SUBORDINATION, ATTORNMENT, ETC Sample Clauses

SUBORDINATION, ATTORNMENT, ETC. ARTICLE 8 Property Loss, Etc. ARTICLE 9 Destruction-Fire or Other Casualty ARTICLE 10 Eminent Domain ARTICLE 11 Assignment and Subletting ARTICLE 12 Existing Conditions/Present Occupant ARTICLE 13 Access to Demised Premises ARTICLE 14 Vault Space ARTICLE 15 Certificate of Occupancy ARTICLE 16 Default ARTICLE 17 Remedies ARTICLE 18 Damages ARTICLE 19 Fees and Expenses; Indemnity ARTICLE 20 Entire Agreement ARTICLE 21 End of Term ARTICLE 22 Quiet Enjoyment ARTICLE 23 Escalation ARTICLE 24 No Waiver ARTICLE 25 Mutual Waiver of Trial by Jury ARTICLE 26 Inability to Perform ARTICLE 27 Notices ARTICLE 28 Partnership Tenant ARTICLE 29 Utilities and Services ARTICLE 30 Table of Contents, Etc. ARTICLE 31 Miscellaneous Definitions, Severability and Interpretation Provisions ARTICLE 32 Adjacent Excavation ARTICLE 33 Building Rules ARTICLE 34 Broker ARTICLE 35 Security ARTICLE 36 Arbitration, Etc. ARTICLE 37 Parties Bound SCHEDULE A Building Rules EXHIBIT 1 Plan of Demised Premises LEASE dated as of the _______ day of May, 2000, between 00 XXXXX XXXXXX L.P., a Delaware limited partnership having its principal office at 000 Xxxx Xxxxxx, Xxxxxxx of Manhattan, City, County, and State of New York, as landlord (referred to as "Owner"), and BOTTOMLINE TECHNOLOGIES, INC., a Delaware ----- corporation authorized to transact business in the State of New York, having an office at 000 Xxxxx Xxxxxx, Xxxxxxxxxx, XX 00000, as tenant (referred to as "Tenant"). ------
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SUBORDINATION, ATTORNMENT, ETC. Subject to Paragraph 10.04, this Lease and all rights of the Tenant under the Lease, will be, at the election of any mortgagee of the Project, either subordinate or superior, all or in part, to the lien of the mortgagee and such mortgagee may not agree to any expansion rights Tenant may have under the Lease. Notwithstanding the foregoing or any other provision of this Lease to the contrary, if there shall be more than one mortgage on the Project, the rights of Tenant under this Lease shall not be treated as inferior to any inferior mortgage without the consent of all mortgagees superior in right to the mortgage to which Tenant's rights are sought to be subordinated. In the event any proceeding is brought for the foreclosure of the Leased Premises, Tenant agrees to attorn to the mortgagee in the event of strict foreclosure, or to the purchaser in the event of foreclosure by sale or deed in lieu of foreclosure, and recognize such mortgagee or purchaser (as the case may be) as the Landlord under this Lease. Tenant further agrees to execute any further instrument or instruments which Landlord or Landlord's successors in title may at any time require to evidence the subordination of this Lease to the lien of any such mortgage or mortgages and Tenant's agreement to attorn.
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SUBORDINATION, ATTORNMENT, ETC. Section 7.01. This Lease and all rights of Tenant under this Lease are, and shall remain, subject and subordinate in all respects to all ground or underlying leases now or hereafter in effect, including, but not limited to, a certain lease dated as of the 10th day of April, 1970 between the City of New York, as landlord, and 41 Madison Company, as tenant, affecting the real property immediately adjacent on the south to the plot of land upon which the Building stands, which lease is recorded in the Office of the Register of the City of New York, New York County, in Reel 174, page 798 (said lease is referred to as the "Air Rights Lease") and to all mortgages which may now or hereafter affect such leases and/or the Real Property, and to all advances made or hereafter to be made under such mortgages, and to all renewals, modifications, consolidations, correlations, replacements and extensions of, and substitutions for, such leases and mortgages. The foregoing provisions of this Section shall be self-operative and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall execute and deliver promptly any certificate or other instrument which Owner, or any lessor under any ground or underlying lease, or any holder of any such mortgage may request, and Tenant hereby irrevocably constitutes and appoints Owner and all such lessors and holders, acting jointly or severally, as Tenant's agent and attorney-in-fact to execute any such certificate or other instrument for or on behalf of Tenant. Tenant agrees that in the event of the enforcement by a holder of any such mortgage of the remedies provided for by law or by such mortgage, no person succeeding to the interest of Owner as a result of such enforcement shall be bound by any payment of Fixed Rent or additional rent for more than one (1) month in advance other than the Security referred to in Article 36. If, in connection with obtaining financing for the Building, the Real Property, or the interest of the lessee under any ground or underlying lease, any recognized lending institution shall request reasonable modifications of this Lease as a condition of such financing, Tenant covenants not unreasonably to withhold or delay its agreement to such modifications upon Owner's request, provided that such modifications do not increase the obligations, or materially and adversely affect the rights, of Tenant under this Lease No act or failure to act on the part of Owner whi...
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SUBORDINATION, ATTORNMENT, ETC. This Lease and all rights of the Tenant under this Lease, will be, at the election of any mortgagee of the Project, either subordinate or superior, all or in part, to the lien of the mortgagee. Notwithstanding the foregoing or any other provision of this Lease to the contrary, if there shall be more than one mortgage on the Project, the rights of Tenant under this Lease shall not be treated as inferior to any inferior mortgage without the consent of all mortgagees superior in right to the mortgage to which Tenant’s rights are sought to be subordinate. Landlord agrees to provide a non-disturbance agreement as a condition of this Subordination provision. Landlord and Tenant agree to execute an agreement substantially consistent with the form of Subordination, Non-Disturbance and Attornment Agreement (SNDA) attached hereto as made a part hereof as Exhibit K. In the event any proceeding is brought for the foreclosure of the Leased Premises, Tenant agrees to attorn to the mortgagee in the event of strict foreclosure, or to the purchaser in the event of foreclosure by sale or deed in lieu of foreclosure, and recognize such mortgagee or purchaser (as the case may be) as the Landlord under this Lease including the terms of any SNDA executed by both parties.
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SUBORDINATION, ATTORNMENT, ETC. Section 43.01. (A) This Lease and all rights of Tenant under this Lease are and shall remain subject and subordinate in all respects to the presently existing mortgages affecting the Real Property which are presently held by The Bank of New York (the "Present Mortgage Holder") and to all advances made or hereafter to be made under said mortgages, and to all renewals, modifications, replacements and extensions of, and substitutions for, such mortgages, as well as to any consolidations or correlations of such mortgages with other mortgages (which advances, renewals, modifications, replacements, extensions, substitutions, consolidations and correlations of the presently existing mortgages are hereinafter referred to as the "Present Mortgage Modifications"). Owner represents that said presently existing mortgages are the only mortgages affecting the Real Property as of the date of this Lease.
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SUBORDINATION, ATTORNMENT, ETC. Section 7.01. This Lease and all the terms, covenants and provisions thereof and all rights, remedies and options of Tenant under this Lease as the same may hereafter be modified, amended or extended are and shall remain subject and subordinate in all respects to the presently existing mortgages affecting the Real Property and the lien thereof presently held by The Chase Manhattan Bank (referred to as the "Chase Mortgage") and any additional mortgages hereafter held by such holder and to all advances made or hereafter to be made under such mortgages, and to all renewals, modifications, consolidations, correlation, replacements and extensions of, and substitutions for, such mortgages. Simultaneously with the execution and delivery of this Lease, Owner has delivered to Tenant an agreement from the then holder or holders of said presently existing mortgages which provides substantially to the effect that in the event of any foreclosure of said mortgages or transfer by deed in lieu of foreclosure or similar transaction, such holder or holders will not make Tenant a party-defendant to such foreclosure nor disturb its possession under this Lease so long as there shall be no default by Tenant under this Lease beyond applicable grace periods (such agreement or any agreement delivered to Tenant subsequent to the date hereof in a form reasonably acceptable to Tenant, (provided that Tenant shall not have the right to object to the inclusion of any provisions therein which are consistent with the terms, covenants and conditions set forth in Section 7.06 hereof) is referred to in this Lease as a "Non-Disturbance Agreement").
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SUBORDINATION, ATTORNMENT, ETC 
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Related to SUBORDINATION, ATTORNMENT, ETC

  • Subordination, Attornment This Lease, at Lessor’s option, shall be subject and subordinate to all ground or underlying leases which now exist or may hereafter be executed affecting any portion of the Premises and to the lien of any mortgages or deeds of trust (including all advances thereunder, renewals, replacements, modifications, supplements, consolidations, and extensions thereof) in any amount or amounts whatsoever now or hereafter placed on or against any portion of the Premises or on or against Lessor’s interest or estate therein, or on or against any ground or underlying lease, without the necessity of the execution and delivery of any further instruments on the part of Lessee to effectuate such subordination. Lessee covenants and agrees to execute and deliver upon demand and without charge therefor, such further instruments evidencing the subordination of this Lease to such ground or underlying leases and/or to the lien of any such mortgages or deeds of trusts as may be required by Lessor or a lender making a loan affecting the Premises; provided that if Lessee attorns as required below, then with respect to any ground or underlying leases, mortgages or deeds of trust not existing as of the date this Lease is signed by Lessor and Lessee, the lessor, mortgagee or beneficiary, as applicable, under such mortgage or deed of trust or lessor under such ground or underlying lease shall agree in writing that so long as Lessee is not in default under this Lease, this Lease shall not be terminated upon any foreclosure or any termination of the underlying lease (other than a termination due to its natural expiration). Failure of Lessee to execute such instruments evidencing subordination of this Lease shall constitute a default by Lessee under this Lease. If any mortgagee, beneficiary or lessor elects to have this Lease prior to the lien of its mortgage, deed of trust or lease, and shall give written notice thereof to Lessee, this Lease shall be deemed prior to such mortgage, deed of trust or lease, whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust or lease or the date of the recording thereof. If any proceedings are brought to terminate any ground or underlying leases or for foreclosure, or upon the exercise of the power of sale, under any mortgage or deed of trust covering any portion of the Premises, Lessee shall attorn to the lessor or purchaser upon any such termination, foreclosure or sale and recognize such lessor or purchaser as the Lessor under this Lease provided that such lessor or purchaser agrees that so long as Lessee is not in default hereunder and attorns as required above, this Lease shall remain in full force and effect for the full term hereof after any such termination, foreclosure or sale.

  • Subordination Attornment Non Disturbance 30.1 Provided that Tenant is provided with a subordination, non-disturbance and attornment agreement in a commercially reasonable form which (i) does not modify the economic terms of this Lease (or materially modify any other provision hereof) and (ii) recognizes all of Tenant's prospective and accrued rights under this Lease with respect to (A) the Letters of Credit and any matter relating to Capital Items under this Lease and (B) any default occurring before foreclosure (or delivery of a deed in lieu of foreclosure) (collectively, "Foreclosure Transfer") of a security instrument defined below) which continues after such Foreclosure Transfer ("SNDA") duly executed by the holder of any ground leases, deeds of trust, mortgages security interests (collectively, "Security Instruments") affecting the Premises, this Lease is and shall be subject and subordinate at all times to the security interests evidenced by the Security Instruments. Notwithstanding any provision of this Lease to the contrary, (a) Landlord shall not permit any Security Instrument to be recorded against the Premises or otherwise become prior to the lien of this Lease (without providing to Tenant an SNDA) prior to the earlier of the time of recordation of the Memorandum of this Lease described in Paragraph 25 (provided Tenant causes such Memorandum to be executed in recordable form, by Tenant within ten (10) business days after Landlord's request if such Memorandum was not previously recorded) or the date of Tenant's occupancy of the Premises for the conduct of business, and (b) in the event Landlord shall breach its obligations under clause (a), and Landlord shall not cure such breach (by causing such Security Instrument to be subordinate to this Lease or by providing Tenant an SNDA conforming to the requirements of this Paragraph 30) within thirty (30) days following receipt by Landlord of written notice from Tenant of such breach, without prejudice to its other rights and remedies, Tenant shall have the right to terminate this Lease, exercisable by delivery of written notice to Landlord at any time after such breach and expiration of such thirty (30) day period.

  • SUBORDINATION, ATTORNMENT AND NON-DISTURBANCE At the request from time to time by one or more holders of an Encumbrance that may hereafter be placed upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, Lessee will subordinate this Lease and all of Lessee's rights and estate hereunder to each such Encumbrance and will attorn to and recognize such holder (or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such Encumbrance or a holder by a deed in lieu of foreclosure, as the case may be) as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided that each such institutional holder simultaneously with or prior to recording any such Encumbrance executes and delivers a written agreement in recordable form (a) consenting to this Lease and agreeing that, notwithstanding any such other lease, mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or canceled at any time, except in the event Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein; (b) agreeing that it will be bound by all the terms of this Lease, perform and observe all of Lessor's obligations set forth herein; and (c) agreeing that all proceeds of the casualty insurance described in Article 13 of this Lease and all Awards described in Article 14 will be made available to Lessor for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the manner of disbursement and application thereof. Lessee agrees to execute and deliver to Lessor or the holder of an Encumbrance any written agreement required by this Article within ten days of written request thereof by Lessor or such holder of an Encumbrance. Lessee agrees to execute from time to time, at the request of Lessor, an institutional investor of Lessor's or a Facility Mortgagee, a certificate setting forth any defaults of Lessor hereunder and the dates through which Rent has been paid and such other matters as may be reasonably requested.

  • Subordination and Attornment Prior to the Commencement Date, Landlord shall provide Tenant with reasonable nondisturbance agreements pursuant to which each existing holder of a mortgage or deed of trust or lessor under a ground lease shall agree that Tenant shall not be disturbed in the event of sale, foreclosure or other actions so long as Tenant is not in default hereunder. Tenant covenants and agrees that, within ten (10) business days from Landlord’s written request, it will execute without further consideration instruments reasonably requested by Landlord or Landlord's mortgagee subordinating this Lease in the manner requested by Landlord to all ground or underlying leases and to the lien of any mortgage or any deed of trust or other encumbrance which may now or hereafter affect the Premises or the Project, or any portion thereof, together with all renewals, modifications, consolidations, replacements or extensions thereof; provided that any lienor or encumbrancer relying on such subordination or such additional agreements will covenant with Tenant that this Lease shall remain in full force and effect, and Tenant shall not be disturbed in the event of sale, foreclosure or other actions so long as Tenant is not in default hereunder. Tenant agrees to attorn to the successor in interest of Landlord following any transfer of such interest either voluntarily or by operation of law and to recognize such successor as Landlord under this Lease. However, if Landlord or any such ground lessor or mortgagee so elects, this Lease shall be deemed prior in lien to any ground lease, mortgage, deed of trust or other encumbrance upon or including the Premises regardless of date of recording, and Tenant will execute a statement in writing to such effect at Landlord's request

  • SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT Simultaneously upon Tenant's execution of this Lease, Tenant shall execute a Subordination, Non-Disturbance and Attornment Agreement in the form attached hereto as EXHIBIT J. Landlord shall return a fully executed Subordination, Non-Disturbance and Attornment Agreement in the form attached hereto as EXHIBIT J executed by Landlord and the Lender named therein, in recordable form, to Tenant as soon as reasonably possible but not later than ninety (90) days after the date of this Lease. Landlord shall use reasonable efforts (which efforts shall not require the expenditure of funds or the threat (or commencement) of litigation) to obtain a so-called "nondisturbance agreement" from any future Landlord's Mortgagee in the form attached hereto as EXHIBIT J or another form reasonably acceptable to Tenant and such Landlord's Mortgagee or other institutional lenders (either the form attached hereto as EXHIBIT J or such other reasonably acceptable form being herein referred to as the "NON-DISTURBANCE AGREEMENT"). Notwithstanding any other provision of this Lease, the subordination of this Lease to any Mortgage under Section 12.(a) and the Attornment of Tenant to any future Landlord Mortgagee under Section 12.(b) shall be conditioned upon such future Landlord's Mortgagee's execution and delivery of a Non-Disturbance Agreement.

  • Subordination Estoppel Certificate (a) Provided that Tenant’s right of possession of the Premises shall not be disturbed by the Mortgagee so long as there is no Event of Default under this Lease, this Lease shall be subordinate at all times to the lien of any mortgages and deeds of trust now or hereafter placed upon the Premises, Building, and/or Project and land of which they are a part (a “Mortgage”) without the necessity of any further instrument or act on the part of Tenant to effectuate such subordination. Notwithstanding the foregoing, to the extent that there is a subordination, non-disturbance, and attornment agreement executed by Tenant and Mortgagee, the terms of the subordination, non-disturbance, and attornment agreement shall control. Tenant further agrees to execute and deliver within twenty (20) days after demand such further instrument evidencing such subordination and attornment as shall be reasonably required by any Mortgagee. If Landlord shall be or is alleged to be in default of any of its obligations owing to Tenant under this Lease, Tenant shall give to the holder (the “Mortgagee”) of any mortgage or deed of trust now or hereafter placed upon the Premises, Building, and/or Project whose name and address has been furnished to Tenant, notice by overnight mail of any such default that Tenant shall have served upon Landlord. Tenant shall not be entitled to exercise any right or remedy as there may be because of any default by Landlord without having given such notice to the Mortgagee. If Landlord shall fail to cure such default, the Mortgagee shall have thirty (30) additional days within which to cure such default or such longer period as may be reasonably necessary to complete the cure provided Mortgagee is proceeding diligently to cure such default. Notwithstanding the foregoing, any Mortgagee may at any time subordinate its mortgage to this Lease, without Tenant’s consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such Mortgage without regard to their respective dates of execution and delivery, and in that event the Mortgagee shall have the same rights with respect to this Lease as though it had been executed prior to the execution and delivery of the Mortgage.

  • Subordination, Non-Disturbance and Attornment In the event that Landlord places any Facility Mortgage on the Leased Property, Tenant agrees to promptly enter into, execute and deliver to the requesting party a commercially reasonable subordination, non-disturbance and attornment agreement with any such Facility Mortgagee, which shall acknowledge that this Lease, Tenant's interest hereunder and Tenant's leasehold interest in and to the Leased Property are junior, inferior, subordinate and subject in right, title, interest, lien, encumbrance, priority and all other respects to the lien of any Facility Mortgage or Mortgages now or hereafter in force and effect upon or encumbering Landlord's interest in the Leased Property, or any portion thereof, and to all collateral assignments by Landlord to any third party or parties of any of Landlord's rights under this Lease or the rents, issues and profits thereof or therefrom as security for any liability or indebtedness, direct, indirect or contingent, of Landlord to such third party or parties, and to all future modifications, extensions, renewals, consolidations and replacements of, and all amendments and supplements to any such mortgage, mortgages or assignments; provided such lender agrees not to disturb Tenant's occupancy of the Leased Property or its rights under this Lease as long as there is no existing and continuing Event of Default. If, within fifteen (15) days following Tenant's receipt of a written request by Landlord or the holder or proposed holder of any such Facility Mortgage, Tenant shall fail or refuse or shall have not executed any such subordination, non-disturbance and attornment agreement, Tenant shall be in breach and default of its obligation to do so and of this Lease and Landlord shall be entitled thereupon to exercise any and all remedies available to Landlord pursuant to this Lease or otherwise provided by law.

  • SUBORDINATION; ESTOPPEL CERTIFICATES This Lease shall be subject and subordinate to all existing and future ground or underlying leases, mortgages, trust deeds and other encumbrances against the Building or Project, all renewals, extensions, modifications, consolidations and replacements thereof (each, a “Security Agreement”), and all advances made upon the security of such mortgages or trust deeds, unless in each case the holder of such Security Agreement (each, a “Security Holder”) requires in writing that this Lease be superior thereto. Upon any termination or foreclosure (or any delivery of a deed in lieu of foreclosure) of any Security Agreement, Tenant, upon request, shall attorn, without deduction or set-off, to the Security Holder or purchaser or any successor thereto and shall recognize such party as the lessor hereunder provided that such party agrees not to disturb Tenant’s occupancy so long as Tenant timely pays the Rent and otherwise performs its obligations hereunder. Within 10 days after request by Landlord, Tenant shall execute such further instruments as Landlord may reasonably deem necessary to evidence the subordination or superiority of this Lease to any Security Agreement. Tenant waives any right it may have under Law to terminate or otherwise adversely affect this Lease or Tenant’s obligations hereunder upon a foreclosure. Within 10 business days after Landlord’s request, Tenant shall execute and deliver to Landlord a commercially reasonable estoppel certificate in favor of such parties as Landlord may reasonably designate, including current and prospective Security Holders and prospective purchasers.

  • Subordination and Attornment Requirements All Non-Residential Leases, regardless of whether Lender’s consent or approval is required, will specifically include the following provisions:

  • Subordination to Mortgages; Estoppel Certificate Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”) and to any future Mortgage provided that in the case of a future Mortgage the subordination shall be subject to the proposed lender providing the Tenant such lender’s standard form Subordination, Non-Disturbance and Attornment Agreement (“SNDA”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within ten (10) days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Upon full execution of this Lease by the Landlord and the Tenant, the Landlord agrees to request an SNDA in such lender’s customary form, from the existing lender holding a mortgage on the Property.

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