Common use of Subordination Estoppels Clause in Contracts

Subordination Estoppels. Section 14.1 Subject to the following conditions precedent, this Lease is and shall be subject and subordinate to all present and future first mortgages or first deeds of trust affecting the Demised Premises; provided: (A) the Landlord delivers Non-Disturbance Agreements substantially as set forth below or in such form as is otherwise reasonably acceptable to the Tenant and lender; and (B) as long as the Tenant is not in default under this Lease beyond the applicable grace or cure periods, any mortgagee, purchaser or transferee in foreclosure, or any ground lessor in the event of default under any ground lease (i) shall honor this Lease in accordance with its terms; (ii) shall not disturb the Tenant in its possession of the Demised Premises; (iii) shall not name the Tenant in any foreclosure proceedings; and (iv) shall cause the Landlord's obligations under this Lease to be performed from and after the date of any such foreclosure, purchase or transfer. The Landlord shall promptly notify the Tenant of any mortgage, deed of trust or ground lease on the Building or the Real Property. Upon request by the Tenant, the Landlord shall deliver a properly executed, acknowledged Non-Disturbance Agreement to the Tenant in the form set forth in this Section. The Tenant shall execute any instrument which may be deemed necessary or desirable by the Landlord to further effect or to evidence the subordination of this Lease to any such first mortgage or first deed of trust. The Landlord may assign this Lease to any such first mortgagee or first trust deed holder in connection with any such lien superior to this Lease, and the Tenant shall execute, at no expense to the Tenant, any instrument which may be necessary or desirable by the Landlord or the holder of said lien in connection with said assignment. Any expense incurred in the preparing, executing or recording of such assignment to any such holder shall be without expense or cost to the Tenant.

Subordination Estoppels. Section 14.1 Subject a) Simultaneously with the execution hereof, Landlord shall deliver to Tenant, with regard to any and all "Ground Leases" (as hereinafter defined) and any and all "Mortgages" (as hereinafter defined) encumbering the following conditions precedentLeased Premises as of the Commencement Date of this Lease, a subordination, non- disturbance and attomment agreement in the fofII1 attached hereto as Exhibit "C", executed by the lessor under any such Ground Lease ("Ground Lessor") or the holder of such Mortgage ("Mortgagee"), as applicable. Tenant shall have no obligation to pay Basic Rent or other charges hereunder until such subordination, non-disturbance and attornment agreement(s) are delivered to Tenant, whereupon Tenant shall pay all accrued Basic Rent and other charges due hereunder at the time of such delivery .In addition, throughout the Term, Landlord shall deliver to Tenant a subordination, non- disturbance and attornment agreement in the form attached hereto as Exhibit "C" executed by any Ground Lessor or Mortgagee (as applicable) with regard to all future Ground Leases and Mortgages and with regard to all renewals, modifications, replacements and extensions of such Ground Leases or Mortgages. Upon Tenant's receipt of the executed subordination, non-disturbance and attornment agreement, this Lease is and shall be subject and subordinate to all the corresponding Ground Lease or Mortgage. Landlord shall cause any present or future Mortgagee to deliver a subordination, non-disturbance and future first mortgages or first deeds of trust affecting the Demised Premises; provided: (A) the Landlord delivers Non-Disturbance Agreements substantially as set forth below or in such form as is otherwise reasonably acceptable to the Tenant and lender; and (B) as long as the Tenant is not in default under this Lease beyond the applicable grace or cure periods, any mortgagee, purchaser or transferee in foreclosure, or any ground lessor in the event of default under any ground lease (i) shall honor this Lease attornment agreement in accordance with its terms; (iithis Section 20(a) shall not disturb at or prior to the Tenant in its possession time which the lien of the Demised Mortgage is filed against record title to the Leased Premises; (iii) . As used in this Lease, the term "Mortgage" shall not name the Tenant in any foreclosure proceedings; and (iv) shall cause the Landlord's obligations under this Lease to be performed from and after the date of any such foreclosure, purchase or transfer. The Landlord shall promptly notify the Tenant of mean any mortgage, deed to secure debt, deed of trust, trust deed or other collateral conveyance of, or lien or encumbrance against, all or any portion of the Leased Premises, and the term "Ground Lease" shall mean any ground lease on or master lease affecting all or any portion of the Building or the Real PropertyLeased Premises. Upon request by the Tenantb) Tenant shall, the at all reasonable times, upon at least thirty (30) days' prior written notice from Landlord, provide Landlord shall deliver a properly executed, acknowledged Non-Disturbance Agreement to the Tenant with an estoppel certificate in the form set forth in this Section. The attached hereto as Exhibit "E. " c) No Personal Property of Tenant shall execute any instrument which may be deemed necessary or desirable by the Landlord subject to further effect or to evidence the subordination mortgage liens of this Lease to any such first mortgage or first deed of trustLandlord. The Landlord may assign this Lease to any such first mortgagee or first trust deed holder in connection with any such lien superior to this Lease, and the Tenant shall execute, at no expense to the Tenant, any instrument which may be necessary or desirable by the Landlord or the holder of said lien in connection with said assignment. Any expense incurred in the preparing, executing or recording of such assignment to any such holder shall be without expense or cost to the Tenant.21)

Subordination Estoppels. Section 14.1 Subject to a) Simultaneously with the following conditions precedentexecution hereof, this Lease is and shall be subject and subordinate to all present and future first mortgages or first deeds of trust affecting the Demised Premises; provided: (A) the Landlord delivers Non-Disturbance Agreements substantially as set forth below or in such form as is otherwise reasonably acceptable to the Tenant and lender; and (B) as long as the Tenant is not in default under this Lease beyond the applicable grace or cure periods, any mortgagee, purchaser or transferee in foreclosure, or any ground lessor in the event of default under any ground lease (i) shall honor this Lease in accordance with its terms; (ii) shall not disturb the Tenant in its possession of the Demised Premises; (iii) shall not name the Tenant in any foreclosure proceedings; and (iv) shall cause the Landlord's obligations under this Lease to be performed from and after the date of any such foreclosure, purchase or transfer. The Landlord shall promptly notify the Tenant of any mortgage, deed of trust or ground lease on the Building or the Real Property. Upon request by the Tenant, the Landlord shall deliver to Tenant, with regard to any and all "Ground Leases" (as hereinafter defined) and any and all "Mortgages" (as hereinafter defined) encumbering the Leased Premises as of the Commencement Date of this Lease, a properly executedsubordination, acknowledged Nonnon-Disturbance Agreement to the Tenant disturbance and attornment agreement in the form set forth in this Sectionattached hereto as Exhibit "C". The Tenant shall execute any instrument which may be deemed necessary or desirable executed by the Landlord to further effect or to evidence the subordination of this Lease to lessor under any such first mortgage or first deed of trust. The Landlord may assign this Ground Lease to any such first mortgagee or first trust deed holder in connection with any such lien superior to this Lease, and the Tenant shall execute, at no expense to the Tenant, any instrument which may be necessary or desirable by the Landlord ("Ground Lessor") or the holder of said lien in connection with said assignmentsuch Mortgage ("Mortgagee"), as applicable. Any expense incurred Tenant shall have no obligation to pay Basic Rent or other charges hereunder until such subordination, non-disturbance and attornment agreement(s) are delivered to Tenant, whereupon Tenant shall pay all accrued Basic Rent and other charges due hereunder at the time of such delivery. In addition, throughout the Term, Landlord shall deliver to Tenant a subordination, non-disturbance and attornment agreement in the preparingform attached hereto as Exhibit "C" executed by any Ground Lessor or Mortgagee (as applicable) with regard to all future Ground Leases and Mortgages and with regard to all renewals, executing or recording modifications, replacements and extensions of such assignment to any such holder Ground Leases or Mortgages. Upon Tenant's receipt of the executed subordination, non-disturbance and attornment agreement, this Lease shall be without expense or cost subordinate to the Tenant.corresponding Ground Lease or Mortgage. Landlord shall cause any present or future Mortgagee to deliver a subordination, non-disturbance and attornment agreement in accordance with this Section 20(a) at or prior to the time which the lien of the Mortgage is filed against record title to the Leased Premises. As used in this Lease, the term "

Subordination Estoppels. Section 14.1 Subject to a) Simultaneously with the following conditions precedentexecution hereof, this Lease is and shall be subject and subordinate to all present and future first mortgages or first deeds of trust affecting the Demised Premises; provided: (A) the Landlord delivers Non-Disturbance Agreements substantially as set forth below or in such form as is otherwise reasonably acceptable to the Tenant and lender; and (B) as long as the Tenant is not in default under this Lease beyond the applicable grace or cure periods, any mortgagee, purchaser or transferee in foreclosure, or any ground lessor in the event of default under any ground lease (i) shall honor this Lease in accordance with its terms; (ii) shall not disturb the Tenant in its possession of the Demised Premises; (iii) shall not name the Tenant in any foreclosure proceedings; and (iv) shall cause the Landlord's obligations under this Lease to be performed from and after the date of any such foreclosure, purchase or transfer. The Landlord shall promptly notify the Tenant of any mortgage, deed of trust or ground lease on the Building or the Real Property. Upon request by the Tenant, the Landlord shall deliver to Tenant, with regard to any and all "Ground Leases" (as hereinafter defined) and any and all "Mortgages" (as hereinafter defined) encumbering the Leased Premises as of the Commencement Date of this Lease, a properly executedsubordination, acknowledged Non-Disturbance Agreement to the Tenant non- disturbance and attornment agreement in the form set forth in this Section. The Tenant shall execute any instrument which may be deemed necessary or desirable attached hereto as Exhibit "C", executed by the Landlord to further effect or to evidence the subordination of this Lease to lessor under any such first mortgage or first deed of trust. The Landlord may assign this Ground Lease to any such first mortgagee or first trust deed holder in connection with any such lien superior to this Lease, and the Tenant shall execute, at no expense to the Tenant, any instrument which may be necessary or desirable by the Landlord ("Ground Lessor") or the holder of said lien in connection with said assignmentsuch Mortgage ("Mortgagee"), as applicable. Any expense incurred Tenant shall have no obligation to pay Basic Rent or other charges hereunder until such subordination, non-disturbance and attomment agreement(s) are delivered to Tenant, whereupon Tenant shall pay all accrued Basic Rent and other charges due hereunder at the time of such delivery. In addition, throughout the Term, Landlord shall deliver to Tenant a subordination, non-disturbance and attomment agreement in the preparingform attached hereto as Exhibit "C" executed by any Ground Lessor or Mortgagee (as applicable) with regard to all future Ground Leases and Mortgages and with regard to all renewals, executing or recording modifications, replacements and extensions of such assignment to any such holder Ground Leases or Mortgages. Upon Tenant's receipt of the executed subordination, non-disturbance and attomment agreement, this Lease shall be without expense or cost subordinate to the Tenant.corresponding Ground Lease or Mortgage. Landlord shall cause any present or future Mortgagee to deliver a subordination, non-disturbance and attomment agreement in accordance with this Section 20(a) at or prior to the time which the lien of the Mortgage is filed against record title to the Leased Premises. As used in this Lease, the term "

Subordination Estoppels. Section 14.1 Subject 13.01. This Lease is conditioned upon Landlord delivering to Tenant, within thirty (30) days of the following conditions precedentdate hereof, a nondisturbance and attornment agreement from the holder of the existing mortgage, in the form attached hereto as Exhibit J, to not disturb Tenant’s possession of the Demised Premises so long as Tenant is not in default under any provision of this Lease and Tenant agrees, at said holder’s option, to attorn to said holder. If Landlord shall not have delivered said agreement on or before said date, Tenant may, within three (3) days thereafter, terminate this Lease. If Tenant shall not have elected to terminate this Lease, this Lease is and shall be subject and subordinate to said mortgage. Landlord represents there is no ground lease held by any superior landlord as of the date hereof. Furthermore, this Lease will be subject and subordinated to all present and future first mortgages or first deeds of trust or ground lessors (herein “Superior Instruments”) affecting the Demised Premises; provided: (A) , provided that either any such Superior Instrument shall include therein a covenant on the Landlord delivers Non-Disturbance Agreements part of the holder thereof substantially as set forth below or in such form as is otherwise reasonably acceptable to the effect that it will not at any time join Tenant and lender; and (B) as a party defendant in any action which may be brought to foreclose said Superior Instrument, or disturb Tenant’s possession of the Demised Premises, so long as the Tenant is not in default under any provision of this Lease beyond the applicable grace or cure periods, any mortgagee, purchaser or transferee in foreclosureLease, or any ground lessor provided Landlord obtains a nondisturbance agreement in favor of Tenant from the event holder of default under any ground lease (i) shall honor this Lease said Superior Instrument, and provided further that in accordance with its terms; (ii) shall not disturb either event, Tenant agrees, at the Tenant in its possession option of the Demised Premises; (iii) shall not name the Tenant in any foreclosure proceedings; and (iv) shall cause the Landlord's obligations under this Lease to be performed from and after the date holder of any such foreclosureSuperior Instrument, purchase or transferto attorn to said holder. The Landlord Tenant shall promptly notify the Tenant of any mortgageexecute, deed of trust or ground lease on the Building or the Real Property. Upon request by the at no expense to Tenant, the Landlord shall deliver a properly executed, acknowledged Non-Disturbance Agreement to the Tenant in the form set forth in this Section. The Tenant shall execute any instrument which may be deemed necessary or desirable by the Landlord to further effect or to evidence the subordination of this Lease to any such first mortgage or first deed of trustSuperior Instrument. The Landlord may assign this Lease to the holder of any such first mortgagee or first trust deed holder in connection with any such lien superior to this LeaseSuperior Instrument, and the Tenant shall execute, at no expense to the Tenant, any instrument which may be necessary or desirable by the Landlord or the holder of said lien Superior Instrument in connection with said assignment. Any expense incurred in the preparing, executing or recording of such assignment to any such holder shall be without expense or cost to the Tenant.

Subordination Estoppels. Section 14.1 Subject to a) Simultaneously with the following conditions precedentexecution hereof, this Lease is and shall be subject and subordinate to all present and future first mortgages or first deeds of trust affecting the Demised Premises; provided: (A) the Landlord delivers Non-Disturbance Agreements substantially as set forth below or in such form as is otherwise reasonably acceptable to the Tenant and lender; and (B) as long as the Tenant is not in default under this Lease beyond the applicable grace or cure periods, any mortgagee, purchaser or transferee in foreclosure, or any ground lessor in the event of default under any ground lease (i) shall honor this Lease in accordance with its terms; (ii) shall not disturb the Tenant in its possession of the Demised Premises; (iii) shall not name the Tenant in any foreclosure proceedings; and (iv) shall cause the Landlord's obligations under this Lease to be performed from and after the date of any such foreclosure, purchase or transfer. The Landlord shall promptly notify the Tenant of any mortgage, deed of trust or ground lease on the Building or the Real Property. Upon request by the Tenant, the Landlord shall deliver to Tenant, with regard to any and all "Ground Leases" (as hereinafter defined) and any and all "Mortgages" (as hereinafter defined) encumbering the Leased Premises as of the Commencement Date of this Lease, a properly executedsubordination, acknowledged Nonnon-Disturbance Agreement to the Tenant disturbance and attornment agreement in the form set forth in this Section. The Tenant shall execute any instrument which may be deemed necessary or desirable attached hereto as Exhibit "C", executed by the Landlord to further effect or to evidence the subordination of this Lease to lessor under any such first mortgage or first deed of trust. The Landlord may assign this Ground Lease to any such first mortgagee or first trust deed holder in connection with any such lien superior to this Lease, and the Tenant shall execute, at no expense to the Tenant, any instrument which may be necessary or desirable by the Landlord ("Ground Lessor") or the holder of said lien in connection with said assignmentsuch Mortgage ("Mortgagee"), as applicable. Any expense incurred Tenant shall have no obligation to pay Basic Rent or other charges hereunder until such subordination, non-disturbance and attornment agreement(s) are delivered to Tenant, whereupon Tenant shall pay all accrued Basic Rent and other charges due hereunder at the time of such delivery. In addition, throughout the Term, Landlord shall deliver to Tenant a subordination, non- disturbance and attomment agreement in the preparingform attached hereto as Exhibit "C" executed by any Ground Lessor or Mortgagee (as applicable) with regard to all future Ground Leases and Mortgages and with regard to all renewals, executing or recording modifications, replacements and extensions of such assignment to any such holder Ground Leases or Mortgages. Upon Tenant's receipt of the executed subordination, non-disturbance and attornment agreement, this Lease shall be without expense or cost subordinate to the Tenant.corresponding Ground Lease or Mortgage. Landlord shall cause any present or future Mortgagee to deliver a subordination, non- disturbance and attornment agreement in accordance with this Section 20(a) at or prior to the time which the lien of the Mortgage is filed against record title to the Leased Premises. As used in this Lease, the term "