Common use of Subordination, Nondisturbance and Attornment Clause in Contracts

Subordination, Nondisturbance and Attornment. (SEP 1999) - 552.270-23 a. Lessor warrants that it holds such title to or other interest in the premises and other property as is necessary to the Government's access to the premises and full use and enjoyment thereof in accordance with the provisions of this lease. Government agrees, in consideration of the warranties and conditions set forth in this clause, that this lease is subject and subordinate to any and all recorded mortgages, deeds of trust and other liens now or hereafter existing or imposed upon the premises, and to any renewal, modification or extension thereof. It is the intention of the parties that this provision shall be self-operative and that no further instrument shall be required to effect the present or subsequent subordination of this lease. Government agrees, however, within twenty (20) business days next following the Government's receipt of a written demand, to execute such instruments as Lessor may reasonably request to evidence further the subordination of this lease to any existing or future mortgage, deed of trust or other security interest pertaining to the premises, and to any water, sewer or access easement necessary or desirable to serve the premises or adjoining property owned in whole or in part by Lessor if such easement does not interfere with the full enjoyment of any right granted the Government under this lease. b. No such subordination, to either existing or future mortgages, deeds of trust or other lien or security instrument shall operate to affect adversely any right of the Government under this lease so long as the Government is not in default under this lease. Lessor will include for any future mortgage, deed of trust or other security instrument to which this lease becomes subordinate, in a separate nondisturbance agreement, a provision to the foregoing effect. Lessor warrants that the holders of all notes or other obligations secured by existing mortgages, deeds of trust or other security instruments have consented to the provisions of this clause, and agrees to provide true copies of all such consents to the Government promptly upon demand. c. In the event of any sale of the premises or any portion thereof by foreclosure of the lien of any such mortgage, deed of trust or other security instrument, or the giving of a deed in lieu of foreclosure, the Government will be deemed to have attorned to any purchaser, purchasers, transferee or transferees of the premises or any portion thereof and its or their successors and assigns, and any such purchasers and transferees will be deemed to have assumed all obligations of the Lessor under this lease, so as to establish direct privity of estate and contract between Government and such purchasers or transferees, with the same force, effect and relative priority in time and right as if the lease had initially been entered into between such purchasers or transferees and the Government; provided, further, that the Government and such purchasers or transferees shall, with reasonable promptness following any such sale or deed delivery in lieu of foreclosure, execute all such revisions to this lease, or other writings, as shall be necessary to document the foregoing relationship. d. None of the foregoing provisions may be deemed or construed to imply a waiver of the Government's rights as a sovereign.

Subordination, Nondisturbance and Attornment. (SEP 1999) - 552.270-23 a. Lessor warrants that it holds such title to or other interest in the premises and other property as is necessary to the Government's access to the premises and full use and enjoyment thereof in accordance with the provisions of this lease. Government agrees, in consideration of the warranties and conditions set forth in this clause, that this lease This Lease is subject and subordinate to to: a. The lien of any and all recorded mortgages, deeds of trust trust, or other encumbrances ("Encumbrances") of the Improvements and other liens now Property; b. All renewals, extensions, modifications, consolidations and replacements of the Encumbrances; and c. All advances made or hereafter existing or imposed upon to be made on the premises, and to any renewal, modification or extension thereof. It is the intention security of the parties Encumbrances. Despite any other provision of this paragraph 25, any Encumbrance holder may elect that this provision Lease shall be self-operative senior to and have priority over that Encumbrance whether this Lease is dated before or after the date of the Encumbrance. However, no further instrument such subordination shall be required to effect effective unless and until Lessor obtains from the present or subsequent subordination of this lease. Government agrees, however, within twenty (20) business days next following the Government's receipt of a written demand, to execute such instruments as Lessor may reasonably request to evidence further the subordination of this lease to any existing or future mortgage, deed of trust or other security interest pertaining to the premises, and to any water, sewer or access easement necessary or desirable to serve the premises or adjoining property owned in whole or in part by Lessor if such easement does not interfere with the full enjoyment of any right granted the Government under this lease. b. No such subordination, to either existing or future mortgages, deeds of trust or other lien or security instrument shall operate to affect adversely any right holder of the Government under this lease so long as Encumbrance placed against the Government is not Premises a nondisturbance agreement in default under this lease. Lessor will include for any future mortgagerecordable form, deed of trust or other security instrument to which this lease becomes subordinate, providing that in a separate nondisturbance agreement, a provision to the foregoing effect. Lessor warrants that the holders of all notes or other obligations secured by existing mortgages, deeds of trust or other security instruments have consented to the provisions of this clause, and agrees to provide true copies of all such consents to the Government promptly upon demand. c. In the event of any foreclosure, sale under a power of sale, ground or master lease termination, or transfer in lieu of any of the premises or any portion thereof by foreclosure of the lien of any such mortgage, deed of trust or other security instrumentforegoing, or the giving exercise of any other remedy under any such Encumbrance: (i) Lessee's use, possession and enjoyment of the Premises shall not be disturbed and this Lease shall continue in full force and effect as long as Lessee is not in default; and (ii) this Lease shall automatically become a lease directly between any successor to Lessor's interest, as Lessor, and Lessee, as if that successor were the Lessor originally named in the Lease. d. If Lessee has received the nondisturbance agreement referred to in the paragraph immediately following 25c, above, Lessee shall, within ten (10) business days after Lessor's request, execute any further instruments or assurances in recordable form that Lessor reasonably considers necessary to evidence or confirm the subordination or superiority of this Lease to any such Encumbrances. Such subordination instrument(s) shall be strictly limited to matters contained in the nondisturbance agreement, and no such instrument may materially increase any of Lessee's obligations or materially decrease any Lessee's rights under this Lease. Lessee's failure to execute and deliver such instrument(s) shall constitute a default under this Lease only if Lessor has first delivered the nondisturbance agreement to Lessee. Lessee covenants and agrees to attorn to the transferee of Lessor's interest in the Premises by foreclosure, deed in lieu of foreclosure, exercise of any remedy provided in any Encumbrance, or operation of law (without any deductions or setoffs) except as expressly provided in this Lease or in any nondisturbance agreement, if requested to do so by the Government will be deemed to have attorned to any purchaser, purchasers, transferee or transferees of the premises or any portion thereof and its or their successors and assignstransferee, and any such purchasers and transferees will be deemed to have assumed all obligations of recognize the transferee as the Lessor under this leaseLease. The transferee shall not be liable for: (i) any acts, so as to establish direct privity omissions, or defaults of estate and contract between Government and such purchasers or transferees, with Lessor that occurred before the same force, effect and relative priority in time and right as if the lease had initially been entered into between such purchasers or transferees and the Government; provided, further, that the Government and such purchasers or transferees shall, with reasonable promptness following any such sale or deed delivery conveyance; or (ii) the return of any security deposit except for deposits actually paid to the transferee and except as expressly provided in lieu of foreclosure, execute all such revisions to this lease, Lease or other writings, as shall be necessary to document the foregoing relationshipin any nondisturbance agreement. d. None of the foregoing provisions may be deemed or construed to imply a waiver of the Government's rights as a sovereign.

Subordination, Nondisturbance and Attornment. (SEP 1999a) - 552.270-23 a. Lessor warrants that it holds such title to or other interest in the premises and other property as is necessary to the Government's Company’s access to the premises and full use and enjoyment thereof in accordance with the provisions of this leaseLease. Government The Company agrees, in consideration of the warranties and conditions set forth in this clause, that this lease Lease is subject and subordinate to any and all recorded mortgages, deeds of trust and other liens now or hereafter existing or imposed upon the premises, and to any renewal, modification or extension thereof. It is the intention of the parties that this provision shall be self-operative and that no further instrument shall be required to effect the present or subsequent subordination of this leaseLease. Government Company agrees, however, within twenty (20) business days next following the Government's Company’s receipt of a written demand, to execute such instruments as Lessor may reasonably request to evidence further the subordination of this lease Lease to any existing or future mortgage, deed of trust or other security interest pertaining to the premises, and to any water, sewer or access easement necessary or desirable to serve the premises or adjoining property owned in whole or in part by Lessor if such easement does not interfere with the full enjoyment of any right granted the Government Company under this leaseLease. b. (b) No such subordination, to either existing or future mortgages, deeds of trust or other lien or security instrument shall operate to affect adversely any right of the Government Company under this lease Lease so long as the Government Company is not in default under this leaseLease. Lessor will include for in any future mortgage, deed of trust or other security instrument to which this lease Lease becomes subordinate, or in a separate nondisturbance agreement, a provision to the foregoing effect. Lessor warrants that the holders of all notes or other obligations secured by existing mortgages, deeds of trust or other security instruments have consented to the provisions of this clause, and agrees to provide true copies of all such consents to the Government Company promptly upon demand. c. (c) In the event of any sale of the premises or any portion thereof by foreclosure of the lien of any such mortgage, deed of trust or other security instrument, or the giving of a deed in lieu of foreclosure, the Government Company will be deemed to have attorned to any purchaser, purchasers, transferee or transferees of the premises or any portion thereof and its or their successors and assigns, and any such purchasers and transferees will be deemed to have assumed all obligations of the Lessor under this leaseLease, so as to establish direct privity of estate and contract between Government Company and such purchasers or transferees, with the same force, effect and relative priority in time and right as if the lease Lease had initially been entered into between such purchasers or transferees and the GovernmentCompany; provided, further, that the Government Company and such purchasers or transferees shall, with reasonable promptness following any such sale or deed delivery in lieu of foreclosure, execute all such revisions to this leaseLease, or other writings, as shall be necessary to document the foregoing relationship. d. None of the foregoing provisions may be deemed or construed to imply a waiver of the Government's rights as a sovereign.

Subordination, Nondisturbance and Attornment. 17.1 Without the necessity of any additional document, this Lease shall be subject and subordinate at all times to: (SEP 1999a) - 552.270-23 a. Lessor warrants all reciprocal easement agreements and all ground leases or underlying leases which may now exist or hereafter be executed affecting the Building or the Real Property or both, and (b) the lien of any mortgage or deed of trust which may now exist or hereafter be executed in any amount for which the Building, Real Property, ground leases or underlying leases, or Landlord's interest or estate in any of said items, is specified as security. Notwithstanding the foregoing, Landlord shall have the right to subordinate or cause to be subordinated to this Lease any of the items referred to in clause (a) or (b) above. In the event that it holds such title to any ground lease or other interest underlying lease terminates for any reason or any mortgage or deed of trust is foreclosed or a conveyance in the premises and other property as lieu of foreclosure is necessary made for any reason, Tenant, provided its rights to the Government's access Premises shall not be disturbed, shall, notwithstanding any subordination, attorn to and become the premises and full use and enjoyment thereof tenant of the successor in accordance with interest to Landlord, at the option of such successor in interest. Tenant expressly waives the effect of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate the Lease if any foreclosure proceeding or sale occurs. The provisions of this lease. Government agrees, in consideration of the warranties and conditions set forth in this clause, that this lease is subject and subordinate to any and all recorded mortgages, deeds of trust and other liens now or hereafter existing or imposed upon the premises, and to any renewal, modification or extension thereof. It is the intention of the parties that this provision Section 17 shall be self-operative and that no further instrument shall be required required; provided, however, Tenant covenants and agrees if requested to effect execute and deliver an attornment agreement, in a form customarily used by the present applicable lienholder, and any other additional documents evidencing the priority or subsequent subordination of this lease. Government agreesLease with respect to ground leases, howeverunderlying leases, within twenty (20) business days next following the Government's receipt of a written demandreciprocal easement agreements or similar documents or instruments, to execute such instruments as Lessor may reasonably request to evidence further the subordination of this lease to any existing or future mortgage, deed of trust or other security interest pertaining to the premises, and to any water, sewer or access easement necessary or desirable to serve the premises or adjoining property owned in whole or in part by Lessor if such easement does not interfere with the full enjoyment of any right granted the Government under this lease. b. No such subordination, to either existing or future mortgages, deeds of trust or other lien or security instrument shall operate to affect adversely any right of the Government under this lease so long as the Government is not in default under this lease. Lessor will include for any future mortgage, deed of trust or other security instrument to which this lease becomes subordinate, in a separate nondisturbance agreement, a provision to the foregoing effect. Lessor warrants that the holders of all notes or other obligations secured by existing mortgages, deeds of trust or other security instruments have consented to the provisions of this clause, and agrees to provide true copies of all such consents to the Government promptly upon demand. c. In the event of any sale of the premises or any portion thereof by foreclosure of the lien of any such mortgage, mortgage or deed of trust or other security instrument, or trust. 17.2 Landlord's title is and always shall be paramount to the giving of a deed in lieu of foreclosure, the Government will be deemed to have attorned to any purchaser, purchasers, transferee or transferees title of the premises Tenant and nothing contained in this Lease shall empower the Tenant to do any act which can, shall or any portion thereof and its or their successors and assigns, and any such purchasers and transferees will be deemed to have assumed all obligations may encumber the title of the Lessor under this lease, so as to establish direct privity of estate and contract between Government and such purchasers or transferees, with the same force, effect and relative priority in time and right as if the lease had initially been entered into between such purchasers or transferees and the Government; provided, further, that the Government and such purchasers or transferees shall, with reasonable promptness following any such sale or deed delivery in lieu of foreclosure, execute all such revisions to this lease, or other writings, as shall be necessary to document the foregoing relationshipLandlord. d. None of the foregoing provisions may be deemed or construed to imply a waiver of the Government's rights as a sovereign.

Subordination, Nondisturbance and Attornment. (SEP 1999) - 552.270-23JAN 2017) a. Lessor warrants that it holds such title to or other interest in the premises and other property as is necessary to the Government's access to the premises and full use and enjoyment thereof in accordance with the provisions of this lease. A. The Government agrees, in consideration of the warranties and conditions set forth in this clause, that this lease Lease is subject and subordinate to any and all recorded mortgages, deeds of trust and other liens now or hereafter existing or imposed upon the premises, and to any renewal, modification or extension thereof. It is the intention of the parties that this provision shall be self-self- operative and that no further instrument shall be required to effect the present or subsequent subordination of this leaseLease. Government agrees, however, within twenty (20) business days next following the Government's receipt of Based on a written demanddemand received by the RECO, to the Government will review and, if acceptable, execute such instruments as Lessor may reasonably request to evidence further the subordination of this lease Lease to any existing or future mortgage, deed of trust or other security interest pertaining to the premises, and to any water, sewer or access easement necessary or desirable to serve the premises or adjoining property owned in whole or in part by Lessor if such easement does not interfere with the full enjoyment of any right granted the Government under this leaseLease. b. B. No such subordination, to either existing or future mortgages, deeds of trust or other lien or security instrument shall operate to affect adversely any right of the Government under this lease Lease so long as the Government is not in default under this leaseLease. Lessor will include for in any future mortgage, deed of trust or other security instrument to which this lease Lease becomes subordinate, or in a separate nondisturbance non-disturbance agreement, a provision to the foregoing effect. Lessor warrants that the holders of all notes or other obligations secured by existing mortgages, deeds of trust or other security instruments have consented to the provisions of this clause, and agrees to provide true copies of all such consents to the Government RECO promptly upon demand. c. C. In the event of any sale of the premises or any portion thereof by foreclosure of the lien of any such mortgage, deed of trust or other security instrument, or the giving of a deed in lieu of foreclosure, the Government will be deemed to have attorned to any purchaser, purchasers, transferee or transferees of the premises or any portion thereof and its or their successors and assigns, and any such purchasers and transferees will be deemed to have assumed all obligations of the Lessor under this leaseLease, so as to establish direct privity of estate and contract between Government and such purchasers or transferees, with the same force, effect and relative priority in time and right as if the lease had initially been entered into between such purchasers or transferees and the Government; provided, further, that the Government RECO and such purchasers or transferees shall, with reasonable promptness following any such sale or deed delivery in lieu of foreclosure, execute all such revisions to this leaseLease, or other writings, as shall be necessary to document the foregoing relationship. d. D. None of the foregoing provisions may be deemed or construed to imply a waiver of the Government's rights as a sovereign.

Subordination, Nondisturbance and Attornment. (SEP 1999) - 552.270-23 a. Lessor warrants that it holds such title to or other interest in the premises and other property as is necessary to the Government's access to the premises and full use and enjoyment thereof in accordance with the provisions of this lease. A. The Government agrees, in consideration of the warranties and conditions set forth in this clause, that this lease Lease is subject and subordinate to any and all recorded mortgages, deeds of trust and other liens now or hereafter existing or imposed upon the premises, and to any renewal, modification or extension thereof. It is the intention of the parties that this provision shall be self-self- operative and that no further instrument shall be required to effect the present or subsequent subordination of this leaseLease. Government agrees, however, within twenty (20) business days next following the Government's receipt of Based on a written demanddemand received by the RECO, to the Government will review and, if acceptable, execute such instruments as Lessor may reasonably request to evidence further the subordination of this lease Lease to any existing or future mortgage, deed of trust or other security interest pertaining to the premises, and to any water, sewer or access easement necessary or desirable to serve the premises or adjoining property owned in whole or in part by Lessor if such easement does not interfere with the full enjoyment of any right granted the Government under this leaseLease. b. B. No such subordination, to either existing or future mortgages, deeds of trust or other lien or security instrument shall operate to affect adversely any right of the Government under this lease Lease so long as the Government is not in default under this leaseLease. Lessor will include for in any future mortgage, deed of trust or other security instrument to which this lease Lease becomes subordinate, or in a separate nondisturbance non-disturbance agreement, a provision to the foregoing effect. Lessor warrants that the holders of all notes or other obligations secured by existing mortgages, deeds of trust or other security instruments have consented to the provisions of this clause, and agrees to provide true copies of all such consents to the Government RECO promptly upon demand. c. C. In the event of any sale of the premises or any portion thereof by foreclosure of the lien of any such mortgage, deed of trust or other security instrument, or the giving of a deed in lieu of foreclosure, the Government will be deemed to have attorned to any purchaser, purchasers, transferee or transferees of the premises or any portion thereof and its or their successors and assigns, and any such purchasers and transferees will be deemed to have assumed all obligations of the Lessor under this leaseLease, so as to establish direct privity of estate and contract between Government and such purchasers or transferees, with the same force, effect and relative priority in time and right as if the lease had initially been entered into between such purchasers or transferees and the Government; provided, further, that the Government RECO and such purchasers or transferees shall, with reasonable promptness following any such sale or deed delivery in lieu of foreclosure, execute all such revisions to this leaseLease, or other writings, as shall be necessary to document the foregoing relationship. d. D. None of the foregoing provisions may be deemed or construed to imply a waiver of the Government's rights as a sovereign.