Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
Appears in 4 contracts
Samples: Office Lease Agreement, Office Lease Agreement, Office Lease Agreement (Exponential Interactive, Inc.)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestNotwithstanding anything to the contrary contained in this Lease, in consideration of, and as a condition precedent to, Tenant's agreement to permit its interest pursuant to this Lease to be subordinated to any particular future Mortgage hereafter enforced against the Building or the Property, Landlord shall deliver to Tenant a commercially reasonable non-disturbance agreement executed by the Mortgagee of such Mortgage. If requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, Tenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 twenty (20) days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall may reasonably be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderrequested.
Appears in 3 contracts
Samples: Lease Agreement (Griffin Capital Essential Asset REIT II, Inc.), Lease Agreement (Griffin Capital Essential Asset REIT II, Inc.), Lease Agreement (Griffin Capital Essential Asset REIT II, Inc.)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. “"Reasonable efforts” " of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
Appears in 3 contracts
Samples: Office Lease Agreement (Tenfold Corp /Ut), Office Lease Agreement (Tenfold Corp /Ut), Office Lease Agreement (Zamba Corp)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. As of the Effective Date, the Building is not encumbered by a Mortgage. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable Mortgagee’s standard form subordination agreement in favor of the Mortgagee. As an • alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall eachshall, within 10 days ten (10) Business Days after receipt of a written request from the otherLandlord, execute and deliver (or provide good faith comments to) a commercially reasonable subordination agreement and/or estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon If Tenant has not provided any such subordination agreement or estoppel certificate within twenty (20) days following Landlord’s written request by therefor, Tenant hereby appoints Landlord as Tenant’s attorney-in-fact, which appointment is coupled with an interest, to execute, acknowledge and deliver any such subordination agreement or estoppel certificate for and on behalf of Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee without any liability on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” the part of Landlord shall not require Landlord to incur for the accuracy of any costinformation contained therein, expense or liability to obtain such agreement, it being agreed that and Tenant shall thereupon be responsible deemed to have acknowledged the accuracy of all information set forth therein for any fee or review costs charged by the Mortgagee. Upon request benefit of Landlord, Tenant will execute the any current or prospective Mortgagee’s form , or any prospective purchaser of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities any interest of Landlord in the Building. If a Mortgage is created following the Effective Date, the subordination of this Lease to such Mortgage is conditioned upon the Mortgagee executing a SNDA (defined below) for the benefit of Tenant. The execution and Tenant or be considered to delivery by any future Mortgagee of such a SNDA shall be a default by Landlord hereunder.condition precedent to the subordination of this Lease to the lien of any such Mortgage. As used herein, “
Appears in 2 contracts
Samples: Office Lease Agreement (ForgeRock, Inc.), Office Lease Agreement (ForgeRock, Inc.)
Subordination to Mortgages; Estoppel Certificate. A. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Building, the Property or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablesuccessor-in-interest. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a subordination, non-disturbance, subordination disturbance and attornment agreement (“SNDA”) from Landlord’s then current Mortgagee on such in a form reasonable acceptable to that (Landlord’s Mortgagee’s then current standard form of agreement) attached hereto as Exhibit G). “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant from any Mortgagee existing as of the Effective Date shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default Landlord Default, provided that Landlord used reasonable efforts to procure them. Notwithstanding the foregoing in this Article to the contrary, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a commercially reasonable SNDA in favor of Tenant from any Mortgagee who comes into existence after the Effective Date. Such SNDA in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under this Lease and is not otherwise in Default, its right to possession and the other terms of this Lease shall remain in full force and effect. Such SNDA may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure Landlord Defaults and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of this Lease made without the express written consent of Mortgagee or any successor-in-interest (other than an amendment or modification reflecting the exercise by Tenant of a right or option expressly set forth herein); (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord) except to the extent such act, or omission continues following such Mortgagee’s or successor’s succession to Landlord’s interest hereunder, (ii) the breach of any warranties or obligations relating to construction of improvements on the Project or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord).
B. Within 10 Business Days following any written request which Landlord may make from time to time, Tenant shall execute and deliver to Landlord or mortgagee or prospective mortgagee a sworn statement certifying: (a) the Commencement Date for the initial Premises and the Additional Premises; (b) the fact that this Lease is unmodified and in full force and effect (or, if there have been modifications to this Lease, that this Lease is in full force and effect, as modified, and stating the date and nature of such modifications); (c) the date to which the Rent and other sums payable under this Lease have been paid; (d) the fact that there are no current Defaults or Landlord Defaults except as specified in Tenant’s statement; and (e) such other matters as may be reasonably requested by Landlord. Landlord and Tenant intend that any statement delivered pursuant to this Section may be relied upon by any mortgagee, beneficiary or purchaser; provided, however, that if, at the time that such estoppel certificate request is delivered to Tenant, the estoppel certificate has been completed with factual information concerning the terms of this Lease, no such completed terms shall be deemed to amend or revise the provisions of this Lease. Tenant irrevocably agrees that if Tenant fails to execute and deliver such certificate within such 10 Business Day period Landlord or Landlord’s beneficiary or agent may execute and deliver such certificate on Tenant’s behalf, and that such certificate shall be fully binding on Tenant.
C. Landlord shall, within fifteen (15) Business Days after receipt of a written request from Tenant, execute and deliver a commercially reasonable estoppel certificate to Tenant’s lender, assignee or subtenant; provided, however, that in no event shall Landlord be obligated to deliver more than one (1) estoppel in any twelve (12) month period during the Term. Such estoppel certificate shall provide a certification solely as to (i) the status of this Lease, (ii) Landlord’s then-current actual knowledge of the existence of any defaults hereunder, and (iii) the amount of rent that is due and payable under this Lease.
Appears in 2 contracts
Samples: Office Lease Agreement, Office Lease Agreement (Solarcity Corp)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease, provided, however, that the subordination of this Lease to any mortgage or ground lease entered into after the date of this Lease shall be upon the express condition that so long as Tenant is not in Default of the Lease beyond applicable notice and cure periods, Tenant’s possession and enjoyment of the Premises and Tenant’s rights under this Lease shall not be disturbed or interfered with in the event of a foreclosure of such mortgage or lease or the exercise of any rights thereunder. Landlord and Tenant shall each, within 10 ten (10) days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults Defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will shall use commercially reasonable efforts to obtain a non-disturbance, subordination and attornment agreement (“SNDA”) from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” , a copy of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. which is attached hereto as Exhibit H. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement SNDA and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement an SNDA for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default Default by Landlord or Tenant hereunder.
Appears in 2 contracts
Samples: Office Lease Agreement (Oxford Immunotec Global PLC), Office Lease Agreement (Oxford Immunotec Global PLC)
Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, deeds to secure debt, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a MortgageeMortgagee or Landlord, Tenant shall execute execute, acknowledge as necessary and deliver to Landlord within fifteen (15) days after receipt thereof, a commercially reasonable subordination so-called subordination, non-disturbance and attornment agreement (“SNDA”) in favor of the Mortgagee on such Mortgagee’s standard form with such changes thereto as such Mortgagee shall agree to. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 twenty (20) days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, to Tenant’s knowledge the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding anything to the contrary contained herein, Landlord shall make a commercially reasonable effort to provide Tenant with a SNDA from any current or future Mortgagee, on the form provided by such Mortgagee with such commercially reasonable revisions as Tenant may request and such Mortgagee shall agree to.
23.02 In the event Mortgagee enforces it rights under the Mortgage, Tenant, at Mortgagee’s option, will attorn to Mortgagee or its successor; provided, however, that Mortgagee or its successor shall not be liable for or bound by (i) any payment of any Rent installment which may have been made more than thirty (30) days before the due date of such installment, (ii) any act or omission of or default by Landlord under this Lease (but Mortgagee, or such successor, shall be subject to the continuing obligations of landlord under the Lease to the extent arising from and after such succession to the extent of Mortgagee’s, or such successor’s, interest in the Property), (iii) any credits, claims, setoffs or defenses which Tenant may have against Landlord, or (iv) any obligation to complete any construction or improvements for the benefit of Tenant or advance any tenant improvement allowance. Tenant, upon the reasonable request by Mortgagee or such successor in interest, shall execute and deliver an instrument or instruments confirming such attornment. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain if Mortgagee shall have entered into a non-disturbancedisturbance agreement directly with the Tenant governing Tenant’s obligations to attorn to Mortgagee or such successor in interest as landlord, subordination the terms and attornment agreement from Landlord’s then current Mortgagee on provisions of such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment disturbance agreement and return shall supercede the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities provisions of Landlord and Tenant or be considered to be a default by Landlord hereunderthis Section 23.02.
Appears in 2 contracts
Samples: Office Lease Agreement, Office Lease Agreement (scPharmaceuticals Inc.)
Subordination to Mortgages; Estoppel Certificate. A. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablesuccessor-in-interest. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. “"Reasonable efforts” " of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Landlord hereby represents and covenants to Tenant that, as of the date of this Lease, the Building is not subject to a loan secured by a Mortgage.
B. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). The estoppel certificate shall include a statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the Lease that may reasonably be requested.
Appears in 2 contracts
Samples: Office Lease (Viewlocity Inc), Standard Form Office Lease (Viewlocity Inc)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 5 days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no current, uncured default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to provide any estoppel certificate within the 5 day period specified above, and the continuation of such failure for a period of 5 days after Landlord delivers a second written notice requesting same, shall constitute a Time Sensitive Default under this Lease. Landlord shall use reasonable efforts, at Tenant’s costs, to obtain a nonLandlord’s Mortgagee’s then-disturbance, subordination and attornment current form of nondisturbance agreement for Tenant shall have no effect on the rights, obligations and liabilities benefit of Landlord and Tenant or be considered to be a default by Landlord hereunderTenant.
Appears in 2 contracts
Samples: Office Lease (GP Investments Acquisition Corp.), Office Lease (Rimini Street, Inc.)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this ------------------------------------------------ Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon Upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 ten (10) days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of Lease that may reasonably be requested. Tenant agrees to modify this Lease as reasonably requested by any Mortgagee, provided such modifications do not materially impair Tenant's rights or increase Tenant's obligations under the Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current current- Mortgagee on such Mortgagee’s 's then current standard form of agreement. “"Reasonable efforts” " of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement (subject to Tenant's approval, which will not be unreasonably withheld, conditioned or delayed) and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderhereunder but in the event that Landlord fails to procure such agreement from Landlord's Mortgagee, Tenant will not be obligated to subordinate its interest in this Lease to the lien of the Mortgagee in question. As of the date of this Lease, Landlord represents to Tenant that there is no Mortgage encumbering the Building or the Property.
Appears in 2 contracts
Samples: Lease Agreement (Equinix Inc), Lease Agreement (Equinix Inc)
Subordination to Mortgages; Estoppel Certificate. (a) This Lease, and all rights of Tenant accepts this Lease hereunder, are and shall be subject and subordinate in all respects to any mortgage(s), deed(s) of ), trust, ground lease(s) or other lien(s) liens now or subsequently arising upon the Premises, the Building or the Property, Property and to renewals, modifications, refinancings and extensions thereof (collectively referred collectively, the "Mortgages") whether or not the Mortgages shall also cover other lands and/or buildings and each and every advance made or hereafter to as a “Mortgage”)be made under the Mortgages. The party having the benefit provisions of a Mortgage shall be referred to as a “Mortgagee”. This clause this section shall be self-operativeoperative and no further instrument of subordination shall be required as to any Mortgage filed subsequent to the effective date hereof only if the holder of such Mortgage (a "Mortgagee") agrees in writing or the terms of the Mortgage provide that for so long as Tenant is not in default of its obligations set forth in this Lease beyond any applicable notice and cure period, but upon request from a Mortgageethe Mortgagee will not, in foreclosing against, or taking possession of the Premises or otherwise exercising its right under the Mortgage, disturb Tenant's right of possession under this Lease. In confirmation of such subordination, Tenant shall within 10 days after receipt of a request for the same, execute and deliver (provided Landlord is responsible for legal fees, costs and expenses incurred by Tenant in connection therewith, up to a commercially reasonable subordination agreement maximum amount of $1,000), any instrument, in favor recordable form if required, that Landlord or the Mortgagee may reasonably request to evidence such subordination, and Tenant hereby constitutes and appoints Landlord attorney-in-fact for Tenant to execute any such instrument for and on behalf of the Mortgagee. As an alternativeTenant.
(b) lf, a Mortgagee shall have the right at any time prior to subordinate the expiration of the Term, the Mortgagee shall become the owner of the Building as a result of foreclosure of its Mortgage mortgage or conveyance of the Building, or become a mortgagee in possession of the Property or the Building, Tenant agrees, at the election and upon demand of any owner of the Property or the Building, or of the Mortgagee (including a leasehold mortgagee) in possession of the Property or the Building, to attorn from time to time to any such owner, holder or lessee upon the then executory terms and conditions of this Lease. Upon request, Tenantprovided that such owner, without chargeholder or lessee, as the case may be, shall attorn then be entitled to possession of the Premises. Such successor in interest to Landlord shall not be bound by (i) any payment of rent or additional rent for more than one month in advance, except prepayments in the nature of security for the performance by Tenant of its obligations under the Lease (and then only to the extent such security has been received by the successor in interest), or (ii) any amendment, modification or termination of this Lease made without the consent of the Mortgagee or (iii) any default by or claims against Landlord hereunder arising prior to Landlord’s interest in the date such successor Landlord becomes landlord under this Lease, except for defaults that are continuing following said date; or (iv) any obligation by Landlord as lessor hereunder to perform any work or grant any concession without the Mortgagee's express assumption of such obligation to perform work or grant such concession. The foregoing provisions of this Section shall inure to the benefit of any such owner, holder or lessee, shall be self-operative upon any such demand, and no further instrument shall be required to give effect to said provisions, although Tenant shall execute such an instrument upon the request of a Mortgagee.
(c) Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder28.
Appears in 2 contracts
Samples: Lease Agreement (Kolltan Pharmaceuticals Inc), Lease Agreement (Kolltan Pharmaceuticals Inc)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease due to foreclosure or similar action in lieu thereof, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party’s actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status Lease that may reasonably be requested. Landlord represents that as of the execution date of this Lease, the existence of any defaults and the amount of Rent that Property is due and payablenot currently subject to a Mortgage. Notwithstanding the foregoing, upon written request by Tenant, Landlord will shall use commercially reasonable efforts to obtain a subordination, non-disturbance, subordination disturbance and attornment agreement from Landlord’s then current any future first Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderform.
Appears in 2 contracts
Samples: Office Lease Agreement (Collegium Pharmaceutical, Inc), Office Lease Agreement (Collegium Pharmaceutical Inc)
Subordination to Mortgages; Estoppel Certificate. 23.01. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, deeds to secure debt, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Buildings or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable.
23.02. Notwithstanding In the foregoingevent Mortgagee enforces it rights under the Mortgage, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such at Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord option, will attorn to Mortgagee or its successor; provided, however, that Mortgagee or its successor shall not require Landlord to incur be liable for or bound by (i) any costpayment of any Rent installment which may have been made more than 30 days before the due date of such installment, expense (ii) any act or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee omission of or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderunder this Lease (but Mortgagee, or such successor, shall be subject to the continuing obligations of landlord under the Lease to the extent arising from and after such succession to the extent of Mortgagee’s, or such successor’s, interest in the Property), (iii) any credits, claims, setoffs or defenses which Tenant may have against Landlord or (iv) any obligation under this Lease to maintain a fitness facility at the Buildings, if any. Tenant, upon the reasonable request by Mortgagee or such successor in interest, shall execute and deliver an instrument or instruments confirming such attornment.
Appears in 2 contracts
Samples: Office Lease Agreement (Akebia Therapeutics, Inc.), Office Lease Agreement (Akebia Therapeutics, Inc.)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “"Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this Lease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. This clause shall be self-operative and no further instrument of subordination shall be required. However, Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any Mortgage, and Tenant agrees upon demand to execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. The terms of this Lease are subject to approval by the Landlord's existing lender(s) and any lender(s) who, at the time of the execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the Property, and such approval is a condition precedent to Landlord's obligations hereunder. In the event that Tenant shall fail to execute any subordination or other agreement required by this Article within ten (10) days after request by Landlord, such failure shall be considered to be an event of default by Tenant entitling Landlord to exercise its rights and remedies under Article XXIII of this Lease. Upon requestIf any person shall succeed to all or part of Landlord's interests in the Premises whether by purchase, Tenantforeclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such sucessor-in-interest, Tenant shall, without charge, shall attorn to any successor such successor-in-interest. Tenant agrees that it will from time to Landlord’s interest in this Lease. time upon request by Landlord and Tenant shall eachand, within 10 fifteen (15) days after receipt of a written request from the otherdate of such request, execute and deliver a commercially reasonable to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to those parties which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default stating the nature of such alleged default) and further stating such other matters as are Landlord shall reasonably requested require. Landlord, in connection with any previously approved Transfer by the other (including a Mortgagee or prospective purchaser). Without limitationTenant, such estoppel certificate may include a certification as agrees that it will from time to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingtime, upon written request by Tenant, Landlord will use reasonable efforts execute and deliver to obtain Tenant, or to any other person designated by Tenant, a non-disturbancestatement certifying: (i) that this Lease is unmodified and in full force and effect (or if there has been a modification, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same is in full force and effect as modified, and stating the modification); (ii) the dates, if any, to Landlord for execution by which the Mortgagee. Landlord’s failure to obtain a non-disturbanceRent and other sums and payments due under this Lease have been paid; and (iii) whether Tenant has breached the performance of any covenants, subordination terms, and attornment agreement for Tenant shall have no effect conditions on the rights, obligations and liabilities of Landlord and Tenant or be considered Tenant's part to be a default by Landlord hereunderperformed under this Lease, and the nature of Tenant's breach, if any.
Appears in 2 contracts
Samples: Sublease (Acacia Research Corp), Office Lease (Acacia Research Corp)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Article to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Notwithstanding the foregoing in this Section to the contrary, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement in favor of Tenant from any Mortgagee who comes into existence after the Commencement Date. Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and is not otherwise in default under the Lease beyond any applicable cure period, its right to possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee.
Appears in 2 contracts
Samples: Office Lease Agreement, Office Lease Agreement (Netsuite Inc)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. Notwithstanding the foregoing, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement in favor of Tenant from any Mortgagee who comes into existence after the Commencement Date. Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and is not otherwise in default under the Lease beyond any applicable cure period, its right to possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding Landlord hereby represents and warrants that there is no Mortgagee as of the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form date of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderthis Lease.
Appears in 2 contracts
Samples: Office Lease Agreement (Quinstreet, Inc), Office Lease Agreement (Quinstreet, Inc)
Subordination to Mortgages; Estoppel Certificate. A. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Building, the Property or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to the successor-in-interest.
B. Within 10 Business Days following any successor written request which Landlord may make from time to Landlord’s interest in time, Tenant shall execute and deliver to Landlord or mortgagee or prospective mortgagee a sworn statement certifying: (a) the date of commencement of this Lease; (b) the fact that this Lease is unmodified and in full force and effect (or, if there have been modifications to this Lease, that this Lease is in full force and effect, as modified, and stating the date and nature of such modifications); (c) the date to which the rent and other sums payable under this Lease have been paid; (d) the fact that there are no current defaults under this Lease by Tenant or, to Tenant’s knowledge, by Landlord except as specified in Tenant’s statement; and (e) such other matters as may be reasonably requested by Landlord. Landlord and Tenant shall eachintend that any statement delivered pursuant to this Section may he relied upon by any mortgagee, within 10 days after receipt of a written request from the other, beneficiary or purchaser. Tenant irrevocably agrees that if Tenant fails to execute and deliver a commercially reasonable estoppel such certificate to those parties as are reasonably requested by the other (including a Mortgagee within such 10 Business Day period Landlord or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee beneficiary or agent may execute and deliver such certificate on Tenant’s behalf, and that such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant certificate shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect fully binding on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderTenant.
Appears in 2 contracts
Samples: Office Lease Agreement (GoPro, Inc.), Office Lease Agreement (GoPro, Inc.)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable Mortgagee’s standard form subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall eachshall, within 10 days ten (10) Business Days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable subordination agreement and/or estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding Tenant acknowledges its obligation to pay an administration fee at a daily rate of $50.00 for each day that Tenant is late in providing any such subordination agreement or estoppel certificate (or a daily rate of $100.00 for both), commencing on the foregoingeleventh (11th) Business Day following Landlord’s request therefor. If Tenant has not provided any such subordination agreement or estoppel certificate within twenty (20) days following Landlord’s written request therefor, upon Tenant hereby appoints Landlord as Tenant’s attorney-in-fact, which appointment is coupled with an interest, to execute, acknowledge and deliver any such subordination agreement or estoppel certificate for and on behalf of Tenant, without any liability on the part of Landlord for the accuracy of any information contained therein, and Tenant shall thereupon be deemed to have acknowledged the accuracy of all information set forth therein for the benefit of Landlord, any current or prospective Mortgagee, or any prospective purchaser of any interest of Landlord in the Building. However, if any such party is unwilling to rely on such subordination agreement or estoppel certificate from Landlord (or if Landlord is unwilling for any reason to execute such subordination agreement or estoppel certificate as attorney-in-fact for Tenant), the daily administration fee described herein shall continue until such time as Tenant has provided the subordination agreement or estoppel certificate as originally requested. Upon written request by Tenant, Landlord will use reasonable efforts to obtain a subordination, non-disturbance, subordination disturbance and attornment agreement (“SNDA”) for the benefit of Tenant from Landlord’s then current any future Mortgagee whereby the Mortgagee agrees to recognize the rights of Tenant under this Lease in the event of a foreclosure of the Mortgage held by such Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement SNDA for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
Appears in 2 contracts
Samples: Office Lease Agreement, Office Lease Agreement (Jaguar Health, Inc.)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the PropertyComplex, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults Defaults and the amount of Rent that is due and payable. Notwithstanding Landlord shall deliver its current or future Mortgagee’s customary form of Subordination, Non-Disturbance and Attornment Agreement (an “SNDA”) to the foregoing, Tenant. Landlord agrees to request that a Mortgagee consider reasonable changes to such Mortgagee’s standard form of SNDA upon written the request by of Tenant, . Landlord will shall use commercially reasonable efforts to obtain a non-disturbance, subordination and attornment agreement the SNDA from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form Mortgage promptly following the full execution and delivery of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderthis Lease.
Appears in 2 contracts
Samples: Office Lease Agreement (Marlborough Software Development Holdings Inc.), Office Lease Agreement (Bitstream Inc)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 5 days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain provide any estoppel certificate within the 5 day period specified above, and the continuation of such failure for a non-disturbanceperiod of 5 days after Landlord delivers a second written notice requesting same, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be constitute a default by Landlord hereunderTime Sensitive Default under this Lease.
Appears in 2 contracts
Samples: Office Lease (Power Efficiency Corp), Office Lease (Gainsco Inc)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Any such attornment shall be made upon the condition that no such Mortgagee shall be (a) liable for any act or omission of any prior landlord (including, without limitation, the then defaulting landlord); or (b) subject to any defense or offsets (except as expressly set forth in this Lease) which Tenant may have against any prior landlord (including, without limitation, the then defaulting landlord); or (c) bound by any payment of Rent which Tenant might have paid for more than the current month to any prior landlord (including, without limitation, the then defaulting landlord); or (d) bound by any obligation to make any payment to Tenant which was required to be made by the prior landlord hereunder; or (e) bound by any obligation to perform any work or to make improvements to the Premises except for (i) repairs and maintenance pursuant to the provisions of Article 9, (ii) repairs to the Premises or any part thereof as a result of damage by fire or other casualty pursuant to Article 16, but only to the extent that such repairs can be reasonably made from the net proceeds of any insurance actually made available to such Mortgagee and (iii) repairs to the Premises as a result of a partial condemnation pursuant to Article 17, but only to the extent that such repairs can be reasonably made from the net proceeds of any award made available to such Mortgagee. Landlord shall use reasonable efforts to obtain a subordination, non-disturbance and attornment agreement (“SNDA”) from Landlord’s current Mortgagee on Mortgagee’s current standard form of agreement. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
Appears in 2 contracts
Samples: Office Lease Agreement, Office Lease Agreement (Loxo Oncology, Inc.)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement, which agreement shall not materially reduce any of Tenant's or Landlord's rights or increase Tenant's or Landlord's obligations contained in this Lease. “Landlord's then current Mortgagee shall be an express third party beneficiary of the provisions of this Article XXVI and any other provisions of this Lease that are for the benefit of such party. "Reasonable efforts” " of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. The parties hereto acknowledge and agree that any non-disturbance, subordination, and .attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and is not otherwise in default under the Lease beyond any applicable cure period, its right to possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord).
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Buildings, the Property or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. “"Reasonable efforts” " of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's commercially reasonable form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
Appears in 1 contract
Samples: Office Lease Agreement (Intrabiotics Pharmaceuticals Inc /De)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”"MORTGAGE"). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”"MORTGAGEE". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Article to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement for Tenant shall have no effect on may include other commercially reasonable provisions in favor of the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderMortgagee.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Notwithstanding what is set forth herein, Landlord shall use commercially reasonable efforts, at Tenant's sole cost and expense, to request that a future Mortgagee grant to Tenant a subordination, non-disturbance and attornment agreement on such Mortgagee's standard form with commercially reasonable changes acceptable to such Mortgagee, but Landlord shall not be in default of this Lease if such Mortgagee fails to agree to such agreement for any reason. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “"Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this Lease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. This clause shall be self-operative and no further instrument of subordination shall be required. However, Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any Mortgage, and Tenant agrees upon demand to execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. Upon The terms of this Lease are subject to approval by the Landlord's existing lender(s) and any lender(s) who, at the time of the execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the Property, and such approval is a condition precedent to Landlord's obligations hereunder. In the event that Tenant should fail to execute a standard, commercially reasonable subordinate or other agreement required by this Article within twenty one (21) days of request, TenantLandlord shall be entitled to collect from Tenant upon demand, as liquidated damages occasioned by such delay and not as a penalty (the actual damages resulting form such delay being impossible to ascertain), a sum equal to one-fifteenth of the monthly base rental for each day, up to fifteen (15) days, after the expiration of said twenty one (21) day period that Tenant fails to deliver such subordinate or other agreement. If such failure persists after such fifteen (15) day period, Landlord shall be entitled to pursue any and all remedies it may have with respect to such default, including, consequential damages arising by reason of such delay. If any person shall succeed to all or part of Landlord's interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, shall attorn to any successor such successor-in-interest. Tenant agrees that it will from time to Landlord’s interest in this Lease. time upon request by Landlord and Tenant shall eachand, within 10 five (5) days after receipt of a written request from the otherdate of such request, execute and deliver a commercially reasonable to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to those parties which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default stating the nature of such alleged default) and further stating such other matters as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderreasonably require.
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-self- operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 5 days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain provide any estoppel certificate within the 5 day period specified above, and the continuation of such failure for a non-disturbanceperiod of 5 days after Landlord delivers a second written notice requesting same, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be constitute a default by Landlord hereunderTime Sensitive Default under this Lease.
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Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s current (as of the date of this Lease) Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement except that Landlord shall be responsible for any fee or review costs charged by the Mortgagee existing as of the date of this Lease in connection with an initial request for a non-disturbance, subordination and attornment agreement from such initial Mortgagee. Landlord’s failure to
obtain a non-disturbance, subordination and attornment agreement for Tenant from the initial Mortgagee as of the date of this Lease shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Notwithstanding the foregoing in this Section to the contrary, as a condition precedent to the subordination of this Lease to any future Mortgage, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement in favor of Tenant from any Mortgagee who comes into existence after the Commencement Date. Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall be in recordable form and shall provide that, so long as Tenant is paying the Rent due under the Lease and is not otherwise in default under the Lease beyond any applicable cure period, its right to possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional reasonable time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable.
23.02 In the event Mortgagee enforces it rights under the Mortgage, Tenant, at Mortgagee’s option, will attorn to Mortgagee or its successor; provided, however, that Mortgagee or its successor shall not be liable for or bound by (i) any payment of any Rent installment which may have been made more than 30 days before the due date of such installment, (ii) any act or omission of or default by Landlord under this Lease (but Mortgagee, or such successor, shall be subject to the continuing obligations of landlord under the Lease to the extent arising from and after such succession to the extent of Mortgagee’s, or such successor’s, interest in the Property), (iii) any credits, claims, setoffs or defenses which Tenant may have against Landlord or (iv) any obligation under this Lease to maintain a fitness facility at the Building, if any. Tenant, upon the reasonable request by Mortgagee or such successor in interest, shall execute and deliver an instrument or instruments confirming such attornment. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain if Mortgagee shall have entered into a non-disturbancedisturbance agreement directly with the Tenant governing Tenant’s obligations to attorn to Mortgagee or such successor in interest as landlord, subordination the terms and attornment agreement from Landlord’s then current Mortgagee on provisions of such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment disturbance agreement and return shall supercede the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities provisions of Landlord and Tenant or be considered to be a default by Landlord hereunderthis Section 23.02.
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “"Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. If any person shall succeed to all or part of Landlord's interests in the Premises whether by purchase, Tenantforeclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, shall attorn to any successor such successor-in-interest. Tenant agrees that it will from time to Landlord’s interest in this Lease. time upon request by Landlord and Tenant shall eachand, within 10 five (5) days after receipt of a written request from the otherdate of such request, execute and deliver to such persons as Landlord shall request a commercially reasonable subordination agreement or an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect, stating the dates to those parties which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder and further stating such other matters as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderreasonably require.
Appears in 1 contract
Samples: Office Lease (First Capital Income Properties LTD Series Xi)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Premises or the PropertyBuilding, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operativeWith respect to any Mortgage executed after the date of this Lease, but upon request from a the Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee, provided such Mortgagee agrees, absent an Event of Default by Tenant, not to disturb Tenant in its tenancy hereunder should the Mortgagee foreclose Landlord’s interest in the Building. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those third parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying to such third parties that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party’s actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall may reasonably be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderrequested.
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Samples: Office Lease Agreement (Thimble Point Acquisition Corp.)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Premises or the PropertyBuilding, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon Upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee, provided such Mortgagee agrees not to disturb Tenant in its tenancy hereunder should the Mortgagee foreclose Landlord’s interest in the Building. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party’s actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain obtain, within sixty (60) days of the execution and delivery of this Lease, a subordination, non-disturbance, subordination disturbance and attornment agreement from Landlord’s then the current Mortgagee on such Mortgagee’s then current standard form of agreement(the “SNDA”). “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability liability, Tenant hereby agreeing to pay all costs and charges in connection with Landlord’s efforts to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgageean SNDA. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement an SNDA for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Notwithstanding the foregoing, if Landlord fails to obtain the SNDA within such sixty (60) day period, Tenant shall have the right, but not the obligation, to attempt to obtain the SNDA at Tenant’s sole cost and expense. Landlord hereby agrees to cooperate in a reasonable manner with such attempts.
Appears in 1 contract
Samples: Office Lease Agreement (Centrexion Therapeutics Corp)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, Premises or upon the Building or the Property, and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “"Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this Lease on such terms and subject to such conditions as such Mortgagee may deem reasonably appropriate in its discretion. This clause shall be self-operative and no further instrument of subordination shall be required. Tenant agrees upon demand to execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may reasonably request provided such documents include a non-disturbance clause in favor of Tenant. Upon requestThe terms of this Lease are subject to approval by the Landlord's existing lender(s) and any lender(s) who, Tenantat the time of the execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the Building or the underlying real estate and such approval is a condition precedent to Landlord's obligations hereunder. If any person shall succeed to all or part of Landlord's interest in the Premises, whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, then if and as so requested or required by such successor-in-interest, Tenant shall, without charge, shall attorn to any successor such successor-in-interest. Tenant agrees that it will from time to Landlord’s interest in this Lease. time upon request by Landlord and Tenant shall eachand, within 10 ten (10) days after receipt of a written request from the otherdate of such request, execute and deliver a commercially reasonable to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable from certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to those parties which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default, stating the nature of such alleged default) and further stating such other matters as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderreasonably require.
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Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to the lien of any mortgage(s), deed(s) of trust, deeds to secure debt, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Notwithstanding the foregoing in this Section to the contrary, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement in favor of Tenant from any Mortgagee who comes into existence after the Commencement Date. Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and is not otherwise in default under the Lease beyond any applicable cure period, its right to possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable.
23.02 In the event Mortgagee enforces it rights under the Mortgage, Tenant, at Mortgagee’s option, will attorn to Mortgagee or its successor; provided, however, that Mortgagee or its successor shall not be liable for or bound by (i) any payment of any Rent installment which may have been made more than 30 days before the due date of such installment, (ii) any act or omission of or default by Landlord under this Lease (but Mortgagee, or such successor, shall be subject to the continuing obligations of landlord under the Lease to the extent arising from and after such succession to the extent of Mortgagee’s, or such successor’s, interest in the Property), (iii) any credits, claims, setoffs or defenses which Tenant may have against Landlord or (iv) any obligation under this Lease to maintain a fitness facility at the Building, if any. Tenant, upon the reasonable request by Mortgagee or such successor in interest, shall execute and deliver an instrument or instruments confirming such attornment.
Appears in 1 contract
Samples: Office Lease Agreement (Ironwood Pharmaceuticals Inc)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination and non-disturbance agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenantas a condition precedent to the subordination of this Lease, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the rent due under the Lease and return is not otherwise in default under the same Lease, its right to Landlord for execution by possession and other terms of the MortgageeLease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination and attornment agreement for Tenant shall have no effect may include additional time on behalf of the rights, obligations and liabilities Mortgagee to cure defaults of the Landlord and Tenant provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or be considered other sum due hereunder for more than 1 month in advance or (ii) any amendment or modification to be a default by Landlord hereunder.the Lease made without the express written consent of Mortgagee or any successor-in-interest; (
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenantas a condition precedent to the subordination of this Lease, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the rent due under the Lease and return is not otherwise in default under the same Lease beyond applicable notice and cure periods, its right to Landlord for execution by possession and other terms of the MortgageeLease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination and attornment agreement for Tenant shall have no effect may include additional time on behalf of the rights, obligations and liabilities Mortgagee to cure defaults of the Landlord and Tenant provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or be considered other sum due hereunder for more than 1 month in advance or (ii) any amendment or modification to be a default by Landlord hereunder.the Lease made without the express written consent of Mortgagee or any successor-in-interest; (
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage Mortgage, whether now or hereafter existing, shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Any Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this LeaseLease provided such successor assumes the obligations of Landlord under this Lease arising from and after the date such successor becomes the Landlord hereunder. Landlord and Tenant shall eachshall, within 10 ten (10) business days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable estoppel certificate to those such parties as are reasonably requested by Landlord requests. If Tenant fails to execute and deliver any estoppel certificate within ten (10) business days, then Landlord may send Tenant a second (2nd) notice requesting Tenant to execute and deliver the other estoppel certificate (including a Mortgagee or prospective purchaserthe “Second Notice”). Without limitation, such If Tenant fails to execute and deliver the estoppel certificate may include within five (5) business days after the Second Notice, then Tenant shall pay to Landlord a certification as to the status of this Lease, the existence of any defaults and fee in the amount of Rent Two Hundred Fifty and 00/100 Dollars ($250.00) per day for each day beyond such fifth business day that is due Tenant fails to execute and payabledeliver the estoppel certificate. Notwithstanding Such fee shall be in addition to Landlord’s other remedies hereunder. Landlord shall use commercially reasonable efforts to secure for Tenant, within thirty (30) days after the foregoingfull execution and delivery of this Lease and Landlord’s receipt of a subordination, upon written request nondisturbance, and attornment agreement (“SNDA”) in the form attached hereto as Exhibit I executed by Tenant, a non-disturbance agreement from the holder of each Mortgage now encumbering the Building and/or the Land on the form of SNDA attached hereto as Exhibit I. If Landlord will does not obtain such an SNDA from the current Mortgage holder within such 30-day period, then as Tenant’s sole and exclusive remedy, Tenant shall have the right to terminate this Lease by providing written notice thereof to Landlord within five (5) business days after the expiration of such 30-day period. Notwithstanding anything herein to the contrary, if Landlord, obtains the SNDA signed by the Mortgage holder within fifteen (15) days after Landlord’s receipt of Tenant’s termination notice, then Tenant’s termination notice shall be null and void and this Lease shall continue in full force and effect. Notwithstanding anything contained in this Article 22 to the contrary, the subordination of this Lease to the lien of any Mortgage hereafter placed upon the Premises, the Building or the Land and Tenant’s agreement to attorn to the holder of any such Mortgage shall be conditioned upon Tenant’s receipt of a commercially reasonable SNDA protecting Tenant and its material rights under this Lease in the event of any future sale or foreclosure from such Mortgagee (it being agreed that an SNDA substantially similar in substance to the form attached hereto as Exhibit I is deemed to be commercially reasonable). Landlord shall use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement secure for Tenant an SNDA from Landlord’s then current Mortgagee the holder of each Mortgage hereafter encumbering the Building and/or the Land on such Mortgageeholder’s then current standard form of agreementSNDA. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any pay any
31. standard fee or review costs charged by the Mortgagee. Upon request holder of Landlordsuch Mortgage for issuance of its standard form SNDA, however, Tenant will execute the Mortgagee’s form of nonshall pay as additional rent under this Lease any additional actual, out-disturbance, subordination and attornment agreement and return the same to of-pocket costs (including attorneys’ fees that may be charged by such holder) incurred by Landlord for execution by the Mortgagee. in connection with Landlord’s failure efforts to obtain a non-disturbance, subordination and attornment agreement for secure such SNDA to the extent due to the fact that Tenant negotiated changes to such Mortgage holder’s standard form SNDA. Each party shall have no effect on bear the rights, obligations and liabilities cost of Landlord and Tenant or be considered to be a default by Landlord hereunderits own attorneys’ fees.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Any such attornment shall be made upon the condition that no such Mortgagee shall be (a) liable for any act or omission of any prior landlord (including, without limitation, the then defaulting landlord) except with respect to continuing defaults; or (b) subject to any defense or offsets (except as expressly set forth in this Lease) which Tenant may have against any prior landlord (including, without limitation, the then defaulting landlord); or (c) bound by any payment of Rent which Tenant might have paid for more than the current month to any prior landlord (including, without limitation, the then defaulting landlord); or (d) bound by any obligation to make any payment to Tenant which was required to be made by Landlord hereunder; or (e) bound by any obligation to perform any work or to make improvements to the Premises except for (i) repairs and maintenance pursuant to the provisions of this Lease, (ii) repairs to the Premises or any part thereof as a result of damage by fire or other casualty pursuant to Article 16, but only to the extent that such repairs can be reasonably made from the net proceeds of any insurance actually made available to such Mortgagee and (iii) repairs to the Premises as a result of a partial condemnation pursuant to Article 17, but only to the extent that such repairs can be reasonably made from the net proceeds of any award made available to such Mortgagee. The foregoing provisions governing attornment of Tenant to any successor to Landlord’s interest in this Lease shall be superseded by any attornment provisions contained in an SNDA with a Mortgagee. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding .
23.02 Landlord represents and warrants to Tenant that as of the foregoing, upon written request by Tenantdate hereof, Landlord will owns fee simple title to the Building and the Property and that on the date of this Lease, the only mortgage encumbering the Building and/or the Property is a mortgage (the “Current Mortgage”) with Midland Loan Services, a division of PNC Bank, National Association (the “Current Mortgagee”). Landlord shall use reasonable efforts to obtain a subordination, non-disturbance, subordination disturbance and attornment agreement (“SNDA”) from LandlordCurrent Mortgagee and any future mortgagee on a commercially reasonable form.
23.03 Notwithstanding the foregoing, in consideration of, and as an express condition precedent to, Tenant’s then current Mortgagee on such Mortgagee’s then current standard form agreement to permit its interest pursuant to this Lease to be subject and subordinate to the lien of agreement. “Reasonable efforts” of any future Mortgage (i.e., not the Current Mortgage), Landlord shall deliver to Tenant a subordination, non-disturbance and attornment agreement executed and delivered by such future Mortgagee (i.e., not require Landlord the Current Mortgagee), on a commercially-reasonable form acceptable to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute and such future Mortgagee, for the Mortgagee’s form benefit of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderTenant.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant A. Xxxxxx accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Building, the Property or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a Mortgagee or a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor the successor-in-interest, provided that such successor-in-interest agrees in writing not to Landlorddisturb Txxxxx’s interest in use or occupancy of the Premises consistent with this Lease. Lease and to assume the obligations of Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablehereunder. Notwithstanding the foregoing, upon written request by TenantTxxxxx, Landlord will use reasonable efforts to obtain a commercially reasonable non-disturbance, subordination and attornment agreement from LandlordLxxxxxxx’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant Txxxxx will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. LandlordLxxxxxxx’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
B. Within 10 days following any written request which Landlord may make from time to time, Tenant shall execute and deliver to Landlord or mortgagee or prospective mortgagee a sworn statement certifying: (a) the date of commencement of this Lease; (b) the fact that this Lease is unmodified and in full force and effect (or, if there have been modifications to this Lease, that this Lease is in full force and effect, as modified, and stating the date and nature of such modifications); (c) the date to which the rent and other sums payable under this Lease have been paid; (d) the fact that there are no current defaults under this Lease by either Landlord or Tenant except as specified in Tenant’s statement; and (e) such other matters as may be requested by Landlord. Landlord and Tenant intend that any statement delivered pursuant to this Section may be relied upon by any mortgagee, beneficiary or purchaser. Tenant irrevocably agrees that if Txxxxx fails to execute and deliver such certificate within such 10 day period Landlord or Landlord’s beneficiary or agent may execute and deliver such certificate on Tenant’s behalf, and that such certificate shall be fully binding on Tenant.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Section to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement for Tenant shall have no effect on may include other commercially reasonable provisions in favor of the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderMortgagee.
Appears in 1 contract
Samples: Lease Agreement (Giga Tronics Inc)
Subordination to Mortgages; Estoppel Certificate. A. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablesuccessor-in-interest. Notwithstanding the foregoingforegoing in this Section to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord to provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect on more than 1 month in advance or (ii) any amendment or modification of the rights, obligations and liabilities Lease made without the express written consent of Landlord and Tenant Mortgagee or be considered to be a default by Landlord hereunder.any successor-in-interest; (
Appears in 1 contract
Samples: Participation and Put Option Agreement (Inktomi Corp)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Buildings or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”"MORTGAGE"). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”"MORTGAGEE". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Landlord shall reimburse Tenant for such reasonable legal costs, if any, as Tenant may incur in complying with Landlord's request for an estoppel certificate for each such request for any estoppel certificate commencing on the third such request (and each additional request made by Landlord thereafter during the initial Term). As of the date of this Lease, there is no mortgage, deed of trust or ground lease currently encumbering the Premises, Buildings or the Property. Notwithstanding the foregoingforegoing in this Section to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsProperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant or be considered to be a default by Landlord hereundermight have against any prior landlord (including Landlord).
Appears in 1 contract
Samples: Office and Laboratory Lease Agreement (Combinatorx, Inc)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 days 5 Business Days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to provide any estoppel certificate within the 5 Business Day period specified above, and the continuation of such failure for a period of 5 days after Landlord delivers a second written notice requesting same, shall constitute a Time Sensitive Default under this Lease. Landlord shall use reasonable efforts, at Tenant’s costs, to obtain a nonLandlord’s Mortgagee’s then-disturbance, subordination and attornment current form of nondisturbance agreement for Tenant shall have no effect on the rights, obligations and liabilities benefit of Landlord and Tenant or be considered to be a default by Landlord hereunderTenant.
Appears in 1 contract
Samples: Office Lease (Varolii CORP)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “"Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. However, Tenant, without charge, shall attorn Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any successor Mortgage, and Tenant agrees upon demand to Landlord’s interest in execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. Landlord and Tenant shall each, within 10 days after receipt The terms of a written request from the other, execute and deliver a commercially reasonable estoppel certificate this Lease are subject to those parties as are reasonably requested approval by the other (including a Mortgagee or prospective purchaser). Without limitationLandlord's existing lender(s) and any lender(s) who, such estoppel certificate may include a certification as to at the status time of the execution of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts have committed or are considering committing to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur make a loan secured by all or any costportion of the Property, expense and such approval is a condition precedent to Landlord's obligations hereunder. In the event that Tenant should fail to execute any subordination or liability other agreement required by this Article promptly as requested, Tenant hereby irrevocably constitutes Landlord as its attorney-in-fact to obtain execute such agreementinstrument in Tenant's name, place and stead, it being agreed that Tenant such power is one coupled with an interest in Landlord and is accordingly irrevocable. If any person shall be responsible for any fee succeed to all or review costs charged by the Mortgagee. Upon request part of Landlord's interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, attorn to such successor-in-interest. Tenant agrees that it will from time to time upon request by Landlord and, within five (5) days of the date of such request, execute the Mortgagee’s and deliver to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form of non-disturbancecertifying that this Lease is unmodified and in full force and effect (or if there have been modifications, subordination and attornment agreement and return that the same is in full force and effect as so modified), stating the dates to which Rent and other charges payable under this Lease have been paid, stating that Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for is not in default hereunder (or if Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be alleges a default by stating the nature of such alleged default) and further stating such other matters as Landlord hereundershall reasonably require.
Appears in 1 contract
Samples: Standard Form Office Lease (Ritz Interactive, Inc.)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"); provided, however, that such subordination shall be expressly conditioned on Mortgagee agreeing in the form of a commercially reasonable non-disturbance agreement not to disturb Tenant under the Lease and to commit to fund the initial Tenant Allowance as set forth in EXHIBIT D with respect to the Premises, and as set forth in Section VII of EXHIBIT E with respect to the Expansion Space, if Landlord does not do so. The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-self- operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination and non-disturbance agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall may reasonably be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderrequested.
Appears in 1 contract
Samples: Office and Laboratory Lease Agreement (Viacell Inc)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. A. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute execute, within five (5) days after receipt of such request, a commercially reasonable subordination agreement in favor of the Mortgagee, provided such agreement meets the requirements for the SNDA (as detailed below). As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor the successor-in-interest. Notwithstanding anything foregoing to Landlord’s interest the contrary, with respect to the existing Mortgage, Tenant will execute a Subordination, Attornment and Non Disturbance Agreement ("SNDA") in this Lease. Landlord and the form attached hereto as EXHIBIT C. Tenant shall eachnot be obligated for any costs in connection with obtaining Mortgagee's signature on the SNDA. Said SNDA will be returned to Tenant following the execution thereof by Mortgagee. In addition, within 10 days after receipt of as a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as condition precedent to the status future subordination of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts be required to obtain a non-disturbance, subordination and attornment agreement SNDA in favor of Tenant from Landlord’s then current any future Mortgagee on such Mortgagee’s 's then current standard form of agreement. “Reasonable efforts” , provided such form contains substantially similar provisions as those set forth in EXHIBIT C or such other commercially reasonable changes to such future Mortgagee's form of Landlord shall SNDA, provided further that Tenant's rights and obligations under such form are not require Landlord to incur any cost, expense or liability to obtain materially different from those set forth in EXHIBIT C Upon agreement between Tenant and such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the future Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement such SNDA and return the same to Landlord the future Mortgagee for execution by execution. If Tenant and any future Mortgagee are unable to agree upon the terms and conditions of the SNDA, Tenant, upon request of such future Mortgagee. , agrees to enter into SNDA on the form attached hereto as EXHIBIT C. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement SNDA for Tenant from any future Mortgagee shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. If, however, Tenant is unwilling to enter into such SNDA on the form attached hereto as EXHIBIT C, such refusal shall be considered to be a default hereunder by Tenant, subject to the notice and cure provisions of Section XIX hereof, and Landlord shall have no further obligation to attempt to obtain a SNDA from such future Mortgagee.
B. Landlord and Tenant shall each, within 10 Business Days after receipt of a written request from the other, execute and deliver an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). The estoppel certificate shall include a statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the Lease that may reasonably be requested.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. A. Subject to the provisions of subsection B. below, Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor the successor-in-interest; provided that such successor-in-interest assumes Landlord's obligations under this Lease with respect to Landlord’s interest in this Leasethe period from and after the date attornment is required. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, Lease that may reasonably be requested.
B. Landlord hereby represents that the existence of any defaults and the amount of Rent that Building is due and payablenot currently encumbered by a Mortgage. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement in favor of Tenant from Landlord’s then current any future Mortgagee on such Mortgagee’s 's then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any costNotwithstanding the foregoing, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by have the right to attempt to negotiate commercially reasonable changes to such future Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.attornment
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. A. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Building, the Property or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to the successor-in-interest.
B. Within 10 days following any successor written request which Landlord may make from time to Landlord’s interest in time, Tenant shall execute and deliver to Landlord or mortgagee or prospective mortgagee a sworn statement certifying: (a) the date of commencement of this Lease; (b) the fact that this Lease is unmodified and in full force and effect (or, if there have been modifications to this Lease, that this Lease is in full force and effect, as modified, and stating the date and nature of such modifications); (c) the date to which the rent and other sums payable under this Lease have been paid; (d) the fact that there are no current defaults under this Lease by Tenant or, to Tenant’s knowledge, by Landlord, except as specified in Tenant’s statement; and (e) such other matters as may be requested by Landlord. Landlord and Tenant shall eachintend that any statement delivered pursuant to this Section may be relied upon by any mortgagee, within 10 days after receipt of a written request from the other, beneficiary or purchaser. Tenant irrevocably agrees that if Tenant fails to execute and deliver a commercially reasonable estoppel such certificate to those parties as are reasonably requested by the other (including a Mortgagee within such 10 day period Landlord or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee beneficiary or agent may execute and deliver such certificate on Tenant’s behalf, and that such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant certificate shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect fully binding on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderTenant.
Appears in 1 contract
Samples: Office Lease Agreement (GoPro, Inc.)
Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) } of trust, ground lease(s) leasc(s} or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively thereof(collectively referred to as a “"Mortgage”''); provided, however, so long as Tenant is not in Default, Tenant's rights under this Lease shall not be disturbed. The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-self operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestthe request of Landlord or any Mortgagee, Tenant, without charge, shall attorn attom to any successor to Landlord’s 's interest in this Lease.
23.02 Landlord agrees to use commercially reasonable efforts to deliver a subordination, non disturbance and attomment agreement ("SNDA") from the holder of any current or future Mortgage encumbering the Premises. Such SNDA shall be on terms acceptable to both Tenant and such Mortgagee, provided, however, that Tenant agrees to execute and deliver a commercially reasonable SNDA approved by such Mortgagee. Landlord shall have no liability, and this Lease shall not be affected in any way, in the event that Tenant and such Mortgagee do not execute a SNDA for any reason whatsoever, unless Landlord shall fail to use commercially reasonable efforts. Notwithstanding anything to the contrary contained in this Lease, the subordination of this Lease to the lien of any future Mortgage shall be conditioned on Tenant receiving (at Landlord's cost and expense except that Tenant shall eachpay its own legal fees and disbursements in connection therewith), a SNDA from the Mortgagee containing reasonable and customary terms. Until such time as a SNDA has been delivered to Tenant, this Lease shall not be subject or subordinate to the Mortgage.
23.03 Tenant shall within 10 IO days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (Landlord, including a Mortgagee or prospective purchaser)purchaser of the Building and/or Property. Without limitation, such estoppel certificate may include a certification as to the status of this LeaseLease (to the actual knowledge of the executing !000217655 ' 19 parties), the existence of any defaults (to the actual knowledge of the executing parties) and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
Appears in 1 contract
Samples: Sublease Agreement (Digimarc CORP)
Subordination to Mortgages; Estoppel Certificate. A. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor is subject to subsection B and subsection C below. In lieu of having the Mortgagee. As an alternativeMortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. successor-in-interest.
B. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such current Mortgagee’s then current standard 's form of agreement. “agreement attached hereto as EXHIBIT H. "Reasonable efforts” " of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement attached hereto as EXHIBIT H and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant from Landlord's current Mortgagee shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
C. Notwithstanding Section XXVI.A. above, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement in favor of Tenant from any future Mortgagee on such Mortgagee's then current standard form of agreement (which may contain substantially similar provisions as those set forth in EXHIBIT H). Notwithstanding the foregoing, Tenant shall have the right to attempt to negotiate commercially reasonable changes to such future Mortgagee's form of non-disturbance, subordination and attornment agreement. Upon agreement between Tenant and such future Mortgagee, Tenant will execute such non-disturbance, subordination and attornment agreement and return the same to the future Mortgagee for execution. If Tenant and any future Mortgagee are unable to agree upon the terms and conditions of the non-disturbance, subordination and attornment agreement, Tenant, upon request of such future Mortgagee, agrees to enter into a non-disturbance, subordination and attornment agreement on the form attached hereto as EXHIBIT H. Landlord's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant from any future Mortgagee shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder, provided that if such future Mortgagee is unwilling to enter into a non-disturbance, subordination and attornment agreement with Tenant (either on a negotiated form or the form attached hereto as EXHIBIT H), this Lease shall not be subordinated to the Mortgage held by the future Mortgagee. If, however, Tenant is unwilling to enter into such non-disturbance, subordination and attornment agreement on the form attached hereto as EXHIBIT H, such refusal shall be considered to be a default hereunder by Tenant and Landlord shall have no further obligation to attempt to obtain a non-disturbance, subordination and attornment from such future Mortgagee.
D. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver an estoppel certificate to those parties as are
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage. deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “"Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. As a condition to the subordination of this Lease to any future mortgagee, Landlord shall obtain and deliver to Tenant from any future Mortgagee a written subordination and non-disturbance agreement in recordable form substantially in the form of Exhibit I attached hereto (an "SNDA") providing that, so long as Tenant performs all of the terms, covenants and conditions of this Lease and agrees to attorn to the mortgagee, beneficiary of the deed of trust, purchaser at a foreclosure sale, prime lessor or fee owner, Tenant's rights under this Lease shall not be disturbed and shall remain in full force and effect for the Lease Term, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall eachnot be joined by the holder of any mortgage or deed of trust, at the holder's option, in any action or proceeding to foreclose thereunder. If a current Mortgage exists, Landlord will, within 10 thirty (30) days after receipt of a written request the full execution of this lease, deliver to Tenant an executed SNDA from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, holding such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderMortgage.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. 23.01 Subject to Tenant’s receipt of the NDA (as defined in Section 23.03 below), Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, Lease to the representing party’s actual knowledge as of the existence of any defaults and the amount of Rent that is due and payable. .
23.02 Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee (other than the Mortgagee existing on the date of this Lease) on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
23.03 Landlord hereby represents that there is, as of the date hereof other than a leasehold as created by that certain lease, executed by Pacific Lighting Properties, Inc., as Lessor and Tishman Westwood Corporation, as Lessee, as referenced in the document entitled “Memorandum of Lease”, which was recorded March 25, 1968 as Instrument No. 2898 in Book M-2809 Page 475, for the term and upon and subject to all the provisions contained in said document, in said lease, and in all amendments thereto, as Parcel 2, there are no ground or underlying leases covering the whole or any portion of the Property. Within five (5) Business Days following the full execution and delivery of this Lease by Landlord and Tenant, Landlord shall cause the fee owner of the Property to provide a commercially reasonable recognition, non-disturbance and attornment agreement in favor of Tenant in the form attached hereto as Exhibit M attached hereto (the “NDA”) and deliver the same to Tenant.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Premises or the Propertyany portion thereof, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to the successor-in-interest. At Tenant’s request, Landlord shall use reasonable efforts (without the obligation to incur expense or liability in connection with such efforts) to obtain a so-called non-disturbance agreement from any successor Mortgagee which agreement may be in the form customarily used by such Mortgagee or if no such form exists, in any commercially reasonable form, provided, however, that if, despite such reasonable efforts, Landlord is unable to Landlord’s interest in obtain such agreement, such failure shall not constitute a default by Landlord under this Lease. Landlord and Tenant shall eachshall, within 10 days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable estoppel certificate an Estoppel Certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may The Estoppel Certificate shall include a certification statement certifying that this Lease is unmodified (except as identified in the Estoppel Certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to Tenant’s knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall may reasonably be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderrequested.
Appears in 1 contract
Samples: Hospital Facility Lease Agreement
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease, provided, however, that the subordination of this Lease to any mortgage or ground lease entered into after the date of this Lease shall be upon the express condition that so long as Tenant is not in Default of the Lease beyond applicable notice and cure periods, Tenant’s possession and enjoyment of the Premises and Tenant’s rights under this Lease shall not be disturbed or interfered with in the event of a foreclosure of such mortgage or lease or the exercise of any rights thereunder. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults Defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. “"Reasonable efforts” " of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee up to an amount not to exceed $1,500.00 (the "SNDA Fee Cap"); provided, however, if Tenant requests material changes to such Mortgagee's standard form of non-disturbance, subordination and attornment agreement or if there are material negotiations related thereto and, as a result such Mortgagee's fee and/or review costs exceeds the SNDA Fee Cap, Tenant shall be liable for the entire fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. In addition to the foregoing, concurrent with its execution and delivery to Landlord of this Lease, Tenant shall execute and deliver to Landlord the Agreement of Subordination, Nondisturbance and Attornment attached hereto as Exhibit I (the "SNDA") with respect to the Ground Lease (as defined in the SNDA). Landlord shall make commercially reasonable efforts to provide to Tenant, or cause Teachers (as defined in the SNDA) to provide to Tenant, a fully executed SNDA within 60 days following the date Tenant delivers to Landlord the SNDA executed by Tenant.
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to the priority of any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon Upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable.
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Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). As of the date of this lease, there is no mortgage affecting the Property. The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 15 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. .
23.02 Notwithstanding the foregoingforegoing in this Section to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsProperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord).
23.03 As of Landlord and Tenant the date hereof there are no mortgages or be considered to be deeds of trust that constitute a default by Landlord hereunderlien or charge on the whole or any portion of the Property.
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. As of the date of this Lease, there is no mortgage upon the Premises, the Building and/or the Property.
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Samples: Office Lease Agreement (Magma Design Automation Inc)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this LeaseLease by virtue of the foreclosure of any Mortgage or transfer in lieu thereof; provided, however, that, unless otherwise agreed by Tenant in writing, Tenant shall not be required to so attorn to such successor unless such successor agrees to be bound by the obligations of the Landlord under this Lease which arise after such foreclosure or other transfer; provided further, however, that such successor shall not be required, as a condition to such attornment obligation of Tenant, to agree to be (a) bound by any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance; (b) liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit or letter of credit, except to the extent such security deposit or letter of credit has been received by such successor; or (c) subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any known defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Notwithstanding the foregoing in this Section 23 to the contrary, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement in favor of Tenant from any Mortgagee who comes into existence after the Commencement Date. Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and is not otherwise in Default under the Lease, its right to possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, the same amounts of time, after written notice to the Mortgagee, as the Landlord has hereunder to cure defaults of the Landlord, and may provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest (except for any amendment or modification that Landlord is required to enter into pursuant to the terms hereof); (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit or letter of credit, except to the extent such security deposit or letter of credit has been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord).
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Subordination to Mortgages; Estoppel Certificate. Subject to the provisions of this Article 25, Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee.” The subordination of this Lease to any Mortgage is expressly conditioned upon the execution and delivery by Mortgagee to Tenant of a subordination, non-disturbance and attornment agreement (“SNDA”) wherein (i) Mortgagee shall agree that it will not disturb Tenant’s possession of the Premises as long as Tenant is performing its obligations under this Lease, (ii) Tenant shall, without charge, attorn to the Mortgagee (or other successor-in-interest), and (iii) further providing that, in the event of a foreclosure sale or deed in lieu of foreclosure involving the Building, no purchaser at such sale, grantee of such deed, or immediate transferee from such purchaser or grantee shall be: (A) liable for any act, omission or default of Landlord; (B) subject to any offsets or defenses which Tenant might have against Landlord or subject to exercise of a right of termination by Tenant that matures prior to the date Mortgagee takes title; (C) liable for or bound by any Base Rent or Additional Rent which Tenant might have paid for more than the current month to Landlord; (D) liable for or obligated to cure any defaults of Landlord which occurred prior to the time that Mortgagee succeeded to the interest of Landlord under this Lease; (E) liable, bound or responsible for or with respect to the retention, application and/or return to Tenant of any security deposit paid to Landlord under this Lease, whether or not still held by Landlord, unless and until Mortgagee has actually received for its own account the full amount of such security deposit or cleaning deposit, (F) liable for or bound by any agreement of Landlord with respect to the completion of any improvements to the Property or Premises or for the payment or reimbursement to Tenant of any contribution to the cost of the completion of any such improvements; or (G) bound by any modification, amendment, surrender or termination of this Lease without the written consent of the Mortgagee at the time of execution thereof (other than any modification, amendment, surrender or termination that does not require Mortgagee’s consent under the applicable loan documents). This clause Tenant shall be self-operative, but upon request from a bear all costs charged or assessed by the Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor if any, for issuance of the MortgageeSNDA in accordance with the foregoing provisions. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall eachshall, within 10 calendar days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain provide any estoppel certificate within the 10 calendar day period specified above, and the continuation of such failure for a non-disturbanceperiod of 5 calendar days after Landlord delivers a second written notice requesting same, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be constitute a default by Landlord hereunderTime Sensitive Default under this Lease.
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Samples: Office Lease (Wells Mid-Horizon Value-Added Fund I LLC)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the PropertyComplex, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 ten (10) days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon Upon Tenant’s prior written request by Tenantrequest, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement shall request from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of subordination and non-disturbance agreement. “Reasonable efforts” of , provided that Landlord shall not require Landlord under no circumstances be liable for the failure or refusal of such Mortgagee to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by provide the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereundersame.
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage. deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “"Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. However, Tenant, without charge, shall attorn Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any successor Mortgage, and Tenant agrees upon demand to Landlord’s interest in execute such further instruments subordinating this Lease. , acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord and Tenant shall each, within 10 days after receipt may request The terms of a written request from the other, execute and deliver a commercially reasonable estoppel certificate this Lease are subject to those parties as are reasonably requested approval by the other (including a Mortgagee or prospective purchaser). Without limitationLandlord's existing lender(s) and any lender(s) who, such estoppel certificate may include a certification as to at the status time of the execution of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts have committed or are considering committing to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur make a loan secured by all or any costportion of the Property, expense and such approval is a condition precedent to Landlord's obligations hereunder. In the event that Tenant should fail to execute any subordination or liability other agreement required by this Article promptly as requested, Tenant hereby irrevocably constitutes Landlord as its attorney-in-fact to obtain execute such agreementinstrument in Tenant's name, place and stead, it being agreed that Tenant such power is one coupled with an interest in Landlord and is accordingly irrevocable. If any person shall be responsible for any fee succeed to all or review costs charged by the Mortgagee. Upon request part of Landlord's interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, attorn to such successor-in-interest. Tenant agrees that it will from time to time upon request by Landlord and, within five (5) days of the date of such request, execute the Mortgagee’s and deliver to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form of non-disturbancecertifying that this Lease is unmodified and in full force and effect (or if there have been modifications, subordination and attornment agreement and return that the same is in full force and effect as so modified), stating the dates to which Rent and other charges payable under this Lease have been paid, stating that Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for is not in default hereunder (or if Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be alleges a default by stating the nature of such alleged default) and further stating such other matters as Landlord hereundershall reasonably require.
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Article to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use shall be required to provide Tenant with a commercially reasonable efforts to obtain a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form who comes into existence after the Commencement Date. Landlord represents and warrants that, as of agreement. “Reasonable efforts” the date of Landlord shall this Lease, the Property is not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged encumbered by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderMortgage.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. 24.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestthe request of Landlord or any Mortgagee, Tenant, without charge, Tenant shall attorn to any successor to Landlord’s 's interest in this Lease. As of the date of this Lease, the Premises is not encumbered by a Mortgage. If the Premises should become subject to a Mortgage in the future, at Tenant's request and at Tenant's sole cost and expense, Landlord shall exercise commercially reasonable efforts to obtain a commercially reasonable subordination agreement from the Mortgagee that includes commercially reasonable and standard non-disturbance provisions in favor of Tenant. If a Mortgagee or any other person shall succeed to the rights of Landlord under this Lease, whether through possession or foreclosure action, or the delivery of a new lease or deed, then at the request of the successor landlord and upon such successor landlord's written agreement to accept Tenant's attornment and to recognize Tenant's interest under this Lease, Tenant shall eachbe deemed to have attorned to and recognized such successor landlord as Landlord under this Lease. The provisions of this Section 24.01 are self-operative and require no further instruments to give effect hereto. Tenant shall, within 10 ten (10) business days after receipt of a written request from the otherrequest, execute and deliver any instrument that such successor landlord may reasonably request (a) evidencing such attornment, (b) setting forth the terms and conditions of Tenant's tenancy, and (c) containing such other terms and conditions as may be reasonably required by such Mortgagee or Landlord, provided such terms and conditions do not increase the Rent, materially increase Tenant's non- Rent obligations or materially and adversely affect Tenant's rights under this Lease. Upon such attornment, this Lease shall continue in full force and effect as a commercially reasonable estoppel certificate direct lease between such successor landlord and Tenant upon all of the terms, conditions and covenants set forth in this Lease except that such successor landlord shall not be liable for or bound by any: (i) payment of an installment of Rent which may have been made more than thirty (30) days before the due date of such installment, (ii) act or omission or default of Landlord under the Lease, (iii) credits, claims, setoffs or defenses which Tenant may have against Landlord, (iv) obligation to those parties make any payment to Tenant which was required to be made prior to the time such successor landlord succeeded to Landlord's interest, (v) any obligation to perform any work or to make improvements to the Premises except for (A) repairs and maintenance required to be made by Landlord under this Lease, and (B) repairs to the Premises as are a result of damage by fire or other casualty, or partial condemnation, pursuant to the provisions of this Lease, but only to the extent 4073687.v10 that such repairs can reasonably requested be made from the net proceeds of any insurance or condemnation awards actually made available to such successor landlord; or (vi) bound by any modification, amendment or renewal of this Lease made without the consent of any Mortgagee of whom Tenant has been given notice, or (vii) obligated to return any security deposit (if any) not actually received by any successor landlord or Mortgagee.
24.02 Each party agrees at any time and from time to time, within ten (10) days after the other party's written request, to execute, acknowledge and delivery to the other party a written instrument certifying that this Lease is unmodified and in full force and effect (including a Mortgagee or if there have been modifications, that it is in full force and effect as modified and stating the modifications), and the dates to which Base Rent, Additional Rent, and other charges have been paid in advance, if any, and stating whether or not to the best knowledge of the party signing such certificate, the requesting party is in default in the performance of any covenant, agreement or condition contained in this Lease and, if so, specifying each such default of which the signer may have knowledge. It is intended that any such certification and statement delivered pursuant to this Section 24.02 may be relied upon by any prospective purchaser)purchaser of the Property or any mortgagee thereof or any assignee of Landlord's interest in this Lease or of any mortgage upon the fee of the Premises or any part thereof. Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults defaults, and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
Appears in 1 contract
Samples: Lease Agreement (Digimarc CORP)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable Mortgagee’s standard form subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall eachshall, within 10 ten (10) days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable subordination agreement and/or estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding Tenant acknowledges its obligation to pay an administration fee at a daily rate of $50.00 for each day that Tenant is late in providing any such subordination agreement or estoppel certificate (or a daily rate of $100.00 for both), commencing on the foregoing, upon eleventh (11th) day following Landlord’s request therefor. If Tenant has not provided any such subordination agreement or estoppel certificate within twenty (20) days following Landlord’s written request by therefor, Tenant hereby appoints Landlord as Tenant’s attorney-in-fact, which appointment is coupled with an interest, to execute, acknowledge and deliver any such subordination agreement or estoppel certificate for and on behalf of Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee without any liability on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” the part of Landlord shall not require Landlord to incur for the accuracy of any costinformation contained therein, expense or liability to obtain such agreement, it being agreed that and Tenant shall thereupon be responsible deemed to have acknowledged the accuracy of all information set forth therein for any fee or review costs charged by the Mortgagee. Upon request benefit of Landlord, Tenant will execute the any current or prospective Mortgagee’s form , or any prospective purchaser of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities any interest of Landlord and in the Building. However, if any such party is unwilling to rely on such subordination agreement or estoppel certificate from Landlord (or if Landlord is unwilling for any reason to execute such subordination agreement or estoppel certificate as attorney-in-fact for Tenant), the daily administration fee described herein shall continue until such time as Tenant has provided the subordination agreement or be considered to be a default by Landlord hereunderestoppel certificate as originally requested.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. 24.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestthe request of Landlord or any Mortgagee, Tenant, without charge, Tenant shall attorn to any successor to Landlord’s 's interest in this Lease. If a Mortgagee or any other person shall succeed to the rights of Landlord under this Lease, whether through possession or foreclosure action, or the delivery of a new lease or deed, then at the request of the successor landlord and upon such successor landlord's written agreement to accept Tenant's attornment and to recognize Tenant's interest under this Lease, Tenant shall be deemed to have attorned to and recognized such successor landlord as Landlord under this Lease. The provisions of this Section are self-operative and require no further instruments to give effect hereto. Tenant shall, within 10 days after written request, execute and deliver any instrument that such successor landlord may reasonably request (a) evidencing such attornment, (b) setting forth the terms and conditions of Tenant's tenancy, and (c) containing such other terms and conditions as may be required by such Mortgagee or Landlord, provided such terms and conditions do not increase the Rent, materially increase Tenant's non-Rent obligations or materially and adversely affect Tenant's rights under this Lease. Upon such attornment, this Lease shall continue in full force and effect as a direct lease between such successor landlord and Tenant upon all of the terms, conditions and covenants set forth in this Lease except that such successor landlord shall eachnot be liable for or bound by any: (i) payment of an installment of Rent which may have been made more than 30 days before the due date of such installment, (ii) act or omission or default of Landlord under the Lease, (iii) credits, claims, setoffs or defenses which Tenant may have against Landlord, (iv) obligation to make any payment to Tenant which was required to be made prior to the time such successor landlord succeeded to Landlord's interest, (v) any obligation to perform any work or to make improvements to the Premises except for (A) repairs and maintenance required to be made by Landlord under this Lease, and (B) repairs to the Premises as a result of damage by fire or other casualty, or partial condemnation, pursuant to the provisions of this Lease, but only to the extent that such repairs can reasonably be made from the net proceeds of any insurance or condemnation awards actually made available to such successor landlord; or (vi) bound by any modification, amendment or renewal of this Lease made without the consent of any Mortgagee of whom Tenant has been given notice, or (vii) obligated to return any security deposit (if any) not actually received by any successor landlord or Mortgagee.
24.02 Tenant shall within 10 days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (Landlord, including a Mortgagee or prospective purchaser)purchaser of the Building and/or Property. Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults defaults, and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
Appears in 1 contract
Samples: Lease Agreement (Summit Wireless Technologies, Inc.)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party ," and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “"Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. However, Tenant, without charge, shall attorn Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any successor Mortgage, and Tenant agrees upon demand to Landlord’s interest in execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. Landlord and Tenant shall each, within 10 days after receipt The terms of a written request from the other, execute and deliver a commercially reasonable estoppel certificate this Lease are subject to those parties as are reasonably requested approval by the other (including a Mortgagee or prospective purchaser). Without limitationLandlord's existing lender(s) and any lender(s) who, such estoppel certificate may include a certification as to at the status time of the execution of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts have committed or are considering committing to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur make a loan secured by all or any costportion of the Property, expense and such approval is a condition precedent to Landlord's obligations hereunder. In the event that Tenant should fail to execute any subordination or liability other agreement required by this Article promptly as requested, Tenant hereby irrevocably constitutes Landlord as its attorney-in-fact to obtain execute such agreementinstrument in Tenant's name, place and stead, it being agreed that Tenant such power is one coupled with an interest in Landlord and is accordingly irrevocable. If any person shall be responsible for any fee succeed to all. or review costs charged by the Mortgagee. Upon request part of Landlord's interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, attorn to such successor-in-interest. Tenant agrees that it will from time to time upon request by Landlord and, within five (5) days of the date of such request, execute the Mortgagee’s and deliver to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form of non-disturbancecertifying that this Lease is unmodified and in full force and effect (or if there have been modifications, subordination and attornment agreement and return that the same is in full force and effect as so modified), stating the dates to which Rent and other charges payable under this Lease have been paid, stating that Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for is not in default hereunder (or if Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be alleges a default by stating the nature of such alleged default) and further stating such other matters as Landlord hereundershall reasonably require.
Appears in 1 contract
Samples: Office Lease (Symbion Inc/Tn)
Subordination to Mortgages; Estoppel Certificate. 23.01. Landlord hereby represents to Tenant accepts that, as of the Effective Date, there are no Mortgages encumbering the Property. Notwithstanding anything in this Lease to the contrary, Tenant will agree this Lease is subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or and other lien(s) now existing or subsequently arising upon the Premises, the Building or the Property, Property and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The ) only if Landlord provides Tenant with a commercially reasonable non-disturbance, subordination, and attornment agreement (“SNDA”) in favor of Tenant from any party having the benefit of a Mortgage shall be referred to as a (“Mortgagee”). This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement Such SNDA in favor of Tenant shall provide that, so long as Tenant is paying the MortgageeRent due under the Lease and is not otherwise in default under the Lease beyond any applicable cure period, its right to possession and the other terms of the Lease, including, without limitation, Tenant’s rights to the Allowance, offsets expressly set forth herein and self-help or rights to cure expressly set forth herein, and rights under Articles 16 and 17, shall remain in full force and effect. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease.
23.02. Tenant and Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other Tenant or Landlord (including a Mortgagee or prospective purchaser), as applicable. Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of date to which Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderhas been paid.
Appears in 1 contract
Samples: Office Lease Agreement (Baxalta Inc)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, Premises or upon the Building or the Property, and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “"Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this Lease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. This clause shall be self-operative and no further instrument of subordination shall be required. However, Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any Mortgage, and Tenant agrees upon demand to execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. Upon requestThe terms of this Lease are subject to approval by the Landlord's existing lender(s) and any lender(s) who, Tenantat the time of the execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the Building or the underlying real estate and such approval is a condition precedent to Landlord's obligations hereunder. If any person shall succeed to all or part of Landlord's interest in the Premises, whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of Lease or otherwise, then if and as so requested or required by such successor-in-interest, Tenant shall, without charge, shall attorn to any successor such successor-in-interest. Tenant agrees that it will from time to Landlord’s interest in this Lease. time upon request by Landlord and Tenant shall eachand, within 10 ten (10) days after receipt of a written request from the otherdate of such request, execute and deliver a commercially reasonable to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to those parties which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default, stating the nature of such alleged default) and further stating such other matters as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderreasonably require.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this LeaseLease that assumes Landlord’s obligations hereunder, whether in writing or by operation of Law. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Section to the contrary, upon written request by as a condition precedent to Tenant’s agreement hereunder to subordinate this Lease to any future Mortgage, Landlord will use shall be required to provide Tenant with a commercially reasonable efforts to obtain subordination agreement in favor of Tenant from the Mortgagee thereunder.
23.02 For purposes of this Section 23, a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord be deemed to incur be commercially reasonable unless it provides that: (a) so long as Tenant is paying the Rent due under this Lease and is not otherwise in default under this Lease beyond any costapplicable cure period, expense its right to possession and the other terms of this Lease shall remain in full force and effect; (b) the Mortgagee shall have additional time (not to exceed 90 days) to cure defaults of Landlord; (c) neither the Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or liability other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of this Lease made without the express written consent of the Mortgagee or any successor-in-interest; and (d) neither the Mortgagee nor any successor-in-interest will be liable for any act or omission of any prior landlord (including Landlord) or subject to obtain such agreement, it being agreed any offset or defense that Tenant shall be responsible for might have against any fee or review costs charged prior landlord (including Landlord), except to the extent that any default by such prior landlord continues following the acquisition of such prior landlord’s interest hereunder by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of nonMortgagee or such successor-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a nonin-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be interest (other than a default by Landlord hereundersuch prior landlord of any obligation to pay or reimburse any funds to Tenant).
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”"MORTGAGE"). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”"MORTGAGEE". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to shall obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure Mortgagee's current form (except that Paragraph 8 has been added at the request of Tenant) is set forth on EXHIBIT K to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderthis Lease.
Appears in 1 contract
Samples: Office Lease Agreement (Insurance Auto Auctions Inc /Ca)
Subordination to Mortgages; Estoppel Certificate. Subject to the terms hereof, Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of operative only with respect to the existing Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party’s actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status Lease that may reasonably be requested. Notwithstanding anything foregoing to the contrary, as a condition precedent to the future subordination of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts be required to obtain a non-disturbance, subordination and attornment agreement in favor of Tenant from Landlord’s then current any future Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” , provided such form contains substantially similar provisions as those set forth in Exhibit F or such other commercially reasonable changes to such future Mortgagee’s form of Landlord shall non-disturbance, subordination and attornment agreement provided that Tenant’s rights and obligations under such form are not require Landlord to incur any cost, expense or liability to obtain materially different from those set forth in Exhibit F. Upon agreement between Tenant and such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the future Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of such non-disturbance, subordination and attornment agreement and return the same to Landlord the future Mortgagee for execution by execution. If Tenant and any future Mortgagee are unable to agree upon the terms and conditions of the non-disturbance, subordination and attornment agreement, Tenant, upon request of such future Mortgagee. , agrees to enter into a non-disturbance, subordination and attornment agreement on the form attached hereto as Exhibit F. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant from any future Mortgagee shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder, provided that if such future Mortgagee is unwilling to enter into a non-disturbance, subordination and attornment agreement with Tenant (either on a negotiated form or the form attached hereto as Exhibit F), this Lease shall not be subordinated to the Mortgage held by the future Mortgagee and the lien of such Mortgagee’s Mortgage shall be subject to this Lease. If, however, Tenant is unwilling to enter into such non-disturbance, subordination and attornment agreement on the form attached hereto as Exhibit F, such refusal shall be considered to be a default hereunder by Tenant, subject to the notice and cure provisions of Section XIX hereof, and Landlord shall have no further obligation to attempt to obtain a non-disturbance, subordination and attornment from such future Mortgagee.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, trust or ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The , provided that Landlord provides Tenant with a commercially reasonable subordination agreement executed by the party having the benefit of a the Mortgage shall be referred to as a (“Mortgagee”). This clause shall be self-operative, but upon Upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding Landlord represents and warrants to Tenant that, as of the foregoingdate hereof: (a) no Mortgage exists that has been executed by Landlord, upon and (b) to Landlord’s actual knowledge (without inquiry), no Mortgage otherwise exists.
23.02 For purposes of this Section 23, a subordination agreement shall not be deemed to be commercially reasonable unless it provides that: (a) so long as Tenant is paying the Rent due under the Lease and is not otherwise in default under the Lease beyond any applicable cure period, its right to possession and the other terms of the Lease shall remain in full force and effect; (b) the Mortgagee shall have additional time to cure defaults of Landlord (not to exceed 30 days for any monetary default or 90 days for any non-monetary default); (c) neither the Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of this Lease made without the express written request consent of the Mortgagee or any successor-in-interest; and (d) neither the Mortgagee nor any successor-in-interest will be liable for any act or omission of any prior landlord (including Landlord) or subject to any offset or defense that Tenant might have against any prior landlord (including Landlord), except to the extent that any default by such prior landlord continues following the acquisition of such prior landlord’s interest hereunder by the Mortgagee or such successor-in-interest (other than a default by such prior landlord of any obligation to pay or reimburse any funds to Tenant, Landlord will use reasonable efforts except to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on the extent such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged funds have been received by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder).
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Samples: Office Lease Agreement (Safeco Corp)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to Landlord’s interest in this Lease, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Leasesuch successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Section 23 to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsProperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord (c) neither Mortgagee nor any successor-in-interest shall be subject to any offset or defense which Tenant might have against any prior landlord (including Landlord) unless such offset or defense arises from a default under this Lease by such prior landlord and Tenant or be considered has provided Mortgagee with timely written notice and a reasonable opportunity to be a default by cure such default. Landlord hereunderrepresents and warrants to Tenant that, to Landlord’s knowledge, no Mortgage exists as of the date of this Lease.
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Subordination to Mortgages; Estoppel Certificate. 22.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 ten (10) days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults Defaults and the amount of Rent that is due and payable. Notwithstanding .
22.02 Within thirty (30) days after the foregoing, upon written request date that this Lease shall be executed and delivered by Tenantthe parties, Landlord will shall use reasonable efforts to obtain deliver to Tenant a subordination, non-disturbance, subordination disturbance and attornment agreement from Landlord’s then current the existing Mortgagee on of the Building substantially in such Mortgagee’s then current standard form of agreement. (an “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the MortgageeSNDA”). Landlord’s failure to obtain a non-disturbancesuch an SNDA for Tenant, subordination and attornment agreement for Tenant however, shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee, within 10 Business Days after delivery of such subordination agreement to Tenant. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use commercially reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. “"Reasonable efforts” " of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
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Samples: Office Lease Agreement (Lecg Corp)
Subordination to Mortgages; Estoppel Certificate. A. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “"Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this Lease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. This clause shall be self-operative and no further instrument of subordination shall be required. However, Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any Mortgage, and Tenant agrees upon demand to execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. Upon requestIf any person shall succeed to all or part of Landlord's interests in the Premises whether by purchase, Tenantforeclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, shall attorn to any successor such successor-in-interest. Tenant agrees that it will from time to Landlord’s interest in this Lease. time upon request by Landlord and Tenant shall eachand, within 10 ten (10) days after receipt of a written request from the otherdate of such request, execute and deliver a commercially reasonable to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to those parties which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default stating the nature of such alleged default) and further stating such other matters as are Landlord shall reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablerequire. Notwithstanding the foregoingterms of this Article XXX above, upon written request by Tenantthis Lease shall only be subject and subordinate to a ground or underlying lease or Mortgage now or hereafter placed against or affecting any or all of the Building, Premises or Property and to any renewals, modifications, consolidations, or extensions thereof, provided the Landlord will use reasonable efforts to obtain obtains a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee the holder thereof on such Mortgagee’s holder's then current standard form of agreement. “Reasonable efforts” Notwithstanding the foregoing, such standard form of agreement shall provide, among other things, that Tenant, upon paying the Base Rental and all of the Additional Base Rental and other charges herein provided for, and observing and complying with the covenants, agreements and conditions of this Lease on its part to be observed and complied with, shall lawfully and quietly hold, occupy and enjoy the Premises during the Lease Term, without hindrance or interference from anyone claiming by or through said Mortgagee or lessor and that said Mortgagee or lessor shall respect Tenant's rights under the Lease and, upon succeeding to Landlord's interest in the Building and Lease, shall observe and comply with all of Landlord's duties under the Lease from and after the date of such succession.
B. In the event the Tenant shall represent to Landlord, in writing, that an estoppel certificate from Landlord shall not require Landlord to incur any cost, expense or liability be necessary in order for Tenant to obtain such agreementfinancing for Tenant's operations or for Tenant to issue a public stock offering, it being agreed that or otherwise in connection with a third party transaction to be entered into by Tenant, then Landlord shall, no more than once in any given lease year, within ten (10) Business Days of written request from Tenant, execute and deliver to Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlordan estoppel certificate, Tenant will execute the Mortgagee’s in form of non-disturbance, subordination and attornment agreement and return the same substance reasonably acceptable to Landlord for execution by and Tenant, covering, as appropriate, substantially the Mortgagee. Landlord’s failure matters set forth in this Article XXX with respect to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered an estoppel certificate to be a default provided by Landlord hereunderTenant to Landlord.
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Samples: Office Lease (Trenwick Group Inc)
Subordination to Mortgages; Estoppel Certificate. Subject to the terms hereof, Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of operative only with respect to the existing Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status Lease that may reasonably be requested. Notwithstanding anything foregoing to the contrary, as a condition precedent to the future subordination of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts be required to obtain a non-disturbance, subordination and attornment agreement in favor of Tenant from Landlord’s then current any future Mortgagee on such Mortgagee’s 's then current standard form of agreement. “Reasonable efforts” , provided such form contains substantially similar provisions as those set forth in Exhibit F or such other commercially reasonable changes to such future Mortgagee's form of Landlord shall non-disturbance, subordination and attornment agreement provided that Tenant's rights and obligations under such form are not require Landlord to incur any cost, expense or liability to obtain materially different from those set forth in Exhibit F. Upon agreement between Tenant and such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the future Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of such non-disturbance, subordination and attornment agreement and return the same to Landlord the future Mortgagee for execution by execution. If Tenant and any future Mortgagee are unable to agree upon the terms and conditions of the non-disturbance, subordination and attornment agreement, Tenant, upon request of such future Mortgagee. , agrees to enter into a non-disturbance, subordination and attornment agreement on the form attached hereto as Exhibit F. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant from any future Mortgagee shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder, provided that if such future Mortgagee is unwilling to enter into a non-disturbance, subordination and attornment agreement with Tenant (either on a negotiated form or the form attached hereto as Exhibit F), this Lease shall not be subordinated to the Mortgage held by the future Mortgagee and the lien of such Mortgagee's Mortgage shall be subject to this Lease. If, however, Tenant is unwilling to enter into such non-disturbance, subordination and attornment agreement on the form attached hereto as Exhibit F, such refusal shall be considered to be a default hereunder by Tenant, subject to the notice and cure provisions of Section XIX hereof, and Landlord shall have no further obligation to attempt to obtain a non-disturbance, subordination and attornment from such future Mortgagee.
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Notwithstanding the foregoing in this Article to the contrary, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement in favor of Tenant from any Mortgagee who comes into existence after the Commencement Date. Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under this Lease and is not otherwise in default under this Lease beyond any applicable cure period, its right to possession and the other terms of this Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of this Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). Landlord represents to Tenant that, as of the date of this Lease, there is no Mortgage encumbering Landlord’s title to the Building. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablesuccessor-in-interest. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee mortgagee on such Mortgagee’s mortgagee's then current standard form of agreement. “"Reasonable efforts” " of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgageemortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s mortgagee's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgageemortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). The estoppel certificate shall include a statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the Lease that may reasonably be requested.
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Subordination to Mortgages; Estoppel Certificate. 23.1 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other similar lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. Landlord shall use commercially reasonable efforts to obtain a subordination, non-disturbance and attornment agreement from its existing Mortgagee on such Mortgagee’s commercially reasonable standard form and in recordable form within thirty (30) days following the full execution and delivery of this Lease by Landlord and Tenant and Tenant’s delivery of the Security Deposit. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the MortgageeMortgagee provided that such agreement contains commercially reasonable provisions for the recognition of Tenant as the tenant under this Lease and the non-disturbance of Tenant in its possession of the Premises under this Lease. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease provided that such successor and Tenant have entered into an agreement for such attornment that also contains commercially reasonable provisions for the recognition of Tenant as the tenant under this Lease and the non-disturbance of Tenant in its possession of the Premises under this Lease. Landlord and Tenant shall each, within 10 ten (10) days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults to such party’s knowledge and the amount of Rent that is due and payable. Notwithstanding .
23.2 With reference to any assignment by Landlord of its interest in this Lease and/or the foregoingRent payable hereunder, upon conditional in nature or otherwise, which assignment is made to or held by a Mortgagee, Landlord and Tenant agree: (a) that the execution thereof by Landlord and acceptance thereof by such Mortgagee shall never be deemed an assumption by such Mortgagee of any of the obligations of Landlord hereunder, unless such Mortgagee shall, by written request notice sent to Tenant or by written agreement with Tenant, Landlord will use reasonable efforts to obtain a non-disturbancespecifically otherwise elect; and (b) that, subordination and attornment agreement from except as aforesaid, such Mortgagee shall be treated as having assumed Landlord’s then current Mortgagee on obligations hereunder only upon foreclosure of such Mortgagee’s then current standard form Mortgage and the taking possession of agreement. “Reasonable efforts” the Premises after having given notice of its intention to succeed to the interest of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderunder this Lease.
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “Mortgage”). The party , and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “Mortgagee”. This clause shall be self-operative), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. However, Tenant, without charge, shall attorn Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any successor Mortgage, and Tenant agrees upon demand to execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request The terms of this Lease are subject to approval by the Landlord’s interest in this Lease. Landlord existing lender(s) and Tenant shall eachany lender(s) who, within 10 days after receipt at the time of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the existence of any defaults Property, and the amount of Rent that such approval is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts a condition precedent to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on obligations hereunder. In the event that Tenant should fail to execute any subordination or other agreement required by this Article promptly as requested, Tenant hereby irrevocably constitutes Landlord as its attorney-in-fact to execute such Mortgageeinstrument in Tenant’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any costname, expense or liability to obtain such agreementplace and stead, it being agreed that Tenant such power is one coupled with an interest in Landlord and is accordingly irrevocable. If any person shall be responsible for any fee succeed to all or review costs charged by the Mortgagee. Upon request part of Landlord’s interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, attorn to such successor-in-interest. Tenant agrees that it will from time to time upon request by Landlord and, within five (5) Business Days of the date of such request, execute the Mortgagee’s and deliver to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form of non-disturbancecertifying that this Lease is unmodified and in full force and effect (or if there have been modifications, subordination and attornment agreement and return that the same is in full force and effect as so modified), stating the dates to which Rent and other charges payable under this Lease have been paid, stating that Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for is not in default hereunder (or if Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be alleges a default by stating the nature of such alleged default) and further stating such other matters as Landlord hereundershall reasonably require.
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Samples: Office Lease Agreement (Correctional Services Corp)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party " and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “"Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgages may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. However, Tenant, without charge, shall attorn Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any successor Mortgage, and Tenant agrees upon demand to Landlord’s interest in execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. Landlord and Tenant shall each, within 10 days after receipt The terms of a written request from the other, execute and deliver a commercially reasonable estoppel certificate this Lease are subject to those parties as are reasonably requested approval by the other (including a Mortgagee or prospective purchaser). Without limitationLandlord's existing lender(s) and any lender(s) who, such estoppel certificate may include a certification as to at the status time of the execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the existence of any defaults Property, and the amount of Rent that such approval is due and payablea condition precedent to Landlord's obligations hereunder. Notwithstanding the foregoing, upon written request by Tenantas a condition precedent to the subordination of this Lease, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the rent' due under the Lease and return is not otherwise in default under the same Lease, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rental, Additional Base Rental, or other sum due hereunder for more than one (1) month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in- interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). In the event that Tenant shall have no effect on the rightsfail to execute any subordination or other agreement required by this Article within ten (10) days after request by Landlord, obligations and liabilities of Landlord and Tenant or following an additional five (6) day notice. such failure shall be considered to be an event of default by Tenant entitling Landlord to exercise its rights and remedies under Article XXIII of this Lease. if any person shall succeed to all or part of Landlord's interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, attorn to such successor-in-interest. Tenant agrees that it will from time to time upon request by Landlord and, within five (5) days of the date of such request, execute and deliver to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default by stating the nature of such alleged default) and further stating such other matters as Landlord hereundershall reasonably require.
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Samples: Office Lease (Information Management Associates Inc)
Subordination to Mortgages; Estoppel Certificate. Tenant Txxxxx accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the PropertyComplex, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable Mortgagee’s standard form subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, TenantTxxxxx, without charge, shall attorn to any successor to LandlordLxxxxxxx’s interest in this Lease. Landlord and Tenant shall eachshall, within 10 days ten (10) Business Days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable subordination agreement and/or estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding Tenant acknowledges its obligation to pay an administration fee at a daily rate of $50.00 for each day that Tenant is late in providing any such subordination agreement or estoppel certificate (or a daily rate of $100.00 for both), commencing on the foregoing, upon eleventh (11th) day following Lxxxxxxx’s request therefor. If Tenant has not provided any such subordination agreement or estoppel certificate within twenty (20) days following Txxxxx’s receipt of Landlord’s written request by therefor, Tenant hereby appoints Landlord as Txxxxx’s attorney-in-fact, which appointment is coupled with an interest, to execute, acknowledge and deliver any such subordination agreement or estoppel certificate for and on behalf of Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee without any liability on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” the part of Landlord shall not require Landlord to incur for the accuracy of any costinformation contained therein, expense or liability to obtain such agreement, it being agreed that and Tenant shall thereupon be responsible deemed to have acknowledged the accuracy of all information set forth therein for any fee or review costs charged by the Mortgagee. Upon request benefit of Landlord, Tenant will execute the any current or prospective Mortgagee’s form , or any prospective purchaser of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities any interest of Landlord and in the Building. However, if any such party is unwilling to rely on such subordination agreement or estoppel certificate from Landlord (or if Landlord is unwilling for any reason to execute such subordination agreement or estoppel certificate as attorney-in-fact for Tenant), the daily administration fee described herein shall continue until such time as Tenant has provided the subordination agreement or be considered to be a default by Landlord hereunderestoppel certificate as originally requested.
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Section to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement for Tenant shall have no effect may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the rights, obligations and liabilities Mortgagee to cure defaults of the Landlord and Tenant provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or be considered to be a default by Landlord hereunder.other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (
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Samples: Office Lease Agreement (Northern Empire Bancshares)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, Premises or upon the Building or the Property, and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “Mortgagee”. This clause shall be self-operative"Mortgage"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this Lease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. This clause shall be self-operative and no further instrument of subordination shall be required. However, Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any Mortgage, and Tenant agrees upon demand to execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. Upon requestThe terms of this Lease are subject to approval by the Landlord's existing lender(s) and any lender(s) who, Tenantat the time of the execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the Building or the underlying real estate and such approval is a condition precedent to Landlord's obligations hereunder. If any person shall succeed to all or part of Landlord's interest in the Premises, whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of Lease or otherwise, then if and as so requested or required by such successor-in-interest, Tenant shall, without charge, shall attorn to any successor such successor-in-interest. Tenant agrees that it will from time to Landlord’s interest in this Lease. time upon request by Landlord and Tenant shall eachand, within 10 ten (10) days after receipt of a written request from the otherdate of such request, execute and deliver a commercially reasonable to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to those parties which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default, stating the nature of such alleged default) and further stating such other matters as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderreasonably require.
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”"MORTGAGE"). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”"MORTGAGEE". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease, provided any successor-in-interest pursuant to a voluntary, third party transfer (but not as part of an involuntary transfer resulting from a foreclosure or deed in lieu thereof) shall have assumed Landlord's obligations under this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Section 23 to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in Default under the same Lease, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement for Tenant shall have no effect may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the rights, obligations and liabilities Mortgagee to cure defaults of the Landlord and Tenant provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or be considered to be a default by Landlord hereunder.other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). As of the date of this Lease, the Property is not encumbered with a Mortgage. The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party’s actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoingforegoing in this Article to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsProperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant or be considered to be a default by Landlord hereundermight have against any prior landlord (including Landlord).
Appears in 1 contract
Samples: Office Lease Agreement (Behringer Harvard Opportunity REIT I, Inc.)
Subordination to Mortgages; Estoppel Certificate. 22.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee (i) evidencing such attornment, (ii) setting forth the terms and conditions of Tenant’s tenancy, and (iii) containing such other terms and conditions as may be required by such Mortgagee, provided such terms and conditions do not increase the Rent, materially increase Tenant’s other obligations or materially and adversely affect Tenant’s rights under this Lease. Upon such attornment this Lease shall continue in full force and effect as a direct lease between such successor landlord and Tenant upon all of the terms, conditions and covenants set forth in this Lease except that such successor landlord shall not be: i) liable for any act or omission of Landlord (except to the extent such act or omission continues beyond the date when such successor landlord succeeds to Landlord’s interest and Tenant gives notice of such act or omission); (ii) subject to any defense, claim, counterclaim, set-off or offset which Tenant may have against Landlord; (iii) bound by any prepayment of more than one month’s Rent to any prior landlord; (iv) bound by any obligation to make any payment to Tenant which was required to be made prior to the time such successor landlord succeeded to Landlord’s interest; (v) bound by any obligation to perform any work or to make improvements to the Premises except for (x) repairs and maintenance required to be made by Landlord under this Lease, and (y) repairs to the Premises as a result of damage by fire or other casualty or a partial condemnation pursuant to the provisions of this Lease, but only to the extent that such repairs can reasonably be made from the net proceeds of any insurance or condemnation awards, respectively, actually made available to such successor landlord; (vi) bound by any modification, amendment or renewal of this Lease made without successor landlord’s consent; (vii) liable for the repayment of any security deposit or surrender of any letter of credit, unless and until such security deposit actually is paid or such letter of credit is actually delivered to such successor landlord; or (viii) liable for the payment of any unfunded tenant improvement allowance, refurbishment allowance or similar obligation. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request.
22.02 As long as any Mortgage exists, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall eachnot seek to terminate this Lease by reason of any act or omission of Landlord until (a) Tenant shall have given notice of such act or omission to all Mortgagees, and (b) a reasonable period of time shall have elapsed following the giving of notice of such default and the expiration of any applicable notice or grace periods (unless such act or omission is not capable of being remedied within a reasonable period of time), during which period such Mortgagees shall have the right, but not the obligation, to remedy such act or omission and thereafter diligently proceed to so remedy such act or omission. If any Mortgagee elects to remedy such act or omission of Landlord, Tenant shall not seek to terminate this Lease so long as such Mortgagee is proceeding with reasonable diligence to effect such remedy.
22.03 Tenant shall, within 10 seven (7) days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, deeds to secure debt, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 ten (10) days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding .
23.02 In the foregoingevent Mortgagee enforces it rights under the Mortgage, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such at Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord option, will attorn to Mortgagee or its successor; provided, however, that Mortgagee or its successor shall not require Landlord to incur be liable for or bound by (i) any costpayment of any Rent installment which may have been made more than thirty (30) days before the due date of such installment, expense (ii) any act or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee omission of or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderunder this Lease (but Mortgagee, or such successor, shall be subject to the continuing obligations of landlord under the Lease to the extent arising from and after such succession to the extent of Mortgagee’s, or such successor’s, interest in the Property), (iii) any credits, claims, setoffs or defenses which Tenant may have against Landlord or (iv) any obligation under this Lease to maintain a fitness facility at the Building, if any. Tenant, upon the reasonable request by Mortgagee or such successor in interest, shall execute and deliver an instrument or instruments confirming such attornment.
Appears in 1 contract
Samples: Office Lease Agreement (Clementia Pharmaceuticals Inc.)
Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, deeds to secure debt, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding .
23.02 In the foregoingevent Mortgagee enforces it rights under the Mortgage, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such at Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord option, will attorn to Mortgagee or its successor; provided, however, that Mortgagee or its successor shall not require Landlord to incur be liable for or bound by (i) any costpayment of any Rent installment which may have been made more than 30 days before the due date of such installment, expense (ii) any act or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee omission of or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderunder this Lease (but Mortgagee, or such successor, shall be subject to the continuing obligations of landlord under the Lease to the extent arising from and after such succession to the extent of Mortgagee’s, or such successor’s, interest in the Property), (iii) any credits, claims, setoffs or defenses which Tenant may have against Landlord prior to the date Mortgagee enforces its rights under the Mortgage, (iv) any modification or amendment to this Lease for which Mortgagee’s consent is required, but has not been obtained, under a Mortgage or (v) any obligation under this Lease to maintain a fitness facility at the Building, if any. Tenant, upon the reasonable request by Mortgagee or such successor in interest, shall execute and deliver an instrument or instruments confirming such attornment.
Appears in 1 contract
Samples: Office Lease Agreement (Clearside Biomedical, Inc.)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon request from Landlord or a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this LeaseLease that may reasonably be requested. Tenant’s failure to provide any estoppel certificate within the 10 day period specified above, the existence of any defaults and the amount continuation of Rent such failure for a period of 5 days after Landlord delivers a second written notice requesting same, shall be deemed to be Tenant’s acknowledgement that is due and payablethe items listed in the estoppel certificate are true. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). Landlord represents that Bank of America N.A. and Union Bank of California, as co-lenders, are the only Mortgagees (defined below) having a lien on the Property as of the date of execution of this Lease, and Landlord shall deliver to Tenant, in recordable form, a subordination, nondisturbance and attornment agreement from such Mortgagees in substantially the form of Exhibit F within thirty (30) days after execution of this Lease, and if such agreement is not so delivered Tenant shall have the right to terminate this Lease upon written notice given to Landlord within fifteen (15) days thereafter. The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee, including a subordination, non-disturbance and attornment agreement in the form of Exhibit F attached hereto. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall may reasonably be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderrequested.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). Landlord represents to Tenant that, as of the Effective Date, there is no Mortgage encumbering the Premises, the Building or the Project. The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 days Business Days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease that may reasonably be requested. Tenant’s failure to provide any estoppel certificate within the 10 Business Day period specified above, and the continuation of such failure for a period of 10 Business Days after Landlord delivers a second written notice requesting same, shall constitute a Time Sensitive Default under this Lease. Tenant shall, the existence within ten (10) Business Days after receipt of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingLandlord’s request, upon written request by deliver to Landlord Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard financial statements in form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same content reasonably satisfactory to Landlord for execution by the Mortgagee. Landlord’s failure and to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant any prospective purchaser or be considered to be a default by Landlord hereunderlender.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “"Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. However, Tenant, without charge, shall attorn Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any successor to Landlord’s interest in this Lease. Landlord Mortgage, and Tenant shall each, within 10 days after receipt of a written request from the other, agrees upon demand to execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of further instruments subordinating this Lease, acknowledging the existence subordination of this Lease or attorning to the holder of any defaults and the amount of Rent that is due and payablesuch Mortgage as Landlord may request. Notwithstanding the foregoing, any such subordination by Tenant shall be conditioned upon written request by Tenant, 's receipt from the Mortgagee of a nondisturbance agreement on terms reasonably acceptable to Tenant. Landlord will shall also use reasonable its commercially reasonably best efforts to obtain a non-disturbance, subordination and attornment agreement nondisturbance from Landlord’s then current any Mortgagee on the Property as of the date this Lease is signed, if any. In the event that Tenant should fail to execute any subordination or other agreement required by this Article promptly as requested, Tenant hereby irrevocably constitutes Landlord as its attorney-in-fact to execute such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any costinstrument in Tenant's name, expense or liability to obtain such agreementplace and stead, it being agreed that Tenant such power is one coupled with an interest in Landlord and is accordingly irrevocable. If any person shall be responsible for any fee succeed to all or review costs charged by the Mortgagee. Upon request part of Landlord's interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, attorn to such successor-in-interest. Tenant agrees that it will from time to time upon request by Landlord and, within five (5) days of the date of such request, execute the Mortgagee’s and deliver to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form of non-disturbancecertifying that this Lease is unmodified and in full force and effect (or if there have been modifications, subordination and attornment agreement and return that the same is in full force and effect as so modified), stating the dates to which Rent and other charges payable under this Lease have been paid, stating that Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for is not in default hereunder (or if Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be alleges a default by stating the nature of such alleged default) and further stating such other matters as Landlord hereundershall reasonably require.
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Landlord represents that, as of the date hereof, the Premises are not encumbered by a Mortgage. Notwithstanding the foregoingforegoing in this Article to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in Default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsProperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant or be considered to be a default by Landlord hereundermight have against any prior landlord (including Landlord).
Appears in 1 contract
Subordination to Mortgages; Estoppel Certificate. Landlord hereby represents that there are currently no mortgages on the Premises, the Building, or the Property. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “"Mortgage”"). The party having the benefit of a Mortgage shall be referred to as a “"Mortgagee”". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablesuccessor-in-interest. Notwithstanding the foregoing, with respect to any future mortgages upon the Building or the Property, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee mortgagee on such Mortgagee’s mortgagee's then current standard form of agreement. “"Reasonable efforts” " of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgageemortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s mortgagee's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgageemortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). The estoppel certificate shall include a statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the
Appears in 1 contract
Samples: Office Lease Agreement (Engage Inc)
Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord Lease and Tenant shall each, within 10 days after receipt of a written request from recognize such successor as lessor under this Lease without change in the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status provisions of this Lease, provided, however, if such succession shall be the existence result of Mortgagee’s enforcement of any defaults and remedy under the amount Mortgage or related documents, such successor shall not be liable for or bound by (a) any payment of an installment of Rent that is which may have been made more than 30 days before the due date of such installment, (b) any act or omission of or default by Landlord under this Lease (but the successor shall be subject to the continuing obligations of the landlord under this Lease to the extent arising from and payableafter such succession to the extent of such successor’s interest in the Property), (c) any credits, claims, setoffs or defenses which Tenant may have against Landlord, or (d) any obligation under this Lease to maintain a fitness facility at the Property. Upon the reasonable request of any successor to Landlord’s interest, Tenant shall execute and deliver an instrument or instruments confirming such attornment. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Landlord and Tenant shall each, within 10 Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable.
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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “"Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “"Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. However, Tenant, without charge, shall attorn Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any successor Mortgage, and Tenant agrees upon demand to Landlord’s interest in execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may reasonably request. Landlord and Tenant shall each, within 10 days after receipt The terms of a written request from the other, execute and deliver a commercially reasonable estoppel certificate this Lease are subject to those parties as are reasonably requested approval by the other (including a Mortgagee or prospective purchaser). Without limitationLandlord's existing lender(s) and any lender(s) who, such estoppel certificate may include a certification as to at the status time of the execution of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts have committed or are considering committing to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur make a loan secured by all or any costportion of the Property, expense or liability and such approval is a condition precedent to obtain such agreementLandlord's obligations hereunder, it being agreed in the event that Tenant shall be responsible for fail to execute any fee subordination or review costs charged other agreement required by the Mortgagee. Upon this Article within ten (10) days after request of by Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s such failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a an event of default by Tenant entitling Landlord hereunder.to exercise its rights and remedies under Article XXIII of this Lease. If any person shall succeed to all or part of Landlord's interests in the Premises whether
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Samples: Office Lease (Merrill Corp)
Subordination to Mortgages; Estoppel Certificate. Subject to Landlord’s delivery of an SNDA (defined below) for the benefit of Tenant as provided below, Tenant accepts this Lease subject and subordinate to the lien of any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to the lien of renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease, provided, however, that the subordination of this Lease to any mortgage or ground lease entered into after the date of this Lease shall be upon the express condition that so long as Tenant is not in Default of the Lease beyond applicable notice and cure periods, Tenant’s possession and enjoyment of the Premises and Tenant’s rights under this Lease shall not be disturbed or interfered with in the event of a foreclosure of such mortgage or lease or the exercise of any rights thereunder. Landlord and Tenant shall each, within 10 fifteen (15) days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults Defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement (an “SNDA”) from (i) Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement, a copy of which is attached hereto as Exhibit H, concurrently with the execution of this Lease and as a condition to Tenant’s obligations hereunder, and (ii) any future Mortgagee in a commercially reasonable form as a condition of Tenant’s subordination as contained herein. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement each such SNDA and return the same to Landlord for execution by the MortgageeMortgagee within fifteen (15) days after delivery thereof to Tenant. Landlord’s failure to obtain a non-disturbanceLandlord represents that (i) Yellow Brick Real Estate Capital I, subordination LLC holds the only Mortgage encumbering the Premises as of the date of this Lease (the “Existing Mortgage”), (ii) no default exists or has been threatened by Mortgagee under the Existing Mortgage, and attornment agreement for Tenant shall have no effect on (iii) the rightsmaturity date of the Existing Mortgage is August 16, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder2017.
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Samples: Office Lease Agreement (Zipcar Inc)