Subordination of Operating Lease Sample Clauses

Subordination of Operating Lease. (a) Operator subordinates all contractual and statutory Liens (whether xxxxxx or inchoate) which Operator may be (or may become) entitled to assert against the Mortgaged Property or any other property of Borrower which is subject to a Lien in favor of Lender to all of the assignments and Liens securing the Loan contemplated by the Loan Documents (including any future amendments), and Operator fully and completely waives any and all rights that Operator may have, now or in the future (and to the extent permitted by law, the rights that Operator’s suppliers, and laborers may have now or in the future), to claim, directly or indirectly, a priority of Lien, in whole or in part, against or in the Mortgaged Property or any other property of Borrower which is subject to a Lien in favor of Lender over any assignments or Liens that Lender may claim against the Mortgaged Property or any other such property of Borrower under the Loan Documents (including any future amendments). This subordination will be self-operative and no further instrument of subordination will be required. However, in further confirmation of such subordination, Operator and Borrower will, promptly upon the request of Xxxxxx execute, acknowledge and deliver to Lender such instruments as Lender reasonably requires. (b) Operator agrees that (i) any amounts payable to Operator by Borrower pursuant to the Operating Lease are and will be subordinated in right of payment to the prior payment in full of the Indebtedness, and (ii) the Operating Lease is and will be subject and subordinate in all respects to the Lien, terms, covenants and conditions of the Security Instrument and the other Loan Documents and to all advances heretofore made or which may hereafter be made pursuant to the Note, the Loan Agreement, the Security Instrument (including all sums advanced for the purposes of (x) protecting or further securing the Lien of the Security Instrument or the Loan Agreement, curing defaults by Borrower under the Security Instrument or the Loan Agreement or for any other purposes expressly permitted by the Security Instrument or the Loan Agreement, or (y) constructing, renovating, repairing, furnishing, fixturing or equipping the Mortgaged Property) or the other Loan Documents. (c) Without limiting the subordination or other provisions of this Agreement in any way, in the event of any conflict between the Operating Lease and the Loan Documents as to the rights to and/or disposition of any Awards or Insura...
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Subordination of Operating Lease. (a) The Operating Lease and all right, title and interest of Operating Lessee thereunder and in and to the Property or any portion thereof, if any, are and shall be subject and subordinate to the lien of the Deed of Trust, including, without limitation, any and all fees and reimbursable expenses and other sums payable to Operating Lessee under the Operating Lease. Operating Lessee hereby acknowledges that all provisions of the Operating Lease relating to the application of insurance proceeds and condemnation awards are subject to and junior and inferior to the terms and provisions of the Deed of Trust and the other Loan Documents, and the terms and provisions of the Deed of Trust and the other Loan Documents shall govern and control in the event of any conflict. The Operating Lease shall be considered a Lease (as such term is defined in the Deed of Trust) and subject to all the terms and conditions regarding a Lease contained in the Loan Documents. (b) Operating Lessee agrees that, upon a Foreclosure of the Deed of Trust, provided that the Operating Lease has not expired or otherwise been earlier terminated in accordance with its terms for reasons other than such Foreclosure, Operating Lessee shall attorn to any Subsequent Owner and shall remain bound by all of the terms, covenants and conditions of the Operating Lease, for the balance of the remaining term thereof (and any renewals thereof which may be effected in accordance with the Operating Lease) with the same force and effect as if such Subsequent Owner were the landlord under the Operating Lease and without the payment by such Subsequent Owner of any fees arising from such succession to the interests of Assuming Borrower. Such attornment shall be effective and self-operative as an agreement between Operating Lessee and Subsequent Owner without the execution of any further instruments on the part of any party; provided, however, that at Lender’s request, Operating Lessee shall execute a commercially reasonable instrument confirming such attornment. If any Subsequent Owner shall elect, for any reason whatsoever, to succeed to the interest of Assuming Borrower under the Operating Lease, without terminating the Operating Lease, such Subsequent Owner shall not be (i) liable for any act or omission of any prior landlord (including Assuming Borrower), (ii) subject to any offsets or defenses which Operating Lessee might have against any prior landlord (including Assuming Borrower), or (iii) liable for or bo...
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Subordination of Operating Lease that certain Subordination, Assignment and Security Agreement among Borrower, Tenant and Agent, on behalf of itself and the other Lenders, dated of even date herewith. Substitute Note(s) - as defined in Section 9.30. Survey - current as-built survey of the Property, certified to Agent by a Registered Land Surveyor, showing all existing Improvements, all easements affecting the Land and the points of access to the public road upon which the Land fronts and which is otherwise in compliance with Agent's survey requirements previously delivered to Borrower. Tax Escrow Account - an interest bearing account which Borrower is required to establish with Agent prior to the first date that any funds are required to be deposited in such account pursuant to the terms of this Agreement; which account shall be (i) funded and disbursed in accordance with the terms of Article 8 of the Mortgage and Section 9.3 hereof and (ii) pledged and assigned to Agent as additional security for the payment, performance and observance of the Obligations.
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Subordination of Operating Lease. Lender shall have received the original of the Subordination of Operating Lease executed and acknowledged by each of Borrower and Tenant, together with a true and complete copy of the Operating Lease certified by an Officer’s Certificate.
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Subordination of Operating Lease. Notwithstanding anything to the contrary in the Operating Lease, Operating Lessee acknowledges and agrees that the Operating Lease and any and all rights and interests of Operating Lessee thereunder and to the Premises (as defined in the Operating Lease) are and shall be in all respects subject and subordinate to the lien and security interests created under the Security Instrument and other Loan Documents, and to all renewals, extensions, increases, supplements, amendments, modifications and replacements of any of the foregoing and any advances made thereunder.
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Subordination of Operating Lease. Lender shall have received the original of the Subordination of Operating Lease, executed by Operating Lessee.
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Related to Subordination of Operating Lease

  • Operating Lease (i) Each Borrower shall (a) promptly perform and observe all of the covenants required to be performed and observed by it under the Operating Leases and do all things necessary to preserve and to keep unimpaired its material rights thereunder; (b) promptly notify Lender of any material default under any Operating Lease of which it is aware; (c) promptly deliver to Lender a copy of any notice of default or other material notice under any Operating Lease delivered to any Operating Lessee by Borrower; (d) promptly give notice to Lender of any notice or information that Borrower receives which indicates that an Operating Lessee is terminating its Operating Lease or that any Operating Lessee is otherwise discontinuing its operation of the applicable Individual Property; and (e) promptly enforce the performance and observance of all of the material covenants required to be performed and observed by the Operating Lessee under the applicable Operating Lease. (ii) If at any time, (A) an Operating Lessee shall become insolvent or a debtor in a bankruptcy proceeding or (B) Lender or its designee has taken title to an Individual Property by foreclosure or deed in lieu of foreclosure, has become a mortgagee-in-possession, has appointed a receiver with respect to the applicable Individual Property or has otherwise taken title to such Individual Property, Lender shall have the absolute right to (and Borrower and Operating Lessee shall reasonably cooperate and not in any way hinder, delay or otherwise interfere with Lender’s right to), immediately terminate the applicable Operating Lease under and in accordance with the terms of the applicable Subordination, Attornment and Security Agreement. (iii) Borrower shall not, without the prior written consent of Lender, which consent shall not be unreasonably withheld: (a) surrender, terminate or cancel any Operating Lease or otherwise replace any Operating Lessee or enter into any other operating lease with respect to any Individual Property, provided, however, at the end of the term of each Operating Lease, the applicable Borrower may renew such Operating Lease or enter into a replacement Operating Lease with Operating Lessee on substantially the same terms as the expiring Operating Lease except that Lender shall have the right to approve any material change thereto; (b) reduce or consent to the reduction of the term of any Operating Lease; or (c) enter into, renew, amend, modify, waive any provisions of, reduce Rents under, or shorten the term of any Operating Lease.

  • SUBORDINATION OF LEASE This Lease and Lessee’s interest hereunder shall at all times be subject and subordinate to the lien and security title of any deeds to secure debt, deeds of trust, mortgages, or other Encumbrances heretofore or hereafter granted by Lessor or which otherwise encumber or affect the Leased Property and to any and all advances to be made thereunder and to all renewals, modifications, consolidations, replacements, substitutions, and extensions thereof (all of which are herein called the “Mortgage”); provided, however, that with respect to any Mortgage hereafter granted, such subordination is conditioned upon delivery to Lessee of a non-disturbance agreement which provides that Lessee shall not be disturbed in its possession of the Leased Property hereunder following a foreclosure of such Mortgage (or delivery of a deed-in-lieu-of-foreclosure) and that the holder of such Mortgage or the purchaser at a foreclosure sale (or grantee under such deed-in-lieu-of-foreclosure) shall perform all obligations of Lessor under this Lease. In confirmation of such subordination, however, Lessee shall, at Lessor’s request, promptly execute, acknowledge and deliver any instrument which may be required to evidence subordination to any Mortgage and to the holder thereof. In the event of Lessee’s failure to deliver such subordination and if the Mortgage does not change any term of the Lease, Lessor may, in addition to any other remedies for breach of covenant hereunder, execute, acknowledge, and deliver the instrument as the agent or attorney-in-fact of Lessee, and Lessee hereby irrevocably constitutes Lessor its attorney-in-fact for such purpose, Lessee acknowledging that the appointment is coupled with an interest and is irrevocable.

  • Payment of Leasehold Obligations Each Borrower shall at all times pay, when and as due, its rental obligations under all leases under which it is a tenant, and shall otherwise comply, in all material respects, with all other terms of such leases and keep them in full force and effect and, at Agent’s request will provide evidence of having done so.

  • Operating Leases Incur any obligation to pay rent under an operating lease in any Fiscal Year if to do so would result in the aggregate obligation of Borrower and its Subsidiaries to pay rent under all operating leases in that Fiscal Year to exceed $4,000,000.

  • Subordination Agreement Each of (i) the subordination of interest payments to the Noteholders of the Class B Notes to the payment of any First Priority Principal Payment to the Noteholders of the Class A Notes and (ii) the subordination of interest payments to the Noteholders of the Class C Notes to the payment of any Second Priority Principal Payment to the Noteholders of the Class A Notes and the Class B Notes under Section 8.2(c) is a subordination agreement within the meaning of Section 510(a) of the Bankruptcy Code.

  • Ground Lease Reserved.

  • Subordination to Mortgage This Lease, and any sublease entered into by Tenant under the provisions of this Lease, shall be subject and subordinate to any ground lease, mortgage, deed of trust, sale/leaseback transaction or any other hypothecation for security now or hereafter placed upon the Premises, the Building, the Center, or any of them, and the rights of any assignee of Landlord or of any ground lessor, mortgagee, trustee, beneficiary or leaseback lessor under any of the foregoing, and to any and all advances made on the security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, that such subordination in the case of any future ground lease, mortgage, deed of trust, sale/leaseback transaction or any other hypothecation for security placed upon the Premises, the Building, the Center, or any of them shall be conditioned on Tenant’s receipt from the ground lessor, mortgagee, trustee, beneficiary or leaseback lessor of a Non-Disturbance Agreement in a form reasonably acceptable to Tenant (i) confirming that so long as Tenant is not in material default hereunder beyond any applicable cure period (for which purpose the occurrence and continuance of any event of default under Section 14.1 hereof shall be deemed to be “material”), Tenant’s rights hereunder shall not be disturbed by such person or entity and (ii) agreeing that the benefit of such Non-Disturbance Agreement shall be transferable to any transferee under a Permitted Transfer and to any other assignee or subtenant that is acceptable to the ground lessor, mortgagee, trustee, beneficiary or leaseback lessor at the time of transfer. If any mortgagee, trustee, beneficiary, ground lessor, sale/leaseback lessor or assignee elects to have this Lease be an encumbrance upon the Center prior to the lien of its mortgage, deed of trust, ground lease or leaseback lease or other security arrangement and gives notice thereof to Tenant, this Lease shall be deemed prior thereto, whether this Lease is dated prior or subsequent to the date thereof or the date of recording thereof. Tenant, and any sublessee, shall execute such documents as may reasonably be requested by any mortgagee, trustee, beneficiary, ground lessor, sale/leaseback lessor or assignee to evidence the subordination herein set forth, subject to the conditions set forth above, or to make this Lease prior to the lien of any mortgage, deed of trust, ground lease, leaseback lease or other security arrangement, as the case may be. Upon any default by Landlord in the performance of its obligations under any mortgage, deed of trust, ground lease, leaseback lease or assignment, Tenant (and any sublessee) shall, notwithstanding any subordination hereunder, attorn to the mortgagee, trustee, beneficiary, ground lessor, leaseback lessor or assignee thereunder upon demand and become the tenant of the successor in interest to Landlord, at the option of such successor in interest, and shall execute and deliver any instrument or instruments confirming the attornment herein provided for. Landlord represents and warrants to Tenant that as of the date of this Lease, neither the Premises nor the Building nor the Center is subject to any existing ground lease, mortgage, deed of trust, sale/leaseback transaction or any other hypothecation for security.

  • Operating Lease Obligations On the Effective Date, none of the Loan Parties has any Operating Lease Obligations other than the Operating Lease Obligations set forth on Schedule 6.01(q).

  • Subordination Terms The payment by the Company of the principal of, premium, if any, and interest on any series of Securities issued hereunder shall be subordinated to the extent set forth in an indenture supplemental hereto relating to such series.

  • Management Agreement The Management Agreement is in full force and effect and there is no default thereunder by any party thereto and no event has occurred that, with the passage of time and/or the giving of notice would constitute a default thereunder.

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