SUBORDINATION OF LEASE. This Lease shall be subject and subordinate at all times to the lien of all mortgages and deeds of trust securing any amount now or hereafter encumbering Landlord’s interest in the Premises or Building, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any such mortgages or deeds of trust as may be required by Landlord, and Tenant shall attorn to any such mortgagee or beneficiary under any mortgage or deed of trust in the event of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recording.
Appears in 1 contract
Samples: Jaguar Health, Inc.
SUBORDINATION OF LEASE. This Lease shall be subject and subordinate at all times to the lien of all any bank or institutional or other mortgage or mortgages and deeds of trust securing any amount now or hereafter encumbering Landlord’s interest in force against the Premises, and to all advances made upon the security thereof, provided that the holder of any such mortgage shall execute and deliver to Tenant an agreement (“SNDA Agreement”), in the Premises form attached hereto as Exhibit E or Building, all without the necessity of having further instruments executed on the part of Tenant in order such other form reasonably satisfactory to effectuate such subordination. Upon the written request of Landlord, Tenant shall executeand the holder of any such mortgage, acknowledge providing that such holder will recognize this Lease and deliver not disturb Tenant's possession of the Premises in the event of foreclosure if Tenant is not then in default hereunder beyond any applicable cure period. Tenant agrees, upon receipt of such SNDA Agreement, to Landlord execute such further instruments evidencing the subordination of reasonable instrument(s) as may be necessary to subordinate this Lease to the lien of any such mortgages or mortgage. The term “mortgage” shall include deeds of trust as may be required by Landlord, and Tenant shall attorn to or any such mortgagee or beneficiary under any mortgage or deed of trust in other similar hypothecations. In the event that any mortgagee of a foreclosure Landlord shall acquire possession of the Premises upon foreclosure, or a by deed in lieu of foreclosure, or by any other purchaser or means, Tenant shall be deemed to have made a grantee full and complete attornment to such mortgagee so as to establish direct privity between such mortgagee and Tenant; all rights and obligations of Tenant under this Lease shall continue in respect thereoffull force and effect and shall be enforceable by and against Tenant with the same force and effect as if the Lease had originally been made and entered into directly by and between such mortgagee as the Landlord thereunder and Tenant; provided, however, that each (a) such mortgagee shall not be: (i) liable for any act or beneficiary omission of Landlord occurring prior to such mortgagee succeeding to Landlord’s interest under the Lease, including, without limitation, any offsets or defense claimed by Tenant to payment of rent arising from events occurring prior to such mortgage mortgagee’s succeeding to Landlord’s interest; (ii) bound by any rent or deed additional rent which Tenant paid to Landlord for more than one (1) month in advance; (iii) bound by any modification or amendment of trustthe Lease made without such mortgagee’s consent; (b) such mortgagee shall recognize and accept the rights of Landlord and its mortgagee and shall thereafter assume the obligations of Landlord under the Lease in respect to obligations under the Lease thereafter falling due; and (c) if requested by such mortgagee, Tenant shall enter into a new lease with such mortgagee, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession any other owner of the Premises under as Landlord for the remaining term of this Lease in and otherwise on the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding same terms and conditions and with the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingsame options then remaining.
Appears in 1 contract
Samples: Certificate and Agreement (American Realty Capital Trust, Inc.)
SUBORDINATION OF LEASE. This Lease Subject to Section 20.1, this Agreement, any and all rights of Tenant hereunder, are and shall be subject and subordinate at to any ground or master lease, and all times renewals, extensions, modifications and replacements thereof, and to the lien of all mortgages and deeds of trust securing any amount trust, which may now or hereafter encumbering Landlord’s interest in affect the Premises Collective Leased Properties, or Buildingany of them, all without the necessity or any improvements thereon and/or any of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlordleases, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any whether or not such mortgages or deeds of trust as may shall also cover other lands and/or buildings and/or leases, to each and every advance made or hereafter to be required by made under such mortgages and deeds of trust, and to all renewals, modifications, replacements and extensions of such leases and such mortgages and deeds of trust and all consolidations of such mortgages and deeds of trust. This section shall be self-operative and no further instrument of subordination shall be required. In confirmation of such subordination, (i) Tenant shall promptly execute, acknowledge and deliver any instrument that Landlord, and Tenant shall attorn to the lessor under any such mortgagee lease or the holder of any such mortgage or the trustee or beneficiary of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination, and (ii) the lessor under any such lease or the holder of any such mortgage or the trustee or beneficiary of any such deed of trust shall execute and deliver to Tenant a Non-Disturbance Agreement reasonably satisfactory to Tenant (taking into account, however, the reasonable requirements of the lessor or lender, including a lender becoming such in connection with a non-recourse securitized loan), including provisions with respect to insurance and casualty matters. Any lease to which this Agreement is, at the time referred to, subject and subordinate is herein called "Superior Lease" and the lessor of a Superior Lease or its successor in interest at the time referred to, is herein called "Superior Landlord" and any mortgage or deed of trust to which this Agreement is, at the time referred to, subject and subordinate, is herein called "Superior Mortgage" and the holder, trustee or beneficiary of a Superior Mortgage is herein called "Superior Mortgagee." If any Superior Landlord or Superior Mortgagee or the nominee or designee of any Superior Landlord or Superior Mortgagee shall succeed to the rights of Landlord under this Agreement with respect to one or more of the Collective Leased Properties, whether through possession or foreclosure action or delivery of a new lease or deed, or otherwise, then at the request of such party so succeeding to Landlord's rights (herein called "Successor Landlord") and upon such Successor Landlord's written agreement to accept Tenant's attornment, Tenant shall attorn to and recognize such Successor Landlord as Tenant's landlord under this Agreement with respect to one or more of the Collective Leased Properties, and shall promptly execute and deliver any instrument that such Successor Landlord may reasonably request to evidence such attornment. Upon such attornment, this Agreement shall continue in full force and effect as a direct lease between the Successor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in this Agreement, except that the Successor Landlord (unless formerly the landlord under this Agreement or its nominee or designee) shall not be (a) liable in any way to Tenant for any act or omission, neglect or default on the part of Landlord under this Agreement, (b) responsible for any monies owing by or on deposit with Landlord to the credit of Tenant, (c) subject to any counterclaim or setoff which theretofore accrued to Tenant against Landlord, (d) bound by any modification of this Agreement subsequent to such Superior Lease or Mortgage, or by any previous prepayment of Minimum Rent or Additional Rent for more than one (1) month, which was not approved in writing by the Superior Landlord or the Superior Mortgagee thereto, (e) liable to Tenant beyond the Successor Landlord's interest in the event applicable Leased Property and the rents, income, receipts, revenues, issues and profits issuing from such Leased Property, (f) responsible for the performance of a foreclosure or a deed in lieu of foreclosureany work to be done by the Landlord under this Agreement to render the applicable Leased Property ready for occupancy by Tenant, or other purchaser (g) required to remove any Person occupying the applicable Leased Property or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect part thereof, shall agree not to terminate except if such person claims by, through or disturb Tenant’s possession of under the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Successor Landlord. Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may agrees at any time subordinate its mortgage or deed and from time to time to execute a suitable instrument in confirmation of trust Tenant's agreement to this Lease in all or in partattorn, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingas aforesaid.
Appears in 1 contract
Samples: Master Lease Agreement (Magellan Health Services Inc)
SUBORDINATION OF LEASE. This Lease and the estate of Tenant hereunder shall be subject and subordinate to any lease, deed of trust, mortgage lien or charge, or any reciprocal easement agreement or other operating agreement, encumbrance, restriction or declaration which now encumbers or which at all times any time hereafter may encumber the Premises and/or the Shopping Center (such document and any replacement, renewal, modification, consolidation or extension thereof being hereinafter referred to as an “Encumbrance”). Any Encumbrance shall be prior and paramount to this Lease and to the lien rights of Tenant hereunder and all mortgages and deeds of trust securing any amount now persons claiming through or hereafter encumbering Landlord’s interest under Tenant, or otherwise, in the Premises or Buildingand Common Areas. Tenant, on Tenant’s behalf, and on behalf of all without persons claiming through and under Tenant, covenants and agrees that, from time to time at the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlordthe holder of any Encumbrance, Tenant shall execute, acknowledge will execute and deliver any necessary or proper instruments or certificates reasonably necessary to Landlord such further instruments evidencing acknowledge or confirm the priority of the Encumbrance over this Lease and the subordination of this Lease thereto or to evidence Tenant’s consent to any Encumbrance. Tenant agrees that, upon the request of any person succeeding to the lien interest of Landlord as a result of the enforcement of any such mortgages Encumbrance, whether upon foreclosure sale or deeds of trust otherwise (the successor in interest being hereinafter referred to as may be required by Landlordthe “Purchaser”), and Tenant shall attorn to any such mortgagee or beneficiary under any mortgage or deed automatically become the tenant of trust in the event of a foreclosure or a deed in lieu of foreclosurePurchaser, without changing the terms or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed provisions of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in Tenant specifically waiving any right which case this Lease shall be deemed prior may exist under law to such mortgage terminate the Lease. Tenant shall, upon request by the Purchaser, execute and deliver an instrument or deed of trust without regard to their respective dates of execution, delivery and/or recordinginstruments confirming its attornment.
Appears in 1 contract
SUBORDINATION OF LEASE. This Lease shall be subject and subordinate at all times to the lien of all mortgages and deeds of trust securing any amount now or hereafter encumbering Landlord’s interest in the Premises or Building, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any such mortgages or deeds of trust as may be required by Landlord, and Tenant shall attorn to any such mortgagee or beneficiary under any mortgage or deed of trust in the event of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recording..
Appears in 1 contract
SUBORDINATION OF LEASE. This Lease lease shall be subject and subordinate at all times to all ground or underlying leases which may now exist or hereafter be executed affecting the premises or any building in which the premises is located or the land upon which the premises or said building is situated and to the lien of all any mortgages and deeds of trust securing (and any amendments thereof or thereto) in any amount or amounts whatsoever now or hereafter encumbering placed on or against the premises or building in which the premises is located or land on which the premises or said building is situated, or on or against Landlord’s 's interest in the Premises or Buildingestate herein or on or against any ground or underlying lease, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon Notwithstanding the written request of Landlordforegoing, Tenant shall execute, acknowledge covenants and agrees to execute and deliver to Landlord upon demand such further instruments evidencing the such subordination of this Lease lease to such ground or underlying leases and to the lien of any such mortgages or deeds of trust as may be required by Landlord, and Tenant shall attorn to . If any such mortgagee or beneficiary under any a deed of trust elects to have this lease superior to its mortgage or deed of trust in trust, then upon delivery of notice thereof to Tenant by Landlord, this lease shall be superior to the event lien of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust. Tenant hereby appoints Landlord the Attorney-in-Fact of Tenant irrevocably to execute and deliver any instrument or instruments for or in the name of Tenant required to effectuate any of the foregoing. Tenant agrees upon not less than ten (10) days prior request by Landlord to execute, acknowledge and deliver to Landlord a statement in writing certifying that this lease is unmodified and in full force and effect, (or if there have been modifications that the same are in full force and effect as modified and stating the modifications) and, if so, the dates to which the rent and other charges have been paid in advance, if any, it being intended that any such statement delivered pursuant to this paragraph 22 may be relied upon by any prospective purchaser, mortgagee, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession of the Premises beneficiary under this Lease in the event of a foreclosure of such mortgage or any deed of trust or a deed in lieu any assignee or successor to any thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recording.
Appears in 1 contract
SUBORDINATION OF LEASE. This Lease and the leasehold estate created hereby ---------------------- are and shall be subject be, at the option and subordinate at all times upon written declaration of Landlord, subordinate, and inferior to the lien of all mortgages a first and second deed of trust, or any renewals, extensions, or replacements of said deed or deeds of trust securing any amount trust, now or hereafter encumbering Landlord’s interest imposed by Landlord upon the leased premises or any part thereof. Landlord hereby expressly reserves the right, at its option and declaration, to place the lien of a first and second deed of trust on and against the leased premises, or any part thereof, superior in lien and effect to this Lease and the estate hereby created. The execution by Landlord and the recording in the Premises or Building, all without office of the necessity County Recorder's office in which the property is located of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of a declaration that this Lease and leasehold estate are subject, subordinate, and inferior to the lien of a first and/or second deed of trust placed or to be placed by Landlord upon or against the leased premises or any such mortgages part thereof, shall, of and by itself, in favor of the trustee and beneficiary of said deed or deeds of trust as may be required trust, make this Lease subject, subordinate and inferior thereto. Tenant shall, with all reasonable diligence, after written request made to it by LandlordLandlord or the title company issuing a policy of title insurance insuring the effect of the lien of said deed or deeds of trust, execute and Tenant shall attorn deliver to said title company an agreement or subordination, in accordance with the foregoing. In the event any such mortgagee proceedings are brought for the foreclosure of, or beneficiary in the event of the exercise of the power of sale under any mortgage or deed of trust in made by Landlord or its successors or assigns covering the event of a demised premises, the Tenant shall attorn to the purchaser upon any such foreclosure or a deed in lieu of foreclosure, or other sale and recognize such purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession of as the Premises Landlord under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recording.
Appears in 1 contract
Samples: Assignment and Assumption (Salem Communications Corp /De/)
SUBORDINATION OF LEASE. This Lease Subject to Section 19.1 and this Section 19.2, this Agreement, any and all rights of Tenant hereunder, are and shall be subject and subordinate at to any ground or master lease, and all times renewals, extensions, modifications and replacements thereof, and to the lien of all mortgages and deeds of trust securing any amount trust, which may now or hereafter encumbering Landlord’s interest in affect the Premises Leased Property or Buildingany improvements thereon and/or any of such leases, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any whether or not such mortgages or deeds of trust as may shall also cover other lands and/or buildings and/or leases, to each and every advance made or hereafter to be made under such mortgages and deeds of trust, and to all renewals, modifications, replacements and extensions of such leases and such mortgages and deeds of trust and all consolidations of such mortgages and deeds of trust. This section shall be self-operative and no further instrument of subordination shall be required by provided that Tenant has received a nondisturbance and attornment agreement from each Superior Mortgagee and/or Superior Landlord, consistent with the provisions of this Section 19.2 and otherwise in form and substance reasonably satisfactory to Tenant. In confirmation of such subordination, Tenant shall attorn to promptly execute, acknowledge and deliver any instrument that Landlord, the lessor under any such mortgagee lease or the holder of any such mortgage or the trustee or beneficiary under of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. Any lease to which this Agreement is, at the time referred to, subject and subordinate is herein called "Superior Lease" and the lessor of a Superior Lease or its successor in interest at the time referred to, is herein called "Superior Landlord" and any mortgage or deed of trust in to which this Agreement is, at the event time referred to, subject and subordinate, is herein called "Superior Mortgage" and the holder, trustee or beneficiary of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recording.Superior Mortgage is
Appears in 1 contract
Samples: Master Lease Agreement (Hospitality Properties Trust)
SUBORDINATION OF LEASE. This Lease Lease, at Lessor's option, shall be subject and subordinate at all times to the lien of all mortgages and deeds of trust securing any amount now or hereafter encumbering Landlord’s interest in the Premises or Building, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any such mortgages or deeds of trust as may be required by Landlord, and Tenant shall attorn to any such mortgagee or beneficiary under any mortgage or deed of trust in the event of a foreclosure or a deed in lieu of foreclosureground lease, or other purchaser or a grantee in respect thereof; providedmortgage, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser any other hypothecation for security now or grantee in respect hereafter placed upon the real property of which the Premises are a part and to any and all advances made on the security thereof and to all renewals, modifications, consolidating, replacements and extensions thereof. Notwithstanding such subordination, shall agree not Lessee's rights to terminate or disturb Tenant’s quiet possession of the Premises under shall not be disturbed if Lessee is not in default and so long as Lessee shall pay the rent and observe and perform all of the provisions of this Lease, unless this Lease in is otherwise terminated pursuant to its terms. If any mortgagee, trust beneficiary or ground lessor shall elect to have this Lease prior to the event lien of a foreclosure of such mortgage or its mortgage, deed of trust or a deed in lieu thereofground lease, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoingand shall give written notice thereof to Lessee, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage mortgage, deed of trust, or ground lease, whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust without regard or ground lease or the date of recording thereof. Lessee agrees to their respective dates execute any documents required to effectuate such subordination or to make this Lease prior to the lien of executionany mortgage, delivery and/or recordingdeed of trust or ground lease, as the case may be, and failing to do so within ten (10) days after written demand, does hereby make, constitute and irrevocably appoint Lessor as Lessee's attorney in fact and in Lessee's name, place and stead, to do so.
Appears in 1 contract
SUBORDINATION OF LEASE. This The rights of the Tenant under this Lease shall be and are subject and subordinate at all times to the lien of all mortgages ground leases and deeds of trust securing any amount underlying leases, if any, now or hereafter encumbering Landlord’s interest in force against the Premises or BuildingProperty, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any mortgages now or hereafter in force against such mortgages leases, the Land or deeds the Building, or all of trust as may be required by Landlordthem, and to all advances made or hereafter to be made, and to all renewals, modifications, amendments, consolidations, replacements and extensions thereof, provided that Tenant shall attorn to any such mortgagee or beneficiary under any mortgage or deed of trust not be disturbed in the event of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s its possession of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, and its other rights hereunder as long as Tenant is not in default under this Lease. This Section is self-operative and no further instrument of subordination shall be required. Any mortgagee may, however, elect to have this Lease be superior to its mortgage. At Landlord's request, Tenant shall execute a document in recordable form confirming that this Lease is subordinate (or at the mortgagee's election, superior) to any mortgage, provided that such timedocument provides that Tenant shall not be disturbed in its possession of the Premises and its other rights under this Lease so long as Tenant is not in default thereunder. Notwithstanding Tenant hereby irrevocably appoints Landlord as attorney-in-fact for Tenant with full power and authority to execute and deliver in the foregoingname of Tenant any such documents where Tenant fails to execute any such documents within 10 days after request. Tenant, at the option of any mortgagee, agrees to attorn to such mortgagee or beneficiary under in the event of a mortgage foreclosure sale or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordinglieu thereof.
Appears in 1 contract
Samples: Lease (Metris Companies Inc)
SUBORDINATION OF LEASE. This Lease Subject to Section 21.1 and the last paragraph of this Section 21.2, this Lease, and all rights of Tenant hereunder, are and shall be subject and subordinate at to any ground or master lease, and all times renewals, extensions, modifications and replacements thereof, and to the lien of all mortgages and deeds of trust securing any amount trust, which may now or hereafter encumbering Landlord’s interest in affect the Premises Leased Property or Buildingany improvements thereon and/or any of such leases, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any whether or not such mortgages or deeds of trust as may shall also cover other lands and/or buildings and/or leases, to each and every advance made or hereafter to be required by made under such mortgages and deeds of trust, and to all renewals, modifications, replacements and extensions of such leases and such mortgages and deeds of trust and all consolidations of such mortgages and deeds of trust. This section shall be self-operative and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute, acknowledge and deliver any instrument that Landlord, and Tenant shall attorn to the lessor under any such mortgagee lease or the holder of any such mortgage or the trustee or beneficiary under of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. Any lease to which this Lease is, at the time referred to, subject and subordinate is herein called "Superior Lease" and the lessor of a Superior Lease or its successor in interest at the time referred to, is herein called "Superior Landlord" and any mortgage or deed of trust to which this Lease is, at the time referred to, subject and subordinate, is herein called "Superior Mortgage" and the holder, trustee or beneficiary of a Superior Mortgage is herein called "Superior Mortgagee". If any Superior Landlord or Superior Mortgagee or the nominee or designee of any Superior Landlord or Superior Mortgagee shall succeed to the rights of Landlord under this Lease, whether through possession or foreclosure action or delivery of a new lease or deed, or otherwise, then at the request of such party so succeeding to Landlord's rights (herein called ("Successor Landlord") and upon such Successor Landlord's written agreement to accept Tenant's attornment, Tenant shall attorn to and recognize such Successor Landlord as Tenants landlord under this Lease and shall promptly execute and deliver any instrument that such Successor Landlord may reasonably request to evidence such attornment. Upon such attornment, this Lease shall continue in full force and effect as a direct lease between the Successor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in this Lease, except that the Successor Landlord (unless formerly the landlord under this Lease or its nominee or designee) shall not be (a) liable in any way to Tenant for any act or omission, neglect or default on the part of Landlord under this Lease, (b) responsible for any monies owing by or on deposit with Landlord to the credit of Tenant, (c) subject to any counterclaim or setoff which theretofore accrued to Tenant against Landlord, (d) bound by any modification of this Lease subsequent to such Superior Lease or mortgage, or by any previous prepayment of Minimum Rent or Percentage Rent for more than one (1) month, which was not approved in writing by the Superior Landlord or the Superior Mortgagee thereto, (e) liable to the Tenant beyond the Successor Landlord's interest in the Leased Property and the rents, income, receipts, revenues, issues and profits issuing from the Leased Property, (f) responsible for the performance of any work to be done by the Landlord under this Lease to render the Leased Property ready for occupancy by Tenant, or (g) required to remove any person occupying the Leased Property or any part thereof, except if such person claims by, through or under the Successor Landlord. Tenant agrees at any time and from time to time to execute a suitable instrument in confirmation of Tenant's agreement to attorn, as aforesaid. Tenant's obligation to subordinate this Lease and Tenant's rights hereunder to any Superior Mortgage or Superior Lease shall be conditioned upon Landlord obtaining from any Superior Mortgagee or Superior Landlord, an agreement which shall be executed by Tenant and such Superior Mortgagee or Superior Landlord which shall provide in substance that so long as no Event of Default exists as would entitle Landlord or any such Superior Mortgagee or Superior Landlord to terminate this Lease or would cause, without any further action of Landlord or such Superior Mortgagee or Superior Landlord, the termination of this Lease or would entitle Landlord or such Superior Mortgagee or Superior Landlord to dispossess Tenant, this Lease shall not be terminated, nor shall Tenant's use, possession or enjoyment of the Leased Property, in accordance with the terms and provisions of this Lease, be interfered with, nor shall the leasehold estate granted by this Lease be affected in any other manner, in any foreclosure or any action or proceeding instituted under or in connection with such Superior Mortgage or Superior Lease, or in the event of a foreclosure such Superior Mortgagee or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s Superior Landlord takes possession of the Premises under this Lease in the event of a foreclosure Leased Property pursuant to any provisions of such mortgage Superior Mortgage or deed Superior Lease, unless Landlord or such Superior Mortgagee or Superior Landlord would have had such right of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust termination pursuant to this Lease, in which case this Lease . Such agreement shall be deemed prior to in form customarily used by the holder of any such mortgage Superior Mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingSuperior Lease.
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SUBORDINATION OF LEASE. This Lease and the rights of Tenant ---------------------- hereunder shall be and are hereby made expressly subject and subordinate at all times to the lien of any mortgage or trust deed now existing against the Property, and to all mortgages and deeds of trust securing any amount now advances made or hereafter encumbering Landlord’s interest in to be made upon the Premises or Building, all without the necessity of having further instruments executed on the part of security thereof. Tenant in order agrees to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge execute and deliver to Landlord such further instruments evidencing the subordination of subordinating this Lease to the lien of any such mortgages mortgage or deeds of trust deed as may be required requested in writing by LandlordLandlord from time to time. Tenant agrees that it will, and Tenant shall attorn by appropriate instrument, subordinate this Lease to any such mortgagee or beneficiary under any future mortgage or trust deed imposed on the Property, provided that concurrently therewith the holder of trust in the event of a foreclosure or a deed in lieu of foreclosuresuch mortgage, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary the trustee under any such mortgage or deed of trust, or purchaser or grantee in respect thereofthe trust deed, shall agree not deliver to terminate or disturb Tenant’s possession , if requested in writing by Tenant, a Non-Disturbance Agreement in recordable form duly executed and acknowledged from the holder of the Premises each such mortgage, which Agreement shall expressly recognize Tenant's rights under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as and provide that so long as Tenant is not in default under this Lease at or any amendments thereto, Tenant's possession of the Premises and its rights and privileges under the Lease or any renewal thereto shall not be diminished or interfered with by the holder of such timemortgage and its successors or assigns. Notwithstanding In the foregoing, event any mortgagee or beneficiary under a proceedings are brought to foreclose any mortgage or deed of trust may deed, Tenant will attorn to the purchaser upon any foreclosure sale and recognize such purchaser as the Landlord under this Lease. Tenant agrees to execute and deliver at any time subordinate any instrument to further evidence such attornment as may be requested in writing by any holder of such mortgage, or the trustee under any such trust deed. Tenant acknowledges that its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease title is and always shall be deemed prior subordinate to the title of any owner of the Property and nothing herein contained shall empower Tenant to do any act which can, shall or may encumber the title of the owner of the Property, except if such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingencumbrance is a Permitted Lien.
Appears in 1 contract
Samples: Coyote Sports Inc
SUBORDINATION OF LEASE. This Subject to the following provisions of this Paragraph 16(a), Tenant agrees that this Lease shall be subject and subordinate at all times to the lien of all mortgages and deeds of trust securing any amount now or hereafter encumbering Landlord’s interest in the Premises or Building, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any such mortgages Mortgage, and Tenant agrees, upon demand by Landlord or deeds of trust its Lender, without cost, to execute instruments as may be required to further effectuate or confirm such subordination, including, but not limited to a Subordination, Non-Disturbance and Attornment Agreement in the form attached as Exhibit "E" hereto. So long as no Event of Default shall be outstanding, Tenant's tenancy hereunder shall not be disturbed nor shall this Lease be affected by Landlordany default under such Mortgage, and Tenant shall attorn to any such mortgagee or beneficiary under any mortgage or deed of trust in the event of a foreclosure or a deed other enforcement of any such Mortgage, or sale in lieu thereof, the purchaser at such foreclosure sale shall be bound to Tenant for the Term of foreclosurethis Lease and any extensions thereof, the rights of Tenant hereunder shall expressly survive, and this Lease shall in all respects continue in full force and effect so long as no Event of Default by Tenant has occurred and is continuing, provided, however, that any such transferee shall not be (i) bound by any payment of Basic Rent or Additional Rent made more than one (1) month in advance, except prepayments in the nature of security for the performance by Tenant of its obligations under this Lease, but only to the extent such prepayments have been delivered to such transferee, (ii) bound by any amendment of this Lease made without the written consent of the holder of each Mortgage existing as of the date of such amendment, (iii) liable for damages for any breach, act or omission of any prior landlord, (iv) liable for any default by prior landlord under the Lease, or other purchaser (v) subject to any offsets or a grantee in respect thereofdefenses which Tenant might have against any prior landlord; provided, however, that each mortgagee or beneficiary after succeeding to Landlord's interest under this Lease, such transferee shall agree to perform in accordance with the terms of this Lease all obligations of Landlord arising after the date of transfer. So long as no Event of Default by Tenant has occurred and is continuing, Tenant shall not be named as a party defendant in any such mortgage or deed of trustforeclosure suit, or purchaser or grantee in respect thereof, shall agree not except as may be required by law. Any Mortgage to terminate or disturb Tenant’s possession of the Premises under which this Lease is now or hereafter subordinate shall provide, in effect, that during the event of a foreclosure of such mortgage or deed of trust or a deed time this Lease is in lieu thereof, as long as force (and provided that Tenant is not in default under this Lease at hereunder beyond applicable periods of notice and cure or, if Tenant is in such time. Notwithstanding default, Landlord is not exercising its remedies hereunder), all Proceeds and Awards shall be permitted to be used for Restoration in accordance with the foregoing, any mortgagee or beneficiary under a mortgage or deed provisions of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recording.
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SUBORDINATION OF LEASE. This Lease, any memorandum of this Lease and Tenant’s interest hereunder shall be subject and subordinate at all times to the lien of all mortgages and deeds of trust securing any amount now Mortgage or other security instrument presently recorded or hereafter encumbering Landlord’s interest in placed upon the Leased Premises or Building, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any such mortgages or deeds of trust as may be required by Landlord, and Tenant shall attorn to any such mortgagee and all advances made or beneficiary under any mortgage or deed of trust in to be made thereunder, to the event of a foreclosure or a deed in lieu of foreclosureinterest thereon, or other purchaser or a grantee in respect and all renewals, replacements and extensions thereof; provided, however, that each mortgagee or beneficiary under such subordination shall not be effective unless and until Landlord shall cause any such mortgage Mortgage or deed of trustother security instrument (or a separate contemporaneous or subsequent instrument in recordable form duly executed by Lender and delivered to Tenant) to include commercially reasonable subordination, non-disturbance and attornment provisions (“SNDA Provisions”), which Tenant will execute and deliver, without cost to Landlord or purchaser Lender. Such SNDA Provisions shall provide, among other matters, that if any foreclosure proceedings are initiated by Lender or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust any other party or a deed in lieu thereofis granted, as such Lender or other party (on its own behalf and on behalf of any or purchaser at a foreclosure sale), grantee of a deed in lieu, or other successor to Landlord shall agree to accept this Lease and not disturb Tenant’s occupancy or other rights under this Lease, so long as no Event of Default exists and is continuing, and Tenant is shall agree, upon written request of any such holder or any purchaser at foreclosure sale, to attorn and pay Rent to such party and to execute and deliver any instruments reasonably necessary or appropriate to evidence or effectuate such attornment. The SNDA Provisions shall also include such other commercially reasonable provisions requested by Lender. However, in the event of attornment, Lender shall not in default be: (a) liable for any obligations, offsets, defenses or claims accruing prior to Lender becoming landlord under this Lease at pursuant to such time. Notwithstanding the foregoingattornment; (b) bound by any payment of Base Rent, any mortgagee Additional Rent or beneficiary other payments, made by Tenant under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease for more than one (1) month in all advance; (c) bound by any material amendment, modification, assignment, subletting or in partother Transfer of the Lease (other than a Permitted Transfer), made without Tenant’s consentthe prior written consent of Lender; or (d) liable for any deposit, by execution of a written instrument subordinating such mortgage reserve or deed of trust escrow that Tenant may have given to this Lease, in Landlord which case has not been transferred to Lender. Any Mortgage executed contemporaneously with this Lease shall be deemed prior to such mortgage or deed recorded after the recording of trust without regard to their respective dates the Memorandum of execution, delivery and/or recordingLease described in Section 40.
Appears in 1 contract
SUBORDINATION OF LEASE. This Lease Subject to this Section 15.2, this Agreement, any and all rights of Tenant hereunder, are and shall be subject and subordinate at to all times mortgages, deeds to the lien of all mortgages secure debt, and deeds of trust securing any amount which may now or hereafter encumbering Landlord’s interest affect the Leased Property or any improvements thereon, to each and every advance made or hereafter to be made under such mortgages, deeds to secure debt, and deeds of trust, and to all renewals, modifications, replacements and extensions of such mortgages, deeds to secure debt, and deeds of trust and all consolidations of such mortgages, deeds to secure debt, and deeds of trust. This section shall be self-operative and no further instrument of subordination shall be required provided that Tenant has received a nondisturbance and attornment agreement from each Project Mortgagee consistent with the provisions of this Section 15.2 and otherwise in the Premises or Building, all without the necessity form and substance reasonably satisfactory to Tenant. In confirmation of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall promptly execute, acknowledge and deliver to Landlord such further instruments evidencing any instrument that Landlord, the subordination of this Lease to the lien holder of any such mortgages mortgage or deeds deed to secure debt, the trustee or beneficiary of any deed of trust, or any of their respective successors in interest may reasonably request to evidence such subordination. Any mortgage, deed to secure debt, or deed of trust to which this Agreement is, at the time referred to, subject and subordinate, is herein called "Superior Mortgage" and the holder, trustee or beneficiary of a Superior Mortgage is herein called a "Superior Mortgagee." If any Superior Mortgagee or the nominee or designee of any Superior Mortgagee shall succeed to the rights of Landlord under this Agreement (any such person, "Successor Landlord"), whether through possession or foreclosure action or delivery of a new lease or deed, or otherwise, such Successor Landlord shall recognize Tenant's rights under this Agreement as may be required by Landlord, herein provided and Tenant shall attorn to and recognize the Successor Landlord as Tenant's landlord under this Agreement and Tenant shall promptly execute and deliver any instrument that such mortgagee Successor Landlord may reasonably request to evidence such attornment (provided that such instrument does not alter the terms of this Agreement), whereupon this Agreement shall continue in full force and effect as a direct lease between the Successor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in this Agreement, except that the Successor Landlord (unless formerly Landlord under this Agreement or beneficiary its nominee or designee) shall not be (a) liable in any way to Tenant for any act or omission, neglect or default on the part of any prior Landlord under this Agreement (provided that such Successor Landlord shall be obligated to cure any mortgage defaults of the prior Landlord which are of a continuing nature), (b) subject to any offsets or deed counterclaims which theretofore accrued to Tenant against any prior Landlord, except for any offsets which relate to a failure by any prior Landlord to fund any Capital Expenditures required to be funded pursuant to the terms of trust this Lease and which remain unfunded by such Successor Landlord, (c) bound by any modification of this Agreement subsequent to such Superior Mortgage, or by any previous prepayment of Base Rent or Additional Rent for more than one (1) month in advance of the date due hereunder, which was not approved in writing by the Superior Mortgagee, or (d) liable to Tenant beyond the Successor Landlord's interest in the event of a foreclosure or a deed in lieu of foreclosureLeased Property and the rents, or other purchaser or a grantee in respect thereof; providedincome, howeverreceipts, that each mortgagee or beneficiary under any such mortgage or deed of trustrevenues, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession of issues and profits issuing from the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Leased Property. Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may agrees at any time subordinate its mortgage or deed and from time to time to execute a suitable instrument in confirmation of trust Tenant's agreement to attorn as aforesaid, and Landlord agrees to provide Tenant with an instrument of nondisturbance and attornment from each such Superior Mortgagee in form and substance reasonably satisfactory to Tenant. Nothing contained in this Lease in all or in part, without Tenant’s consent, Section 15.2 shall relieve Landlord from any liability to Tenant under this Agreement following the exercise of remedies by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingSuperior Mortgagee.
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SUBORDINATION OF LEASE. This Lease shall be subject and subordinate ---------------------- at all times to all ground or underlying leases which may now exist or hereafter be executed affecting the Property, or any part thereof, and to the lien of all any mortgages and or deeds of trust securing in any amount or amounts whatsoever now or hereafter encumbering placed on or against the Property, or any part thereof, or on or against the Landlord’s 's interest in or estate therein, or on or against any ground or underlying lease (any of the Premises or Buildingforegoing being a "Superior Interest"), all without the necessity of having further instruments executed on the part of the Tenant in order to effectuate such subordination. Upon Notwithstanding the written request of Landlordforegoing, the Tenant shall executecovenants and agrees to execute and deliver, acknowledge and deliver to Landlord upon demand, without charge, such further instruments in form reasonably acceptable to Tenant evidencing the such subordination of this Lease to such ground or underlying leases and to the lien of any such mortgages or deeds of trust as may be required requested by the Landlord, and Tenant shall attorn to . In the event of foreclosure or exercise of any such mortgagee or beneficiary power of sale under any mortgage or deed of trust in superior to this Lease or to which this Lease is subject or subordinate, the event of a foreclosure Tenant shall upon demand attorn to the lessor under said ground or a deed in lieu of foreclosureunderlying lease, or other to the purchaser at any foreclosure sale or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary sale pursuant to the exercise of any power of sale under any such mortgage or deed of trust, in which event this Lease shall not terminate and the Tenant shall automatically be and become the tenant of said lessor under said ground or purchaser underlying lease or grantee in respect thereofof said purchaser, whichever shall agree make demand therefor. This Lease shall not be subject or subordinate to terminate any ground or disturb Tenant’s possession underlying lease or to any lien, mortgage, deed of trust, or security interest hereafter affecting the Premises, nor shall Tenant be required to execute any documents subordinating this Lease, unless the ground lessor, lender, or other holder of the Premises under interest to which this Lease in the event of would be subordinated executes a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as recognition and nondisturbance agreement which (i) provides that this Lease shall not be terminated so long as Tenant is not in material default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed and (ii) recognizes all of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recording's rights hereunder.
Appears in 1 contract
Samples: Lease (Genesys Telecommunications Laboratories Inc)
SUBORDINATION OF LEASE. This Lease Subject to SECTION 21.1, this Agreement, any and all rights of Tenant hereunder, are and shall be subject and subordinate at to any ground or master lease, and all times renewals, extensions, modifications and replacements thereof, and to the lien of all mortgages and deeds of trust securing any amount trust, which may now or hereafter encumbering Landlord’s interest in affect the Premises Property, or Buildingany of them, all without the necessity or any improvements thereon and/or any of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlordleases, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any whether or not such mortgages or deeds of trust as may shall also cover other lands and/or buildings and/or leases, to each and every advance made or hereafter to be required by Landlordmade under such mortgages and deeds of trust, and Tenant shall attorn to all renewals, modifications, replacements and extensions of such leases and such mortgages and deeds of trust and all consolidations of such mortgages and deeds of trust, provided that, with respect to any such mortgagee lease, mortgage or deed of trust, Landlord shall deliver to Tenant an agreement by such lessor or holder in a commercially reasonable form to the effect that Tenant's rights hereunder shall not be disturbed by such lessor or holder so long as there exists no Event of Default. This section shall be self-operative and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute, acknowledge and deliver any instrument that Landlord, the lessor under any such lease or the holder of any such mortgage or the trustee or beneficiary under of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. Any lease to which this Agreement is, at the time referred to, subject and subordinate is herein called "SUPERIOR LEASE" and the lessor of a Superior Lease or its successor in interest at the time referred to, is herein called "SUPERIOR LANDLORD" and any mortgage or deed of trust to which this Agreement is, at the time referred to, subject and subordinate, is herein called "SUPERIOR MORTGAGE" and the holder, trustee or beneficiary of a Superior Mortgage is herein called "SUPERIOR MORTGAGEE". If any Superior Landlord or Superior Mortgagee or the nominee or designee of any Superior Landlord or Superior Mortgagee shall succeed to the rights of Landlord under this Agreement, whether through possession or foreclosure action or delivery of a new lease or deed, or otherwise, then at the request of such party so succeeding to Landlord's rights (herein called "SUCCESSOR LANDLORD") and upon such Successor Landlord's written agreement to accept Tenant's attornment, Tenant shall attorn to and recognize such Successor Landlord as Tenant's landlord under this Agreement, and shall promptly execute and deliver any instrument that such Successor Landlord may reasonably request to evidence such attornment. Upon such attornment, this Agreement shall continue in full force and effect as a direct lease between the Successor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in this Agreement, except that the Successor Landlord (unless formerly the landlord under this Agreement or its nominee or designee) shall not be (a) liable in any way to Tenant for any act or omission, neglect or default on the part of Landlord under this Agreement; (b) responsible for any monies owing by or on deposit with Landlord to the credit of Tenant; (c) subject to any counterclaim or setoff which theretofore accrued to Tenant against Landlord; (d) bound by any modification of this Agreement subsequent to such Superior Lease or Mortgage, or by any previous prepayment of Minimum Rent or Additional Rent for more than one (1) month, which was not approved in writing by the Superior Landlord or the Superior Mortgagee thereto; (e) liable to Tenant beyond the Successor Landlord's interest in the event Property and the rents, income, receipts, revenues, issues and profits issuing from the Property; (f) responsible for the performance of a foreclosure any work to be done by the Landlord under this Agreement to render the Property ready for occupancy by Tenant; or a deed in lieu of foreclosure, (g) required to remove any Person occupying the Property or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect part thereof, shall agree not to terminate except if such person claims by, through or disturb Tenant’s possession of under the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Successor Landlord. Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may agrees at any time subordinate its mortgage or deed and from time to time to execute a suitable instrument in confirmation of trust Tenant's agreement to this Lease in all or in partattorn, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingas aforesaid.
Appears in 1 contract
SUBORDINATION OF LEASE. This Lease is, and shall be be, subject and subordinate at to all times ground or underlying leases and to the lien of all present and future mortgages and and/or deeds of trust securing any amount which may now or hereafter encumbering Landlord’s interest in affect such leases or the real property of which the Premises form a part, and to all renewals, modifications, consolidations, replacements and extensions thereof. This clause shall be self-operative and no further instrument of subordination need be required by any ground landlord, mortgagee or Buildingtrustee. However, all without the necessity in confirmation of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge execute and deliver to Landlord within ten (10) days, after Xxxxxxxx's request, any certificate that Landlord may request. Tenant hereby irrevocably constitutes and appoints Landlord as Xxxxxx's attorney-in-fact to execute such further instruments evidencing certificate for and on behalf of Xxxxxx. Provided, however, that notwithstanding the subordination of this Lease to foregoing, the lien of party secured by any such mortgages or deeds of trust as may be required by Landlord, and Tenant shall attorn to any such mortgagee or beneficiary under any mortgage or deed of trust shall have the right to recognize this Lease and, in the event of a any foreclosure sale under such mortgage or a deed of trust, this Lease shall continue in lieu full force and effect at the option of foreclosurethe party secured by such mortgage or deed of trust or the purchaser under any such foreclosure sale. Tenant covenants and agrees that it will, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under at the written request of the party secured by any such mortgage or deed of trust, or purchaser or grantee in respect thereofexecute, shall agree not to terminate or disturb Tenant’s possession acknowledge and deliver any instrument that has for its purpose and effect the subordination of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its said mortgage or deed of trust to the lien of this Lease. Tenant agrees that neither the cancellation of termination of any ground or underlying lease to which either this Lease in all is now or in part, without Tenant’s consentmay hereafter become subject or subordinate shall, by execution operation of a written instrument subordinating such mortgage law or deed otherwise, result in cancellation or termination of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed the obligations of trust without regard to their respective dates of executionTenant hereunder, delivery and/or recordingunless otherwise directed by the ground landlord.
Appears in 1 contract
Samples: f01.justanswer.com
SUBORDINATION OF LEASE. The rights of the Tenant under this Lease shall be and are subject and subordinate at all time to the lien of any and all mortgages, security deeds, deeds to secure debt or loan deeds in any amount or amounts whatsoever now or hereafter placed on Landlord's interest in the Project or the Building, or both, and to all advances made or hereafter to be made upon the security thereof. Although such subordination shall be self-operative, the Tenant shall execute such further instruments confirming such subordination as may be requested by the Landlord. If any such mortgage, security deed, deed to secure debt or loan deed shall be foreclosed, upon request to the mortgagee or the purchaser on foreclosure, the Tenant will recognize as the Landlord and new owner of the Building the purchaser on foreclosure sale thereunder (or purchaser by deed in lieu of foreclosure) and will execute such instruments as may be necessary or appropriate to evidence such attornment. Notwithstanding any of the above, Tenaxx xxxees that Landlord or his successor in interest shall have the right to declare this Lease prior and superior to any such mortgage, security deed, deed to secure debt or loan deed and Tenaxx xxxees, upon request, to execute any instrument or instruments requested by Landlord or such first mortgagee to confirm same. This Lease shall be subject and subordinate at to all times underlying leases and to the lien of all mortgages and security deeds of trust securing any amount which may now or hereafter encumbering Landlord’s interest in affect such leases or the Premises real property of which premises form a part, and also to all renewals, modifications, extensions, consolidations and replacements of such underlying leases and such security deeds. Although no instrument or Building, all without the necessity of having further instruments executed act on the part of Tenant in order shall be necessary to effectuate such subordination. Upon the written request of Landlordsubordinations, Tenant shall executewill, acknowledge nevertheless, execute and deliver to Landlord such further instruments evidencing the confirming such subordination of this Lease to the lien of any such mortgages or deeds of trust as may be required desired by Landlordthe holders of said security deeds or by any of the Landlords under such underlying leases. If any underlying lease to which this Lease is subject terminates, and Tenant shall on timely request attorn to any such mortgagee or beneficiary under any mortgage or deed of trust in the event of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession owner of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingreversion.
Appears in 1 contract
SUBORDINATION OF LEASE. This Lease lease shall automatically be subject and subordinate at all times to the lien of all mortgages and deeds of trust securing any amount now or hereafter encumbering Landlord’s interest in the Premises or Building, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any such mortgages or deeds of trust as may be required by Landlord, and Tenant shall attorn to any such mortgagee or beneficiary under any mortgage mortgage, encumbrance or deed of trust in heretofore or hereafter placed upon the event of a foreclosure premises by Lessor, to any and all advances made or a deed in lieu of foreclosureto be made thereunder, or other purchaser or a grantee in respect to the interest on the obligations secured thereby, and to all renewals, replacements and extensions thereof; provided, however, that each in the event of foreclosure of any such mortgage or deed of trust or exercise of the power of sale thereunder, Lessee shall attorn to the purchaser at such foreclosure or sale, and recognize such purchaser as Lessor under this lease if so requested by such purchaser. Within ten days after request therefor by Lessor, or, in the event that upon Lessor's sale, assignment or hypothecation of the Lessor's interest in land or improvements which comprise the premises, an estoppel or offset statement shall be required from Lessee, Lessee shall deliver in recordable form a certificate to any purchaser, mortgagee under such mortgage, or to Lessor, certifying (if such be the case) that this lease is in full force and effect and that there are no defenses or offsets thereto, or stating those claimed by Lessee, and stating such other facts and conditions as may be reasonably required of Lessee. In the event Lessor is refinancing the premises, Lessee agrees to deliver a current financial statement to the proposed lender. If any mortgagee or beneficiary under any elects to have this lease superior to its mortgage or deed of trust and gives notice of its election to Lessee, then this lease shall thereupon become superior to the lien of such mortgage or deed of trust, whether this lease is dated or purchaser recorded before or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession of after the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such timetrust. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in partLessee shall execute promptly after demand, without Tenant’s consentcharge, all forms, documents and instruments required by execution Lessor to carry out the terms of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingSection.
Appears in 1 contract
Samples: Craft Brewers Alliance, Inc.
SUBORDINATION OF LEASE. This Lease Subject to Section 20.1 and this ---------------------- ------------ Section 20.2, this Agreement, any and all rights of Tenant hereunder, are and ------------ shall be subject and subordinate at to any ground or master lease, and all times renewals, extensions, modifications and replacements thereof, and to the lien of all mortgages and deeds of trust securing any amount trust, which may now or hereafter encumbering Landlord’s interest in affect the Premises Leased Property or Buildingany improvements thereon and/or any of such leases, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any whether or not such mortgages or deeds of trust as may shall also cover other lands and/or buildings and/or leases, to each and every advance made or hereafter to be required by made under such mortgages and deeds of trust, and to all renewals, modifications, replacements and extensions of such leases and such mortgages and deeds of trust and all consolidations of such mortgages and deeds of trust. This section shall be self-operative and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute, acknowledge and deliver any instrument that Landlord, and Tenant shall attorn to the lessor under any such mortgagee lease or the holder of any such mortgage or the trustee or beneficiary under of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. Any lease to which this Agreement is, at the time referred to, subject and subordinate is herein called "Superior Lease" and the -------------- lessor of a Superior Lease or its successor in interest at the time referred to, is herein called "Superior Landlord" and any mortgage or deed of trust in to which ----------------- this Agreement is, at the event time referred to, subject and subordinate, is herein called "Superior Mortgage" and the holder, trustee or beneficiary of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary Superior ----------------- Mortgage is herein called "Superior Mortgagee". Tenant shall have no ------------------ obligations under any such mortgage Superior Lease or deed of trust, or purchaser or grantee Superior Mortgage other than those expressly set forth in respect thereof, shall agree not to terminate or disturb Tenant’s possession of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such timeSection 20.2. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recording.------------
Appears in 1 contract
SUBORDINATION OF LEASE. This EXHIBIT 10.43 Conditioned upon the beneficiary of any mortgages and/or deeds of trust now existing or hereafter placed upon the Leased Premises entering into a Subordination, Non-disturbance and Attornment Agreement (herein an "SNDA") with Tenant in which such beneficiary agrees not to disturb the possession and other rights of Tenant under this Lease so long as Tenant is not in default in the performance of its obligations hereunder, and, in the event of the acquisition of title by such beneficiary through foreclosure proceedings or a deed in lieu of foreclosure, to accept Tenant as tenant of the Leased Premises under the terms and conditions of this Lease, Tenant accepts this Lease subject and subordinate to any mortgages and/or deeds of trust now or hereafter constituting a lien or charge upon the Leased Premises, provided, however, that if the mortgagee, trustee, or holder of any such mortgage or deed of trust elects to have Tenant's interest in this Lease superior to any such instrument, then by notice to Tenant from such mortgagee, trustee or holder, this Lease shall be subject and subordinate at all times deemed superior to such lien, whether this Lease was executed before or after said mortgage or deed of trust. Subject to the lien foregoing, Tenant, at any time hereafter on demand, shall execute any instruments, releases or other documents that may be required by any mortgagee for the purpose of all mortgages subjecting and deeds of trust securing any amount now or hereafter encumbering Landlord’s interest in the Premises or Building, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of subordinating this Lease to the lien of any such mortgages or deeds of trust as may be required by Landlord, and Tenant shall attorn to any such mortgagee or beneficiary under any mortgage or deed of trust in the event of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust. Upon Landlord's request, or purchaser or grantee in respect thereof, Tenant shall agree not execute any SNDA submitted to terminate or disturb Tenant’s possession Tenant if the form thereof is a type of the Premises under form that is customarily given by institutional lenders and otherwise complies with this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingArticle 18.
Appears in 1 contract
SUBORDINATION OF LEASE. This Subject to execution, delivery and recording of a Recognition Agreement (defined below): this Lease is and shall be subject junior and subordinate at all times to the lien of all mortgages and deeds of trust securing any amount mortgage now or hereafter encumbering Landlord’s interest constituting a lien upon the Building and Land, and, in the Premises or Building, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlordaddition, Tenant shall executewill on request at any time or from time to time by any holder of a mortgage on all or any portion of the Building and Land subordinate this Lease and all of Tenant's rights and estate hereunder to such mortgage and to any renewals, acknowledge and deliver to Landlord such further instruments evidencing the subordination of extensions, substitutions, refinancings, modifications or amendments thereof, or declare this Lease to the lien of be prior to such mortgage and to any such mortgages renewals, extensions, substitutions, refinancings, modifications or deeds of trust as may be required by Landlordamendments thereof, and agree with such holder that Tenant shall will attorn to any such mortgagee or beneficiary under any mortgage or deed of trust thereto in the event of foreclosure and that Tenant will not without the written consent of such holder amend this Lease or prepay any rental hereunder; Landlord shall obtain a foreclosure or written agreement from any such holder ("Landlord's Mortgagee"), in a deed in lieu of foreclosurecommercially reasonable and customary form used by such holder, or other purchaser or a grantee in respect thereof; providedunder which such holder recognizes and consents to this Lease and provides that, however, that each mortgagee or beneficiary under any notwithstanding such mortgage or deed of trustany default, expiration, termination, foreclosure, sale, entry or purchaser other act or grantee omission under, pursuant to or affecting said mortgage, Tenant shall not be disturbed in respect thereof, shall agree not to terminate or disturb Tenant’s possession peaceful enjoyment of the Premises under nor shall this Lease be terminated or cancelled, nor shall the rights of Tenant hereunder be materially affected thereby, except in the event that the holder of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under the Landlord's interest shall have the right to terminate this Lease at such time. Notwithstanding under the foregoing, any mortgagee or beneficiary under terms and provisions set forth herein (a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recording"Recognition Agreement").
Appears in 1 contract
Samples: Lifeline Systems Inc
SUBORDINATION OF LEASE. Landlord may have heretofore or may hereafter ---------------------- encumber with a mortgage or trust deed the Building, the Land, the Project, any part thereof or any interest therein, may sell and lease back the Land. or any part of the Project and may encumber the leasehold estate under such a sale and leaseback arrangement with a mortgage or trust deed. (Any such mortgage or trust deed is herein called a "Mortgage" and the holder of any such mortgage or the beneficiary under any such trust deed, is herein called a "Mortgagee." Any such lease of the Land or other part of the Project is herein called a "Ground Lease" and the lessor Under any such lease is herein called a "Ground Lessor.") This Lease lease and the rights of Tenant hereunder shall be and are hereby expressly made subject to and subordinate at all times to the lien of all mortgages any Mortgage and deeds of trust securing to any amount Ground Lease now or hereafter encumbering Landlord’s interest in existing, and to all amendments, modifications, renewals, extensions, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the Premises or Building, all without the necessity of having further instruments executed on the part of security thereof. Tenant in order agrees to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge execute and deliver to Landlord such further instruments evidencing consenting to or confirming the subordination of this Lease to the lien of any such mortgages or deeds of trust as may be required by Landlord, and Tenant shall attorn lease to any Mortgage and to any Ground Lease and containing such mortgagee or beneficiary under any mortgage or deed of trust other provisions which maybe requested in the event of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb writing by Landlord within ten (10) days after Tenant’s possession of the Premises under this Lease in the event of a foreclosure 's receipt of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingrequest.
Appears in 1 contract
SUBORDINATION OF LEASE. This Lease Subject to Section 20.1, this Agreement, any and all rights of Tenant hereunder, are and shall be subject and subordinate at to any ground or master lease, and all times renewals, extensions, modifications and replacements thereof, and to the lien of all mortgages and deeds of trust securing any amount trust, which may now or hereafter encumbering Landlord’s interest in her after affect the Premises Collective Leased Properties, or Buildingany of them, all without the necessity or any improvements thereon and/or any of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlordleases, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any whether or not such mortgages or deeds of trust as may shall also cover other lands and/or buildings and/or leases, to each and every advance made or hereafter to be required by made under such mortgages and deeds of trust, and to all renewals, modifications, replacements and extensions of such leases and such mortgages and deeds of trust and all consolidations of such mortgages and deeds of trust. This section shall be self-operative and no further instrument of subordination shall be required. In confirmation of such subordination, (i) Tenant shall promptly execute, acknowledge and deliver any instrument that Landlord, and Tenant shall attorn to the lessor under any such mortgagee lease or the holder of any such mortgage or the trustee or beneficiary of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination, and (ii) the lessor under any such lease or the holder of any such mortgage or the trustee or beneficiary of any such deed of trust shall execute and deliver to Tenant a Non-Disturbance Agreement reasonably satisfactory to Tenant (taking into account, however, the reasonable requirements of the lessor or lender, including a lender becoming such in connection with a non-recourse securitized loan), including provisions with respect to insurance and casualty matters. Any lease to which this Agreement is, at the time referred to, subject and subordinate is herein called "Superior Lease" and the lessor of a Superior Lease or its successor in interest at the time referred to, is herein called "Superior Landlord" and any mortgage or deed of trust to which this Agreement is, at the time referred to, subject and subordinate, is herein called "Superior Mortgage" and the holder, trustee or beneficiary of a Superior Mortgage is herein called "Superior Mortgagee." If any Superior Landlord or Superior Mortgagee or the nominee or designee of any Superior Landlord or Superior Mortgagee shall succeed to the rights of Landlord under this Agreement with respect to one or more of the Collective Leased Properties, whether through possession or foreclosure action or delivery of a new lease or deed, or otherwise, then at the request of such party so succeeding to Landlord's rights (herein called "Successor Landlord") and upon such Successor Landlord's written agreement to accept Tenant's attornment, Tenant shall attorn to and recognize such Successor Landlord as Tenant's landlord under this Agreement with respect to one or more of the Collective Leased Properties, and shall promptly execute and deliver any instrument that such Successor Landlord may reasonably request to evidence such attornment. Upon such attornment, this Agreement shall continue in full force and effect as a direct lease between the Successor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in this Agreement, except that the Successor Landlord (unless formerly the landlord under this Agreement or its nominee or designee) shall not be (a) liable in any way to Tenant for any act or omission, neglect or default on the part of Landlord under this Agreement, (b) responsible for any monies owing by or on deposit with Landlord to the credit of Tenant, (c) subject to any counterclaim or setoff which theretofore accrued to Tenant against Landlord, (d) bound by any modification of this Agreement subsequent to such Superior Lease or Mortgage, or by any previous prepayment of Minimum Rent or Additional Rent for more than one (1) month, which was not approved in writing by the Superior Landlord or the Superior Mortgagee thereto, (e) liable to Tenant beyond the Successor Landlord's interest in the event applicable Leased Property and the rents, income, receipts, revenues, issues and profits issuing from such Leased Property, (f) responsible for the performance of a foreclosure or a deed in lieu of foreclosureany work to be done by the Landlord under this Agreement to render the applicable Leased Property ready for occupancy by Tenant, or other purchaser (g) required to remove any Person occupying the applicable Leased Property or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect part thereof, shall agree not to terminate except if such person claims by, through or disturb Tenant’s possession of under the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Successor Landlord. Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may agrees at any time subordinate its mortgage or deed and from time to time to execute a suitable instrument in confirmation of trust Tenant's agreement to this Lease in all or in partattorn, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingas aforesaid.
Appears in 1 contract
Samples: Master Lease Agreement (Magellan Health Services Inc)
SUBORDINATION OF LEASE. This Lease and the estate of Tenant hereunder shall be and remain subject and subordinate to any ground lease, deed of trust, mortgage lien or charge or any reciprocal easement agreement or other operating agreement which now encumber or which at all times any time hereafter may encumber the Premises (such ground lease, deed of trust, mortgage lien or charge, or any reciprocal easement agreement or other operating agreement and any replacement, renewal, modification, consolidation or extension thereof being hereinafter referred to as an "Encumbrance"). Any Encumbrance shall be prior and paramount to this Lease and to the lien rights of Tenant hereunder and all persons claiming through and under Tenant, or otherwise, in the Premises. Tenant's acknowledgement and agreement of subordination provided for in this Section shall be self-operative and no further instrument of subordination shall be required. However, Tenant, on Tenant's behalf, and on behalf of all mortgages persons claiming through and deeds of trust securing any amount now or hereafter encumbering Landlord’s interest in under Tenant, covenants and agrees that, from time to time at the Premises or Building, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of LandlordLandlord or the holder of any Encumbrance, Tenant shall execute, acknowledge will execute and deliver any necessary or proper instruments or certificates reasonably necessary to Landlord such further instruments evidencing acknowledge or confirm the priority of the Encumbrance over this Lease and the subordination of this Lease thereto or to evidence Tenant's consent to any Encumbrance. Notwithstanding the foregoing, any holder of an Encumbrance may elect to the lien extent possible that this Lease shall have priority over such Encumbrance and, upon notification of such election by the holder of such Encumbrance, this Lease shall be deemed to have priority over such Encumbrance, whether this Lease is dated prior to or subsequent to the date of such Encumbrance. Notwithstanding anything to the contrary contained in this Section 19.1, no holder of any such mortgages or deeds of trust as may be required by Landlord, and Tenant Encumbrance shall attorn to any such mortgagee or beneficiary under any mortgage or deed of trust in the event of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession 's use and occupancy of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as so long as Tenant is not in default under this Lease at such time. Notwithstanding of any of its obligations hereunder beyond the foregoing, expiration of any mortgagee or beneficiary under a mortgage or deed cure period after the giving of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingrequired notices.
Appears in 1 contract
SUBORDINATION OF LEASE. This Lessor reserves the right to subordinate this Lease shall be subject and subordinate at all times to the lien of all mortgages and any mortgage, mortgages, trust deed or trust deeds of trust securing any amount now or hereafter encumbering Landlord’s interest in the Premises or Building, all without the necessity of having further instruments executed on the part of Tenant in order existence. Lessee agrees to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord upon demand, such further instruments evidencing the subordination of subordinating this Lease to the lien of any such mortgages mortgage, mortgages, trust deed or trust deeds as shall be desired by Lessor, or any mortgagees or proposed mortgagees or trustees under trust deeds, upon condition that Lessee shall have the right to remain in possession of trust as may be required by Landlordthe Demised Premises under the terms of this Lease, and Tenant shall attorn to notwithstanding any default in any such mortgagee mortgage, mortgages, trust deed or beneficiary trust deeds, or after foreclosure thereof, so long as Lessee is not in default under any of the covenants, conditions and agreements contained in this Lease. As herein used, the term "foreclosure" shall include both judicial proceedings and the exercise of a power of sale under any mortgage or deed of trust in the event of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each without recourse to judicial proceedings. If any mortgagee or beneficiary under trustee elects to have this Lease and the interest of Lessee hereunder superior to any such interest or right and evidences such election by written notice given to Lessee, then this Lease and the interest of Lessee hereunder shall be deemed superior to any such mortgage or deed of trusttrust deed, whether this Lease was executed before or purchaser after such mortgage or grantee trust deed, and in this event such mortgagee or trustee shall have the same rights with respect thereof, shall agree not to terminate or disturb Tenant’s possession this Lease as if it had been executed and delivered prior to the execution and delivery of the Premises under this Lease mortgage or trust deed and had been assigned to such mortgagee or trustee. Lessee shall execute and deliver whatever instruments may be required for such purposes, and in the event of a foreclosure of such mortgage or deed of trust or a deed Lessee fails so to do within ten (10) days after demand in lieu thereofwriting, Lessee does hereby make, constitute and irrevocable appoint Lessor's agent as long as Tenant is not its attorney in default under this Lease at such time. Notwithstanding the foregoingfact and in its name, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust place and stead so to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingdo.
Appears in 1 contract
Samples: Impac Group Inc /De/
SUBORDINATION OF LEASE. This Lease shall be subject and subordinate at all times to all ground or underlying leases which may now exist or hereafter be executed affecting the Premises, or any part thereof, and to the lien of all any mortgages and or deeds of trust securing or lease financings in any amount or amounts whatsoever now or hereafter encumbering placed on or against the Property, Building or Premises, or any part thereof, or on or against Landlord’s interest in or estate therein, or on or against any ground or underlying lease (any of the Premises or Buildingforegoing being a “Superior Interest”), all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon Notwithstanding the written request of Landlordforegoing, Tenant shall executecovenants and agrees to execute and deliver, acknowledge and deliver to Landlord upon demand, without charge, such further instruments evidencing the such subordination of this Lease to such ground or underlying leases and to the lien of any such mortgages or deeds of trust as may be required requested by LandlordXxxxxxxx, provided that the holder of the Superior Interest agrees in writing that Xxxxxx's possession of the Premises, and this Lease, including the Options, will not be disturbed so long as there is no Tenant’s Default and Tenant shall attorn attorns to the record owner of the Premises. In the event of foreclosure or exercise of any such mortgagee or beneficiary power of sale under any mortgage or deed of trust in superior to this Lease or to which this Lease is subject or subordinate, Tenant shall upon demand attorn to the event of a foreclosure lessor under said ground or a deed in lieu of foreclosureunderlying lease, or other to the purchaser at any foreclosure sale or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary sale pursuant to the exercise of any power of sale under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recording.trust.
Appears in 1 contract
Samples: Triple Net Lease
SUBORDINATION OF LEASE. This Without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, Tenant agrees that this Lease and Tenant's tenancy hereunder are and shall be automatically subject and subordinate at all times to (a) any underlying leases that may now exist or hereafter be executed affecting the Building or the Real Property or both, (b) the lien of all mortgages and deeds any mortgage deed of trust securing or similar security instrument that may now exist or hereafter be executed in any amount now for which the Building, the Real Property, or hereafter encumbering underlying leases, or Landlord’s 's interest or estate in any of said items is specified as security, and (c) all renewals, modifications, consolidations, replacements and extensions of any of the foregoing. Tenant covenants and agrees to execute and deliver, upon demand by Landlord and in the Premises or Building, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of form requested by Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments any additional documents evidencing the subordination of this Lease with respect to any such ground lease or underlying lease, or the lien of any such mortgages or deeds of trust as may be required by Landlord, and Tenant shall attorn to any such mortgagee or beneficiary under any mortgage or deed of trust in the event of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust. If Tenant fails to execute such instruments within thirty (30) days after written request therefor, Landlord is hereby appointed Tenant's attorney-in-fact to execute, acknowledge and deliver any and all such instruments for an on behalf of Tenant. Landlord will at Tenant's written request, attempt to obtain a Non Disturbance Agreement from all current or purchaser future mortgagees of the Building or grantee in Real Property which recognizes such lessor or mortgagee, as the case may be, and, among other things, provides that, notwithstanding any default with respect to any underlying lease, mortgage or any foreclosure thereof, shall agree not to terminate or disturb Tenant’s 's possession and right of the Premises use under this Lease in and to the event Premises shall not be disturbed by such lessor or mortgagee, if Tenant attorns to such, unless and until Tenant shall breach any of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under the provisions hereof and this Lease at such time. Notwithstanding or Tenant's right to possession hereunder shall have been terminated in accordance with the foregoing, any mortgagee or beneficiary under a mortgage or deed provisions of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, . Any and all costs involved in which case this Lease shall obtaining such a Non Disturbance Agreement will be deemed prior to such mortgage or deed the sole responsibility of trust without regard to their respective dates of execution, delivery and/or recordingTenant.
Appears in 1 contract
SUBORDINATION OF LEASE. This Lease Subject to the terms of this ARTICLE XIV, this Lease, and all rights of Tenant hereunder, are and shall be subject and subordinate at to any ground lease of the Premises, and all times renewals, extensions, modifications and replacements thereof, and to the lien of all mortgages and mortgages, deeds of trust securing any amount trust, security interests and similar encumbrances (collectively, a “Mortgage”) which may now or hereafter encumbering Landlordaffect the Premises, whether or not such Mortgage shall also cover other lands and/or buildings and/or leases, to each and every advance made or hereafter to be made under such mortgages, and to all renewals, modifications, replacements and extensions of such leases and such Mortgages and all consolidations of such Mortgages, provided that Landlord shall obtain a non- disturbance agreement for the benefit of Tenant (including its successors and assigns) that shall provide, in substance, at least as follows: (i) that neither the Superior Lessor, Superior Mortgagee, nor any other holder of such lien on the Building and/or the Premises, shall name or join Tenant (or its assigns or subtenants) as a party-defendant or otherwise in any suit, action or proceeding to enforce its liens or claims nor will this Lease, or the Term hereof, be terminated (except as permitted by the provisions of this Lease) unless required to do so by Legal Requirements; (ii) that this Lease (or any rights hereunder) shall not in any event be materially and adversely affected by the Superior Lessor, Superior Mortgagee, the applicable Superior Lease or Superior Mortgage, by the enforcement of any rights given to the Superior Lessor or Superior Mortgagee pursuant to the terms, covenants, rights or conditions contained in such Superior Lease or Superior Mortgage, or by any other documents held by any Superior Lessor or Superior Mortgagee as a matter of law; and (iii) that Tenant’s interest in use and occupancy of the Premises or Building, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination(and/or any portion thereof) shall not be disturbed. Upon the written request of Landlord, Tenant shall promptly execute, acknowledge and deliver to Landlord any instrument that Landlord, the lessor under any such further instruments evidencing ground lease or the subordination of this Lease to the lien holder of any such mortgages Mortgage or deeds any of trust as their respective successors in interest may be required by Landlordreasonably request to evidence such agreement. Any ground lease to which this Lease is, at the time referred to, subject and Tenant shall attorn to any such mortgagee or beneficiary under any mortgage or deed of trust in subordinate is herein called “Superior Lease” and the event lessor of a foreclosure Superior Lease or its successor in interest at the time referred to, is herein called “Superior Lessor”; and any Mortgage to which this Lease is, at the time referred to, subject and subordinate, is herein called “Superior Mortgage” and the holder of a deed in lieu of foreclosureSuperior Mortgage, or other purchaser or a grantee its successor in respect thereof; providedinterest at the time referred to, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingherein called “Superior Mortgagee.”
Appears in 1 contract
Samples: Lease Agreement
SUBORDINATION OF LEASE. This Lease Subject to SECTION 20.1 and this SECTION 20.2, this Agreement and any and all rights of Tenant hereunder, are and shall be subject and subordinate at to any ground or master lease, and all times renewals, extensions, modifications and replacements thereof, and to the lien of all mortgages and deeds of trust securing any amount trust, which may now or hereafter encumbering Landlord’s interest in affect the Premises Leased Property or Buildingany improvements thereon and/or any of such leases, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any whether or not such mortgages or deeds of trust as may shall also cover other lands and/or buildings and/or leases, to each and every advance made or hereafter to be made under such mortgages and deeds of trust, and to all renewals, modifications, replacements and extensions of such leases and such mortgages and deeds of trust and all consolidations of such mortgages and deeds of trust. This section shall be self-operative and no further instrument of subordination shall be required by provided that Tenant has received a nondisturbance and attornment agreement from each Superior Mortgagee (as defined below), consistent with the provisions of this SECTION 20.2 and otherwise in form and substance reasonably satisfactory to Tenant. In confirmation of such subordination, Tenant shall promptly execute, acknowledge and deliver any instrument that Landlord, and Tenant shall attorn to the lessor under any such mortgagee lease or the holder of any such mortgage or the trustee or beneficiary under of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. Any lease to which this Agreement is, at the time referred to, subject and subordinate is herein called "SUPERIOR LEASE" and the lessor of a Superior Lease or its successor in interest at the time referred to is herein called "SUPERIOR LANDLORD" and any mortgage or deed of trust to which this Agreement is, at the time referred to, subject and subordinate is herein called "SUPERIOR MORTGAGE" and the holder, trustee or beneficiary of a Superior Mortgage is herein called "SUPERIOR MORTGAGEE". If any Superior Landlord or Superior Mortgagee or the nominee or designee of any Superior Landlord or Superior Mortgagee shall succeed to the rights of Landlord under this Agreement (any such person, "SUCCESSOR LANDLORD"), whether through possession or foreclosure action or delivery of a new lease or deed, or otherwise, such Successor Landlord shall recognize Tenant's rights under this Agreement as herein provided and Tenant shall attorn to and recognize the Successor Landlord as Tenant's landlord under this Agreement and Tenant shall promptly execute and deliver any instrument that such Successor Landlord may reasonably request to evidence such attornment (provided that such instrument does not alter the terms of this Agreement), whereupon, this Agreement shall continue in full force and effect as a direct lease between the Successor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in this Agreement, except that the Successor Landlord (unless formerly the landlord under this Agreement or its nominee or designee) shall not be (a) liable in any way to Tenant for any act or omission, neglect or default on the part of any prior Landlord under this Agreement, (b) responsible for any monies owing by or on deposit with any prior Landlord to the credit of Tenant (except to the extent actually paid or delivered to the Successor Landlord), (c) subject to any counterclaim or setoff which theretofore accrued to Tenant against any prior Landlord, (d) bound by any modification of this Agreement subsequent to such Superior Lease or Mortgage, or by any previous prepayment of Rent for more than one (1) month in advance of the date due hereunder, which was not approved in writing by the Superior Landlord or the Superior Mortgagee thereto, (e) liable to Tenant beyond the Successor Landlord's interest in the event Leased Property and the rents, income, receipts, revenues, issues and profits issuing from the Leased Property, (f) responsible for the performance of a foreclosure or a deed in lieu of foreclosureany work to be done by the Landlord under this Agreement to render the Leased Property ready for occupancy by Tenant, or other purchaser (g) required to remove any Person occupying the Leased Property or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect part thereof, shall agree not to terminate except if such person claims by, through or disturb Tenant’s possession of under the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Successor Landlord. Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may agrees at any time subordinate its mortgage or deed and from time to time to execute a suitable instrument in confirmation of trust Tenant's agreement to attorn, as aforesaid and Landlord agrees to provide Tenant with an instrument of nondisturbance and attornment from each such Superior Mortgagee and Superior Landlord in form and substance reasonably satisfactory to Tenant. Nothing contained in this Lease in all or in part, without Tenant’s consent, SECTION 20.2 shall relieve Landlord from any liability to Tenant under this Agreement following the exercise of remedies by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingSuperior Mortgagee.
Appears in 1 contract
Samples: Lease Agreement (Sholodge Inc)
SUBORDINATION OF LEASE. This Lease Subject to Section 20.1 and this Section 20.2, this Agreement and any and all rights of Tenant hereunder, are and shall be subject and subordinate at to any ground or master lease, and all times renewals, extensions, modifications and replacements thereof, and to the lien of all mortgages and deeds of trust securing any amount trust, which may now or hereafter encumbering Landlord’s interest in affect the Premises Leased Property or Buildingany improvements thereon and/or any of such leases, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any whether or not such mortgages or deeds of trust as may shall also cover other lands and/or buildings and/or leases, to each and every advance made or hereafter to be made under such mortgages and deeds of trust, and to all renewals, modifications, replacements and extensions of such leases and such mortgages and deeds of trust and all consolidations of such mortgages and deeds of trust. This section shall be self-operative and no further instrument of subordination shall be required by provided that Tenant has received a nondisturbance and attornment agreement from each Superior Mortgagee (as defined below), consistent with the provisions of this Section 20.2 and otherwise in form and substance reasonably satisfactory to Tenant. In confirmation of such subordination, Tenant shall promptly execute, acknowledge and deliver any instrument that Landlord, and Tenant shall attorn to the lessor under any such mortgagee lease or the holder of any such mortgage or the trustee or beneficiary under of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. Any lease to which this Agreement is, at the time referred to, subject and subordinate is herein called "Superior Lease" and the lessor of a Superior Lease or its successor in interest at the time referred to is herein called "Superior Landlord" and any mortgage or deed of trust in to which this Agreement is, at the event time referred to, subject and subordinate is herein called "Superior Mortgage" and the holder, trustee or beneficiary of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as long as Tenant Superior Mortgage is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed prior to such mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingherein called "Superior Mortgagee".
Appears in 1 contract
SUBORDINATION OF LEASE. This Lease lease shall be subject subordinate to any mortgage or ground lease from time to time encumbering the premises, whether executed and subordinate at all times delivered prior to or subsequent to the lien date of all mortgages this lease, if the holder of such mortgage or ground lease shall so elect. If this lease is subordinate to any mortgage or ground lease and deeds of trust securing the holder thereof (which term shall include, for purposes hereof, any amount now or hereafter encumbering Landlord’s successor) shall succeed to the interest in the Premises or Building, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, at the election of such holder Tenant shall executeattorn to such holder and this lease shall continue in full force and effect between such holder and Tenant. Tenant agrees to execute such instruments of subordination or attornment in confirmation of the foregoing agreement as such holder may request. Landlord agrees, acknowledge however, to obtain from the holder of any mortgage encumbering the Property, and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any such mortgages or deeds of trust lease as may be required by Landlord, and Tenant shall attorn aforesaid to any such mortgagee or beneficiary under any mortgage or deed hereafter granted by Landlord shall be subject to, an agreement in such holder’s customary form if such holder is a recognized institutional lender and otherwise in form reasonably acceptable to Tenant whereby, subject to the provisions of trust in the event of a foreclosure or a deed in lieu of foreclosurefollowing sentence, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb holder and its successors-in-interest will recognize Tenant’s possession of the Premises under this Lease in the event of a foreclosure of such mortgage or deed of trust or a deed in lieu thereof, as rights hereunder so long as Tenant is not in default hereunder beyond any applicable grace period. Such agreement may provide that the holder of any such mortgage shall in no event be (a) liable in any way to Tenant for any act, omission, neglect or default on the part of Landlord under this Lease at lease, (b) responsible for any moneys owing by or on deposit with Landlord to the credit of Tenant (except to the extent that any such time. Notwithstanding the foregoingdeposit is actually received by such holder), (c) subject to any mortgagee counterclaim or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust setoff which accrued to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease shall be deemed Tenant against Landlord prior to such mortgage attornment, (d) bound by any modification of this lease after the date hereof, or deed by any previous prepayment of trust without regard Yearly Fixed Rent or additional rent for more than one (1) month in advance, which was not approved in writing by such holder, (e) liable to their respective dates of executionTenant beyond such holder’s interest in the Property and the rents, delivery and/or recordingincome, receipts, revenues, issues and profits issuing from the Property, or (f) required to remove any person occupying the premises or any part thereof, except if such person claims by, through or under such holder.
Appears in 1 contract
Samples: Boston Life Sciences Inc /De
SUBORDINATION OF LEASE. This Lease Subject to Section 21.1 and the last paragraph of this Section 21.2, this Lease, and all rights of Tenant hereunder, are and shall be subject and subordinate at to any ground or master lease, and all times renewals, extensions, modifications and replacements thereof, and to the lien of all mortgages and deeds of trust securing any amount trust, which may now or hereafter encumbering Landlord’s interest in affect the Premises Leased Property or Buildingany improvements thereon and/or any of such leases, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any whether or not such mortgages or deeds of trust as may shall also cover other lands and/or buildings and/or leases, to each and every advance made or hereafter to be required by made under such mortgages and deeds of trust, and to all renewals, modifications, replacements and extensions of such leases and such mortgages and deeds of trust and all consolidations of such mortgages and deeds of trust. This section shall be self-operative and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute, acknowledge and deliver any instrument that Landlord, and Tenant shall attorn to the lessor under any such mortgagee lease or the holder of any such mortgage or the trustee or beneficiary under of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. Any lease to which this Lease is, at the time referred to, subject and subordinate is herein called "Superior Lease" and the lessor of a Superior Lease or its successor in interest at the time referred to, is herein called "Superior Landlord" and any mortgage or deed of trust to which this Lease is, at the time referred to, subject and subordinate, is herein called "Superior Mortgage" and the holder, trustee or beneficiary of a Superior Mortgage is herein called "Superior Mortgagee". If any Superior Landlord or Superior Mortgagee or the nominee or designee of any Superior Landlord or Superior Mortgagee shall succeed to the rights of Landlord under this Lease, whether through possession or foreclosure action or delivery of a new lease or deed, or otherwise, then at the request of such party so succeeding to Landlord's rights (herein called "Successor Landlord") and upon such Successor Landlord's written agreement to accept Tenant's attornment, Tenant shall attorn to and recognize such Successor Landlord as Tenant's landlord under this Lease and shall promptly execute and deliver any instrument that such Successor Landlord may reasonably request to evidence such attornment. Upon such attornment, this Lease shall continue in full force and effect as a direct lease between the Successor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in this Lease, except that the Successor Landlord (unless formerly the landlord under this Lease or its nominee or designee) shall not be (a) liable in any way to Tenant for any act or omission, neglect or default on the part of Landlord under this Lease, (b) responsible for any monies owing by or on deposit with Landlord to the credit of Tenant, (c) subject to any counterclaim or setoff which theretofore accrued to Tenant against Landlord, (d) bound by any modification of this Lease subsequent to such Superior Lease or Mortgage, or by any previous prepayment of Minimum Rent or Percentage Rent for more than one (1) month, which was not approved in writing by the Superior Landlord or the Superior Mortgagee thereto, (e) liable to the Tenant beyond the Successor Landlord's interest in the Leased Property and the rents, income, receipts, revenues, issues and profits issuing from the Leased Property, (f) responsible for the performance of any work to be done by the Landlord under this Lease to render the Leased Property ready for occupancy by Tenant, or (g) required to remove any person occupying the Leased Property or any part thereof, except if such person claims by, through or under the Successor Landlord. Tenant agrees at any time and from time to time to execute a suitable instrument in confirmation of Tenant's agreement to attorn, as aforesaid. Tenant's obligation to subordinate this Lease and Tenant's rights hereunder to any Superior Mortgage or Superior Lease shall be conditioned upon Landlord obtaining from any Superior Mortgagee or Superior Landlord, an agreement which shall be executed by Tenant and such Superior Mortgagee or Superior Landlord which shall provide in substance that so long as no Event of Default exists as would entitle Landlord or any such Superior Mortgagee or Superior Landlord to terminate this Lease or would cause, without any further action of Landlord or such Superior Mortgagee or Superior Landlord, the termination of this Lease or would entitle Landlord or such Superior Mortgagee or Superior Landlord to dispossess Tenant, this Lease shall not be terminated, nor shall Tenant's use, possession or enjoyment of the Leased Property, in accordance with the terms and provisions of this Lease, be interfered with, nor shall the leasehold estate granted by this Lease be affected in any other manner, in any foreclosure or any action or proceeding instituted under or in connection with such Superior Mortgage or Superior Lease, or in the event of a foreclosure such Superior Mortgagee or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s Superior Landlord takes possession of the Premises under this Lease in the event of a foreclosure Leased Property pursuant to any provisions of such mortgage Superior Mortgage or deed Superior Lease, unless Landlord or such Superior Mortgagee or Superior Landlord would have had such right of trust or a deed in lieu thereof, as long as Tenant is not in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust termination pursuant to this Lease, in which case this Lease . Such agreement shall be deemed prior to in form customarily used by the holder of any such mortgage Superior Mortgage or deed of trust without regard to their respective dates of execution, delivery and/or recordingSuperior Lease.
Appears in 1 contract
SUBORDINATION OF LEASE. This Lease is and shall be subject to and subordinate at all times to the lien of any and all mortgages now existing upon or that may be hereafter placed upon the Building and/or the Real Property and deeds of trust securing any amount now to all advances made or hereafter encumbering Landlord’s interest in the Premises to be made thereon and all renewals, modifications, consolidations, replacements or Building, all without the necessity of having further instruments executed on the part of Tenant in order to effectuate such subordination. Upon the written request of Landlord, Tenant shall execute, acknowledge extensions thereof and deliver to Landlord such further instruments evidencing the subordination of this Lease to the lien of any such mortgages to the full extent of all sums secured thereby. This provision shall be self-operative and no further instrument of subordination shall be necessary to effectuate such subordination and the recording of any such mortgage shall have preference and precedence and be superior and prior in lien to this Lease, irrespective of the date of recording. In confirmation of such subordination, Lessee shall on request of Lessor or deeds the holder of trust as any mortgage execute and deliver to Lessor within ten (10) days any instrument that Lessor or such holder may be required by Landlordreasonably request provided the same contains language substantially similar to that set forth within the next following paragraph, and Tenant shall attorn to any this end Lessee acknowledges that such mortgagee or beneficiary under any instrument may also require certain additional reasonable affirmative obligations be undertaken by Lessee not heretofore set forth within this Lease such as the obligation of Lessee to notify the mortgage or deed of trust company granting the non-disturbance agreement described in the next following sentence in the event of a foreclosure or a deed in lieu of foreclosure, or other purchaser or a grantee in respect thereof; provided, however, that each mortgagee or beneficiary under any such mortgage or deed of trust, or purchaser or grantee in respect thereof, shall agree not to terminate or disturb Tenant’s possession of the Premises default by Lessor under this Lease Lease. Notwithstanding the foregoing, in the event of a foreclosure of any such mortgage or deed of trust any other action or a deed in lieu proceeding for the enforcement thereof, as long as Tenant is or of any sale thereunder, this Lease will not be barred, terminated, cut off or foreclosed nor will the rights and possession of Lessee thereunder be disturbed if Lessee shall not then be in default in the payment of rental or other sums or be otherwise in default under this Lease at such time. Notwithstanding the foregoing, any mortgagee or beneficiary under a mortgage or deed terms of trust may at any time subordinate its mortgage or deed of trust to this Lease in all or in part, without Tenant’s consent, by execution of a written instrument subordinating such mortgage or deed of trust to this Lease, in which case this Lease and Lessee shall be deemed prior attorn to the purchaser at such mortgage foreclosure, sale or deed of trust without regard to their respective dates of execution, delivery and/or recordingother action or proceeding.
Appears in 1 contract
Samples: Lease Agreement (Pc Mall Inc)