affected or effecting disturbed by any action which such subordinationmortgagee may take to foreclose any such mortgage or which lessor shall take to terminate such lease, as applicable, and that any successor landlord shall recognize this Lease as being in full force and effect as if it were a direct lease between such successor landlord and Tenant upon all of the terms, covenants, conditions and options granted to Tenant under this Lease, except as otherwise provided in this Paragraph 16. In addition, Landlord shall have he right the holder of any such Security Documents (e.g. mortgagee, trustee, master lessor or the like), may effect, by providing notice thereof to Tenant to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project Land or the Building by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in interest. Furthermore, Tenant shall within five (5) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five (5) days of demand therefor a subordination of lease or subordination of deed of trust, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorneysuccessor-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to the holder of such Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) that Tenant's possession and this Lease shall not be disturbed by such holder so long as no default hereunder shall occur, and Tenant shall attorn to the record owner of the Projectinterest.

Appears in 1 contract

Samples: Sublease (Karuna Therapeutics, Inc.)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or or, subject to Tenant's receipt of a subordination, non-disturbance and attornment agreement from the holders) of any such Security Documents in a form reasonably acceptable to Tenant, hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without With respect to any Security Documents which constitute a lien upon the necessity Project as of the execution by Date of this Lease, Landlord agrees that, as a condition precedent to Tenant's obligations under this Lease, it shall secure and deliver to Tenant, on or before the Date of this Lease, a subordination, non-disturbance and attornment agreement in a form reasonably acceptable to Tenant from the holder(s) of any additional document for the purpose of evidencing or effecting such subordinationSecurity Documents. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in interest to Landlord at the option of such successor in interestLandlord. Furthermore, Tenant shall within five twenty (520) days of written demand therefor execute any commercially reasonable instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five twenty (520) days of written demand therefor a subordination of lease or subordination of deed of trust, in the form reasonably required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contraryprovided, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease quiet enjoyment of the Premises shall not be disturbed by such holder under the terms of this Lease so long as no Tenant is not in default hereunder shall occur, under this Lease after the expiration of applicable notice and Tenant shall attorn to the record owner cure periods. The mortgagee of the ProjectProject is Pacific Life Insurance Company ("Mortgagee") and the Mortgagee's standard form of Non-Disturbance and Attornment Agreement is attached hereto as Exhibit I. Landlord covenants and agrees that Mortgagee shall execute the form of Non-Disturbance and Attornment Agreement attached hereto as Exhibit I within fifteen (15) days following the date Landlord executes this Lease.

Appears in 1 contract

Samples: Office Lease (Tandy Brands Accessories Inc)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds to secure debt, deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security Documents") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's ’s estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in successor-in-interest to Landlord at the option of such successor in successor-in-interest. Furthermore, Tenant shall within five fifteen (515) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five fifteen (515) days of demand therefor a subordination of lease or subordination of deed of trusttrust or mortgage, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary; provided, however, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to new landlord or the holder of such any Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) shall agree that Tenant's possession and this Lease ’s quiet enjoyment of the Premises shall not be disturbed by such holder so as long as no Tenant is not in uncured default hereunder shall occur, and Tenant shall attorn to the record owner of the Projectunder this Lease.

Appears in 1 contract

Samples: Office Lease (Somaxon Pharmaceuticals, Inc.)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant agrees that this 21.1 This Lease and the rights of Tenant hereunder shall be subjected is subject and subordinate to any the lien, provisions, operation and effect of all deeds of trustMortgages, security intereststo all funds and indebtedness intended to be secured thereby, mortgages, master leases, ground leases or other security documents and any and to all modifications, renewals, extensions, consolidations and modifications, consolidations, replacements thereof or refinancings thereof. The holder of any Mortgage to which this Lease is subordinate shall have the right (collectively, "Security Documents"subject to any required approval of the holders of any other Mortgage that is superior to such Mortgage) which now at any time to unilaterally declare this Lease to be superior to such Mortgage. Landlord represents there is no Mortgage as of the date of this Lease. Although no instrument or hereafter constitute a lien upon or affect act on the Project; the Building or the Premises. Such subordination part of Tenant shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting necessary to effectuate such subordination. In addition, Landlord shall have he right to subordinate or cause to be subordinated any such Security Documents to this Lease, and in such case, in the event of the termination or transfer of Landlord's estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding nevertheless, within ten (10) business days after request therefor, execute, acknowledge and deliver any reasonable documents confirming such subordination, attorn to and become the Tenant of the successor in interest to Landlord at the option of such successor in interest. Furthermore, Tenant shall within five (5) days of demand therefor execute any instruments or other documents which subordination as may be required submitted by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five (5) days of demand therefor a subordination of lease or subordination of deed of trust, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunderMortgage. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments If within five (5) days after notice from Landlord requesting execution and delivery thereofa second request therefor which in bolded capital letters expressly so states if such reasonable documents are not delivered by Tenant that such failure shall be considered an Event of Default, then Tenant’s failure to deliver such reasonable documents shall be considered an Event of Default under this Lease. Notwithstanding any provision the provisions of this Lease to the contrarySection 21.1, the subordination of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) future Mortgages shall be subject conditioned on Landlord’s delivery to Tenant of a Subordination, Non-Disturbance and Attornment Agreement (“SNDA”) from the holder of such Security Document agreeing pursuant to Mortgage utilizing such holder's Mortgagee’s standard form of SNDA (provided that such form is consistent with the provisions of Section 21.2). Landlord shall have no liability to Tenant if, for any reason whatsoever, Tenant shall not receive an SNDA utilizing such purpose Mortgagee’s standard form of SNDA. The failure of Tenant to receive an SNDA shall not relieve or otherwise pursuant to release Tenant from any other form of its obligations under this Lease, but in common use by institutional lenders) that Tenant's possession and this Lease such event Tenant shall not be disturbed obligated to subordinate this Lease and Tenant’s rights hereunder to any Mortgage until and unless it receives said SNDA. Any and all processing charges customarily assessed by such holder so long as no default hereunder any Mortgagee in connection with any request for, or any granting of an SNDA shall occur, and Tenant shall attorn to the record owner of the Projectbe borne by Tenant.

Appears in 1 contract

Samples: Lease Agreement (Jackson Hewitt Tax Service Inc)

SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. (a)Tenant a) Tenant agrees that this Lease and the rights of Tenant hereunder shall be subjected subject and subordinate to any and all deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any and all modifications, renewals, extensions, consolidations and replacements thereof (collectively, "Security DocumentsSECURITY DOCUMENTS") which now or hereafter constitute a lien upon or affect the Project; , the Building or the Premises. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such subordination. In addition, Landlord shall have he the right to subordinate or cause to be subordinated any such Security Documents to this Lease, Lease and in such case, in the event of the termination or transfer of Landlord's estate or interest in the Project by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in interest to Landlord at the option of such successor in interest. Furthermore, Tenant shall within five (5) days of demand therefor execute any instruments or other documents which may be required by Landlord or the holder of any Security Document and specifically shall execute, acknowledge and deliver within five (5) days of demand therefor a subordination of lease or subordination of deed of trust, in the form required by the holder of the Security Document requesting the document; the failure to do so by Tenant within such time period shall be a material default hereunder. Landlord is hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver all such subordination instruments in the event that Tenant fails to execute and deliver said instruments within five (5) days after notice from Landlord requesting execution and delivery thereof. Notwithstanding any provision of this Lease to the contrary, the subordination of this Lease and the rights of Tenant to any Security Documents which are executed or entered into after the date of this Lease (and Tenant's duty hereunder to execute any documents evidencing such subordination) shall be subject to the holder of such Security Document agreeing pursuant to such holder's standard form for such purpose or otherwise pursuant to any other form in common use by institutional lenders) that Tenant's possession and this Lease shall not be disturbed by such holder so long as no default hereunder shall occur, occur and Tenant shall attorn to the record owner of the Project.

Appears in 1 contract

Samples: Moreno Corporate (Keith Companies Inc)

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