Subordination. This Lease is subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 3 contracts
Samples: Standard Office Lease (Alliance Bancshares California), Standard Office Lease (Entropic Communications Inc), Standard Office Lease (1st Pacific Bancorp)
Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Real Property and to the lien of any mortgages or trust deeds, now or hereafter in force against the Real Property, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord require in writing that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge covenants and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage such mortgage, or deed of trust if any ground or any deed in lieu thereofunderlying lease is terminated, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale sale, or deed in lieu thereof to the lessor of such ground or underlying lease, as the case may be, if so requested to do so by such purchaser or lessor and/or if required to do so pursuant to any SNDA executed by the Current Lender as defined in and pursuant to Section 18.2 below, and to recognize such purchaser or lessor as the lessor under this Lease; . Tenant shall, within five (5) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed underlying leases. Tenant hereby irrevocably authorizes Landlord to execute and deliver in the name of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultinstrument or instruments if Tenant fails to do so, provided that such authorization shall in no way relieve Tenant from the obligation of executing such instruments of subordination or superiority. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 3 contracts
Samples: Lease Agreement (Bridgepoint Education Inc), Lease Agreement (Bridgepoint Education Inc), Lease Agreement (Bridgepoint Education Inc)
Subordination. This Lease is subject and subordinate to all any ground or and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the property or the Project, including Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust Encumbrance ("Holder") shall advise Landlord require that they desire or require this Lease to be prior and superior thereto, upon within ten (10) days of written request of Landlord to Tenant, Tenant agrees to promptly shall execute, acknowledge have acknowledged and deliver any and all reasonable documents or instruments which Landlord or such lessor, holder or holders deem Holder deems necessary or desirable for purposes thereofsuch purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground Encumbrances which are now or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that so long as Landlord obtains from the lender Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or other party in question a written undertaking in favor upon the foreclosure of Tenant to any such mortgage or deed of trust the effect that such lender or other party will not disturb Holder shall recognize Tenant’s right of possession 's rights under this Lease if as long as Tenant is not then or thereafter in breach of any covenant or provision default and continues to pay the Rent and observe and perform all the provisions of this LeaseLease to be observed and performed by Tenant. Tenant agrees, within Within ten (10) days after Landlord’s 's written request thereforrequest, to execute, acknowledge and deliver upon request Tenant shall execute any and all documents or instruments requested required by Landlord or necessary or proper the Holder to assure the subordination of make this Lease subordinate to any lien of the Encumbrance so long as such mortgagesdocuments contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, deed of trust, or leasehold estates. Tenant hereby attorns and agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to any entity purchasing or otherwise acquiring the purchaser or Property at any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested other proceeding or pursuant to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies exercise of any notices of Landlord’s default other rights, powers or remedies under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleEncumbrance.
Appears in 3 contracts
Samples: Standard Single Tenant Lease Triple Net (Media Arts Group Inc), Standard Single Tenant Lease Triple Net (Media Arts Group Inc), Standard Single Tenant Lease Triple Net (Media Arts Group Inc)
Subordination. This Lease is subject to, and Tenant agrees to comply with, all matters of record affecting the Real Property. However, Landlord represents to Tenant that, as of the date of this Lease, no mortgage or deed of trust encumbers the Project. Subject to Tenant obtaining an SNDA (as defined below), this Lease is subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which hereafter affect the property or the ProjectReal Property, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all commercially reasonable documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a commercially reasonable written undertaking in favor of Tenant to the effect that that, among other things, such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten Lease (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estatesan “SNDA”). Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further commercially reasonable instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultdefault as provided in the SNDA. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Standard Office Lease, Standard Office Lease (Coinstar Inc)
Subordination. This Lease is and all rights of Tenant hereunder are subject and subordinate to all ground or underlying leasesany deeds of trust, mortgages or other instruments of security which do now or may hereafter cover the Building and deeds the Land or any interest of trust which affect Landlord therein, and to any and all advances made on the property or the Projectsecurity thereof, including and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any of such deeds of trust, mortgages or instruments of security. This provision is hereby declared by Landlord and Tenant to be self-operative and no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, if the lessor under upon demand at any such lease time or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly times execute, acknowledge and deliver to Landlord any and all documents or instruments which Landlord or such lessorand certificates that, holder or holders deem in the judgment of Landlord, may be necessary or desirable proper to confirm or evidence such subordination, and Tenant hereby irrevocably appoints Landlord as Tenant's agent and attorney-in-fact for purposes thereofthe purpose of executing, acknowledging and delivering any such instruments and certificates. Landlord However, notwithstanding the generality of the foregoing provisions of this Paragraph 33, Tenant agrees that any such mortgagee shall have the right at any time to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leasessuch deeds of trust, mortgages or deeds other instruments of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or security to be made thereunder and without regard to the time or character of this Lease on such advances, together with interest thereon terms and subject to all such conditions as such mortgagee may deem appropriate in its discretion. Tenant further covenants and agrees upon demand by Landlord's mortgagee at any time, before or after the terms and provisions thereof; providedinstitution of any proceedings for the foreclosure of any such deeds of trust, however, that Landlord obtains from the lender mortgages or other party in question a written undertaking in favor instruments of security, or sale of the Building pursuant to any such deeds of trust, mortgages or other instruments of security or voluntary sale, to attorn to such purchaser upon any such sale and to recognize and attorn to such purchaser as Landlord under this Lease. The agreement of Tenant to attorn upon demand of Landlord's mortgagee contained in the effect that immediately preceding sentence shall survive any such lender foreclosure sale or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Leasetrustee's sale. Tenant agrees, within ten (10) days after Landlord’s written request therefor, hereby agrees to execute, acknowledge and deliver upon request to Landlord's mortgagee any and all documents or instruments requested by Landlord or and certificates that in the judgment of Landlord's mortgagee may be necessary or proper to assure confirm or evidence such attornment, and Tenant hereby irrevocably appoints Landlord's mortgagee as Tenant's agent and attorney-in-fact for the subordination purpose of this Lease to executing, acknowledging and delivering any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser instruments and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or salecertificates.
Appears in 2 contracts
Samples: Lease Agreement (Hallmark Financial Services Inc), Sublease Agreement (Viewlocity Inc)
Subordination. This Lease is subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed deeds of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Office Lease (Thomas Weisel Partners Group, Inc.), Office Lease (Thomas Weisel Partners Group, Inc.)
Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Project and to the lien of any mortgages or trust deeds, now or hereafter in force against the Project and the Building, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord require in writing that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge covenants and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage such mortgage, or deed of trust if any ground or any deed in lieu thereofunderlying lease is terminated, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale sale, or deed in lieu thereof to the lessor of such ground or underlying lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease; . Tenant shall, within five (5) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed underlying leases. Tenant hereby irrevocably authorizes Landlord to execute and deliver in the name of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultinstrument or instruments if Tenant fails to do so, provided that such authorization shall in no way relieve Tenant from the obligation of executing such instruments of subordination or superiority. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Office Lease (Global Clean Energy Holdings, Inc.), Office Lease (Aries Ventures Inc)
Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Real Property and to the lien and terms of any mortgages or trust deeds, now or hereafter in force against the Real Property and the Building, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages require in writing that this Lease be superior thereto. In consideration of, and deeds as a condition precedent to, Tenant’s agreement to permit its interest pursuant to this Lease to be subordinated to any particular future ground or underlying lease of trust which affect the property Building or the ProjectReal Property or to the lien of any first mortgage or trust deed, including all hereafter enforced against the Building on the Real Property and to any renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements Landlord shall deliver to Tenant a commercially reasonable non-disturbance and extensions thereof; provided, however, if attornment agreement executed by the lessor Landlord under any such ground lease or underlying lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Leasedeed. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge covenants and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereofsuch mortgage, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as if so requested to do so by such purchaser purchaser, and to recognize such purchaser as the lessor under this Lease; . Tenant shall, within five ten (510) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed of trust beneficiary whose address has been provided underlying leases. Landlord represents and warrants to Tenant and Tenant shall provide such mortgagee or deed that as of trust beneficiary a commercially reasonable time after receipt the date of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and there are no mortgages, trust deeds or ground leases in force against the obligations of Real Property or the Tenant hereunder in the event of any foreclosure proceeding or saleBuilding.
Appears in 2 contracts
Samples: Office Lease (Spinal Elements Holdings, Inc.), Office Lease (Spinal Elements Holdings, Inc.)
Subordination. This Lease is and Tenant's interest and rights hereunder are and shall be subject and subordinate at all times to the lien of any mortgage, now existing or hereafter created on or against the Premises, and all ground or underlying leasesamendments, mortgages and deeds of trust which affect the property or the Projectrestatements, including all renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant agrees, if at the lessor under any such lease or election of the holder or holders of any such mortgage or deed mortgage, to attorn to any such holder. Tenant agrees upon demand to execute, acknowledge and deliver such instruments, confirming such subordination and such instruments of trust attornment as shall advise Landlord be requested by any such holder; provided that they desire or require this Lease such instruments include non-disturbance provisions whereby the mortgagee agrees that if there is no Event of Default and the mortgagee succeeds to be prior and superior thereto, upon written request the interest of Landlord by foreclosure of the mortgage, deed-in-lieu thereof of any other action or proceeding taken or instituted under or in connection with the mortgage, Tenant's rights and privileges under the Lease and its use, possession and enjoyment of the Premises demised by the Lease shall not be disturbed, interfered with or terminated by reason of such foreclosure, deed-in-lieu thereof or other action or proceeding, and the Lease shall remain in full force and effect as a direct indenture of lease between the mortgagee and Tenant. Tenant hereby appoints Landlord attorney in fact for Tenant irrevocably (such power of attorney being coupled with an interest) to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any such instrument and all documents instruments for and in the name of the Tenant and to cause any such instrument to be recorded. Notwithstanding the foregoing, any such holder may at any time subordinate its mortgage to this Lease, without Tenant's consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such mortgage without regard to their respective dates of execution, delivery or instruments which Landlord or recording and in that event such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right same rights with respect to cause this Lease as though this Lease had been executed prior to the execution, delivery and recording of such mortgage and had been assigned to such holder. The term "mortgage" whenever used in this Lease shall be and become and remain subject and subordinate deemed to any and all ground or underlying leases, mortgages or include deeds of trust which may hereafter be executed covering the Premisestrust, the Project or the property or security assignments and any renewalsother encumbrances, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard any reference to the time or character "holder" of such advances, together with interest thereon and subject a mortgage shall be deemed to all include the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question beneficiary under a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Subordination. This Lease is shall be subject and subordinate to all easement agreements and covenants, conditions and restrictions recorded against the land underlying the Building Complex, and, subject to the provisions in the immediately following sentence, to all present and future ground or underlying leases of the Real Property and to the lien of any mortgages or trust deeds, now or hereafter in force against the Real Property, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord require in writing that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant Xxxxxx’s agreement to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of subordinate this Lease to any future mortgage is conditioned on the holder of such mortgages, deed of trust, or leasehold estatesinterest entering into a commercially reasonable non-disturbance agreement with Tenant. Tenant covenants and agrees that in the event any proceedings are brought for the foreclosure of any such mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as if so requested to do so by such purchaser purchaser, and to recognize such purchaser as the lessor under this Lease; . Tenant shall, within five thirty (530) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultunderlying leases on the terms as set forth above. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.. Landlord shall, on or before the Lease Commencement Date, obtain from the current lender holding a lien on the Real Property as of the date hereof, an SNDA in favor of Tenant with respect to this Lease, in the form attached hereto as Exhibit F.
Appears in 2 contracts
Samples: Office Lease (Rocket Companies, Inc.), Office Lease (Rocket Companies, Inc.)
Subordination. This Lease is subject to, and Tenant agrees to comply with, all matters of record affecting the Real Property. This Lease is also subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the ProjectReal Property, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estatesestates (hereinafter, an “SNDA”). Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Standard Office Lease (Vital Therapies Inc), Standard Office Lease (Vital Therapies Inc)
Subordination. This Lease is subject (a) The indebtedness evidenced by the Series B Equipment Notes is, to the extent and subordinate to all ground or underlying leasesin the manner provided in this Indenture (as, mortgages and deeds of trust which affect in the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders case of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease new Series B Equipment Notes issued after the Closing Date pursuant to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statuteSections 2.02 and 2.11(b), rule or law which may give or purport be amended in connection with the issuance of such new Series B Equipment Notes), subordinate and subject in right of payment to give Tenant any right or election to terminate or otherwise adversely affect this Lease the prior payment in full of the Secured Obligations in respect of the Series A Equipment Notes, and the obligations Series B Equipment Notes are issued subject to such provisions. The indebtedness evidenced by the Series A Equipment Notes and the Series B Equipment Notes is, to the extent and in the manner provided in each Related Indenture, subordinate and subject in right of payment to the prior payment in full under such Related Indenture of the Tenant hereunder “Secured Obligations” in respect of the “Equipment Notes” issued under such Related Indenture, and the Series A Equipment Notes and the Series B Equipment Notes are issued subject to such provisions. By acceptance of its Equipment Notes of any Series, each Noteholder of such Series (i) agrees to and shall be bound by such provisions, (ii) authorizes and directs Loan Trustee or the Related Loan Trustee under the applicable Related Indenture, as appropriate, on such Noteholder’s behalf to take any action necessary or appropriate to effectuate the subordination as provided in this Indenture and the applicable Related Indenture and (iii) appoints Loan Trustee or the Related Loan Trustee under the applicable Related Indenture, as appropriate, as such Noteholder’s attorney-in-fact for such purpose.
(b) Company, Loan Trustee and, by acceptance of its Equipment Notes of any Series, each Noteholder of such Series, hereby agree that no payment or distribution shall be made on or in respect of the Secured Obligations, or the “Secured Obligations” under any Related Indenture, owed to such Noteholder of such Series, including any payment or distribution of cash, property or securities after the occurrence of any of the events referred to in Section 4.01(f) or after the commencement of any proceedings of the type referred to in Sections 4.01(g), (h) or (i), except, in each case, as expressly provided in Article III of this Indenture or Article III of the applicable Related Indenture, as appropriate.
(c) By the acceptance of its Equipment Notes of any Series, each Noteholder of such Series agrees that (i) if such Noteholder, in its capacity as a Noteholder, receives any payment or distribution on any Secured Obligations in respect of such Series that it is not entitled to receive under this Section 2.13 or Article III, it will hold any amount so received in trust for Loan Trustee and forthwith turn over such amount to Loan Trustee in the event form received to be applied as provided in Article III and (ii) if such Noteholder, in its capacity as a “Noteholder” under any Related Indenture, receives any payment or distribution on any “Secured Obligations” in respect of “Equipment Notes” of any foreclosure proceeding “Series” issued under such Related Indenture that it is not entitled to receive under Section 2.13 or saleArticle III of such Related Indenture, it will hold any amount so received in trust for the Related Loan Trustee under such Related Indenture and forthwith turn over such amount to such Related Loan Trustee under such Related Indenture in the form received to be applied as provided in Article III of such Related Indenture.
Appears in 2 contracts
Samples: Indenture and Security Agreement (Delta Air Lines Inc /De/), Indenture and Security Agreement (Delta Air Lines Inc /De/)
Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Real Property and to the lien of any mortgages or trust deeds, now or hereafter in force against the Real Property, the Complex and the Building, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord require in writing that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge covenants and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage such mortgage, or deed of trust if any ground or any deed in lieu thereofunderlying lease is terminated, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale sale, or deed in lieu thereof to the lessor of such ground or underlying lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease; . Tenant shall, within five (5) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed underlying leases; provided, such mortgagee, ground lessor or similar parties agree therein not to disturb Tenant's use, occupancy or quiet enjoyment of trust beneficiary whose address has been provided the Premises so long as Tenant is not in default (beyond applicable notice and cure periods, if any) of the terms and provisions of this Lease. Tenant hereby irrevocably authorizes Landlord to execute and deliver in the name of Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultinstrument or instruments if Tenant fails to do so, provided that such authorization shall in no way relieve Tenant from the obligation of executing such instruments of subordination or superiority. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Sublease Agreement (Biotime Inc), Office Lease (Avigen Inc \De)
Subordination. This Lease is shall be subject and subordinate to all present and future ground or underlying leases of the Building or Project and to the lien of any first mortgage or trust deed, now or hereafter in force against the Building or Project, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages and deeds require in writing that this Lease be superior thereto. Landlord agrees to provide Tenant, within sixty (60) days after written request by Tenant, with commercially reasonable nondisturbance agreements(s) in favor of Tenant from any ground lessors, mortgage holders or deed of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor beneficiaries under any such lease or the holder or holders of any such ground lease, mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, affecting the Project or any portion thereof leased by Tenant (whether now existing or coming into existence at any time after the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount date of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination execution of this Lease but prior to any such mortgagesthe expiration of the Lease Term) and in consideration of, deed and as a condition precedent to, Tenant's agreement to be bound by the terms of trust, or leasehold estatesthis Article 18. Tenant covenants and agrees that in the event any proceedings are brought for the foreclosure of any such mortgage or deed of trust or any deed in lieu thereof, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as if so requested to do so by such purchaser purchaser, and to recognize such purchaser as the lessor under this Lease; . Tenant shall, within five fifteen (515) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord or any mortgage holder or deed of trust beneficiary may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed of trust beneficiary whose address has been provided to Tenant underlying leases or other typical provisions contained in Subordination, Non-Disturbance and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultAttornment Agreements. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.. PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems]
Appears in 2 contracts
Samples: Office Lease (Peregrine Systems Inc), Office Lease (Peregrine Systems Inc)
Subordination. Section 22.01 This Lease is subject and subordinate to all ground or underlying leases, mortgages and any deeds of trust trust, mortgages, or other security instruments, and any other supplements or amendments thereto, which affect presently or may in the property future cover the Building and the Land or the Projectany interest of Landlord therein, including all and to any increases, renewals, modifications, consolidations, replacements replacements, and extensions thereof; providedof any of such deeds of trust, howevermortgages, if the lessor under any such lease or security instruments. Landlord agrees to use his best efforts to obtain for Tenant a "non-disturbance" agreement from the holder or holders beneficiary of any such mortgage or deed deeds of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leasestrust, mortgages or deeds of trust which other security instruments that in the future may hereafter be executed covering cover the Premises, Building and the Project or the property Land or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount interest of all advances made or Landlord therein. This provision is declared by Landlord and Tenant to be made thereunder self-operative and without regard no further instrument shall be required to the time or character of effect such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision subordination of this Lease. Tenant agreesshall, within ten (10) days after Landlord’s written request thereforhowever, to upon demand, execute, acknowledge acknowledge, and deliver upon request to Landlord any further instruments and certificates evidencing such subordination as Landlord may require. This Lease is further subject and subordinate to
(a) all documents ground or instruments requested by Landlord or necessary or proper to assure primary Leases in existence at the subordination of this Lease date hereof and to any supplements, modifications, and extensions thereof heretofore or hereafter made, and
(b) utility easements and agreements, covenants, restrictions, and other encumbrances which do not materially adversely effect Tenant's intended use of the Premises, both existing and future.
Section 22.02 Notwithstanding the generality of the foregoing provisions of Section 22.01 hereof, any such mortgagesmortgagee or ground or primary lessor shall have the right at any time to subordinate any such ground or primary Leases, deed deeds of trust, mortgages, or leasehold estatesother security instruments to this Lease on such terms and subject to such conditions as such mortgagee or ground or primary lessor may consider appropriate in its discretion. Tenant agrees that in At any time, before or after the event institution of any proceedings are brought for the foreclosure of any mortgage such deeds of trust, mortgages, or deed other security instruments or termination of trust any ground or primary Lease, or sale of the Building under any such deeds of trust, mortgages, or other security instruments or termination of any ground or primary Lease, Tenant shall attorn to such ground or primary lessor or such purchaser upon any such sale or the grantee under any deed in lieu thereof, to attorn to the of such foreclosure and shall recognize such ground or primary lessor or such purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof grantee as so requested to do so by such purchaser and to recognize such purchaser as the lessor Landlord under this Lease; . The agreement of Tenant shallto attorn contained in the immediately preceding sentence shall survive any such termination of any ground or primary Lease, within five (5) days foreclosure sale, trustee's sale, or conveyance in lieu thereof. Tenant shall upon demanded at any time, before or after request execute any such further termination, execute, acknowledge, and deliver to Landlord's mortgagee or ground or primary lessor any written instruments and certificates evidencing such attornment as Landlord's mortgagee or assurances as such purchaser ground or primary lessor may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or salerequire.
Appears in 2 contracts
Samples: Office Lease Agreement (Select Medical Holdings Corp), Office Lease Agreement (Select Medical Corp)
Subordination. (a) This Lease is and all rights of Tenant hereunder are and shall be subject and subordinate to all ground or underlying leasesany deeds of trust, mortgages or other instruments of security (“Security Instruments”), as well as to any ground leases or primary leases (“Master Leases”), that now or hereafter cover any of the Property or any interest of Landlord therein, and deeds of trust which affect to any and all advances made on the property or the Projectsecurity thereof, including and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; provided. Landlord hereby expressly reserves the right, at its option and declaration, to place Security Instruments and Master Leases on and against any of the Property or any interest of Landlord therein, superior in effect to this Lease and the estate created hereby. This clause shall be self-operative and no further instrument of subordination need be required, however, if upon Landlord’s request, or upon the lessor request of any holder (a “Holder”) under any such lease Security Instrument, or the holder or holders of any such mortgage or deed of trust lessor (a “Lessor”) under any Master Lease, Tenant shall advise Landlord that they desire or require execute promptly any instrument (including without limitation an amendment to this Lease to be prior that does not materially and superior thereto, upon written request of Landlord to adversely affect Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents ’s rights or duties under this Lease) or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right intended to cause subordinate this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure evidence the subordination of this Lease to any such mortgages, deed Security Instrument or Master Lease. Tenant hereby appoints Landlord Tenant’s attorney in fact to execute any such instrument for and on behalf of trustTenant.
(b) In the event of the enforcement by a Holder under any Security Instrument of the remedies provided for by law or by such Security Instrument, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of the termination of any foreclosure proceeding Master Lease, this Lease shall continue in full force and effect as a direct lease between such Holder or saleLessor and Tenant. Tenant will attorn to and automatically become the tenant of such successor in interest without change in the terms or other provisions of this Lease (Tenant hereby waiving any right Tenant may have to terminate this Lease or surrender possession of the Premises) and this Lease shall continue in full force and effect; provided, however, that such successor in interest shall not be bound by or liable for (i) any payment of Rent for more than one month in advance, (ii) any amendment or modification of this Lease made without the written consent of such Holder, Lessor or successor in interest, or (iii) any offset, claim or cause of action which Tenant may have against Landlord relating to the period which is prior to the time Tenant becomes the tenant of such successor in interest. Upon request by any Holder, Lessor or successor in interest to either, Tenant shall execute and deliver an instrument confirming this attornment herein provided for in reasonable form and substance reasonably satisfactory to Tenant and the lender concerned. Landlord shall use commercially reasonable efforts to obtain a subordination, non-disturbance and attornment agreement in favor of Tenant from Landlord’s current mortgage lender, and Landlord shall be solely responsible for any costs, expenses or fees payable to such lender, such lender’s legal counsel or Landlord’s legal counsel in connection therewith.
(c) Tenant agrees that any Holder or Lessor may at any time subordinate any rights which Holder or Lessor may hold to the rights of Tenant under this Lease, provided such Holder or Lessor shall provide a non-disturbance agreement in favor of Tenant, all in reasonable form and substance reasonably satisfactory to Tenant and the lender concerned.
Appears in 2 contracts
Samples: Office Building Lease Agreement (Vivint Solar, Inc.), Office Building Lease Agreement (Vivint Solar, Inc.)
Subordination. This Lease is and Tenant's interest and rights hereunder are and shall be subject and subordinate at all times to all ground the lien of any mortgage, now existing or underlying leases, mortgages and deeds of trust which affect hereafter created on or against the property Project or the ProjectPremises, including and all amendments, restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant agrees, if at the lessor under election of the holder of any such mortgage, to attorn to any such holder. Tenant agrees upon demand to execute, acknowledge and deliver such instruments, confirming such subordination and such instruments of attornment as shall be requested by any such holder. Tenant hereby appoints Landlord attorney in fact for Tenant irrevocably (such power of attorney being coupled with an interest) to execute, acknowledge and deliver any such instrument and instruments for and in the name of the Tenant and to cause any such instrument to be recorded. Notwithstanding the foregoing, any such holder may at any time subordinate its mortgage to this Lease, without Tenant's consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such mortgage without regard to their respective dates of execution, delivery or recording and in that event such holder shall have the same rights with respect to this Lease as though this Lease had been executed prior to the execution, delivery and recording of such mortgage and had been assigned to such holder. The term “mortgage” whenever used in this Lease shall be deemed to include deeds of trust, security assignments and any other encumbrances, and any reference to the “holder” of a mortgage shall be deemed to include the beneficiary under a deed of trust. Notwithstanding the foregoing paragraph, Tenant shall not be obligated to subordinate the Lease or its interest therein to any mortgage, deed of trust or ground lease on the Project or the Premises unless concurrently with such subordination the holder or holders of any such mortgage or deed of trust or the ground lessor under such ground lease upon commercially reasonable terms including, agreeing not to disturb Tenant's possession of the Premises under the terms of the Lease in the event such holder or ground lessor acquires title to the Premises through foreclosure, deed in lieu of foreclosure or otherwise. Landlord shall advise Landlord that they desire or require this Lease use reasonable commercial efforts to be prior and superior theretoobtain, upon written request of Landlord at no cost to Tenant, Tenant agrees to promptly execute, acknowledge and deliver a non-disturbance agreement from any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have ground lessor existing as of the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, Commencement Date for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor benefit of Tenant to in a commercially reasonable form within 20 days of the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision date of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Skechers Usa Inc), Lease Agreement (Skechers Usa Inc)
Subordination. This Lessee’s interest in this Facility Lease (with the exception of the provisions hereof regarding the application of proceeds with respect to Events of Loss or an Event of Total Loss) is subject and subordinate to the lien of any and all ground or underlying leases, mortgages and (which term “mortgages” shall include deeds of trust and similar security instruments) securing the obligations of the Lessor, which may now or hereafter encumber or otherwise affect the property Leased Facilities, or the ProjectLessor’s interest therein, including as well as any and all renewals, modificationsextensions, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease modifications or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions refinancings thereof; provided, however, that Landlord obtains from so long as the lender or other party Lessee is not in question a written undertaking in favor default of Tenant this Facility Lease (beyond all applicable periods given the Lessee to cure such default) and shall pay the effect that such lender or other party will Rent hereunder, and shall fully comply with and perform all the terms, covenants, conditions and provisions of the Facility Lease on the part of the Lessee hereunder to be complied with and performed, the mortgagee and its successors-in-interest shall not disturb TenantLessee’s right possession, occupancy and use of possession the Leased Facilities and the Lessee’s rights and privileges under this Lease if Tenant is not then Facility Lease, or thereafter any extension or renewal thereof which may be effected in breach of any covenant or provision accordance with the terms of this Facility Lease. Tenant agrees; and provided further, within ten (10) days after Landlord’s written request thereforthat in the event the mortgagee under any such mortgage shall require this Facility Lease to be superior and paramount to any such mortgage, Lessee agrees to execute, acknowledge and deliver upon request deliver, as directed by Lessor, any reasonable instruments required for such purpose. In furtherance of the foregoing, Lessee and all documents or instruments requested by Landlord or necessary or proper to assure any such mortgagee shall execute a consent and/or a subordination, nondisturbance and attornment agreement consistent with commercial standards, provided that such modifications do not conflict with the subordination terms and conditions of this Facility Lease to any such mortgages, deed of trustand do not diminish, or leasehold estates. Tenant agrees that require Lessee to waive, any of Lessee’s rights under this Facility Lease and provided further, if the Lessee and any mortgagee are not able to agree upon such modifications, the Lessee and such mortgagee shall be deemed to be bound by the terms contained in the event any proceedings are brought for the foreclosure first sentence of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleSection 20.1(a).
Appears in 2 contracts
Samples: Facility Lease Agreement (Mge Energy Inc), Facility Lease Agreement (Madison Gas & Electric Co)
Subordination. This Lease is subject and Tenant agrees that its rights hereunder are subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders lien of any such mortgage mortgage, ground lease, or deed any other method of trust shall advise Landlord that they desire financing or require this Lease refinancing now or hereafter placed against the Land and/or the Premises and/or any/or all of the Building now built or hereafter to be prior built on the Land by Landlord and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms renewals, replacements, modifications, consolidations and provisions extension thereof; provided, however, . This paragraph shall be self-operative and no further instrument of subordination shall be required. Tenant further agrees that Landlord obtains from the lender it will enter into and execute all documents which any such mortgagee or other party in question a written undertaking in favor of any ground lessor may reasonably request Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to enter into and execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the including a subordination of this Lease to any such mortgages, deed of trust, or leasehold estatesagreement. Tenant agrees that in the event any proceedings are brought for the foreclosure it will send copies of any mortgage or deed of trust or any deed in lieu thereofall notices to Landlord, to attorn Landlord's mortgagees or ground Lessors, provided that Tenant has been furnished with the name and address of such mortgagees or ground lessors, and further provided that Landlord or Landlord's mortgagee or ground lessor has requested Tenant to the purchaser or any successors thereto upon any send copies of such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornmentnotices. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease that Tenant will attorn to any mortgagee or deed ground lessor or purchaser at a foreclosure sale, if requested to do so. The Tenant further covenants and agrees that if by reason of trust beneficiary whose address has been provided a default under any underlying lease (*including an underlying lease through which the Landlord derives its leasehold estate in the Premises), such underlying lease and the leasehold estate of the Landlord in the Premises demises hereby is terminated, the Tenant will attorn to the then holder of the reversionary interest in the Premises demised by this Lease and will recognize such holder as the Tenant's Landlord under this Lease. The Tenant agrees to execute and Tenant shall provide such mortgagee deliver, at any time and from time to time, upon the request of the Landlord or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure the lessor under any such defaultunderlying lease any instrument which may be necessary or appropriate to evidence such attornment. The Tenant further waives the provisions provision of any current statute or future statute, rule of law now or law hereafter in effect which may give or purport to give the Tenant any right or of election to terminate or otherwise adversely affect this Lease and the obligations or to surrender possession of the Tenant hereunder premises demised hereby in the event any proceeding is brought by the lessor under any underlying lease to terminate the same. If a Mortgagee of any foreclosure proceeding Landlord's shall request reasonable modifications to this Lease, Tenant shall execute, acknowledge, and deliver to the Mortgagee an agreement, in form and substance satisfactory to the Mortgagee, evidencing such modifications, provided that such modifications do not increase Tenant's obligations under this Lease or salematerially adversely affect (a) the leasehold interest created by this Lease, or (b) Tenant's use and occupancy or the Leased Premises.
Appears in 2 contracts
Samples: Lease Agreement (Medical Makeover Corp of America), Lease Agreement (Medical Makeover Corp of America)
Subordination. This Lease is and Tenant's interest and rights hereunder are and shall be subject and subordinate at all times to all ground the lien of any first mortgage, now existing or underlying leases, mortgages and deeds of trust which affect hereafter created on or against the property Project or the ProjectPremises, including and all amendments, restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant agrees, if at the lessor under election of the holder of any such mortgage, to attorn to any such holder. Tenant agrees upon demand to execute, acknowledge and deliver such instruments, confirming such subordination and such instruments of attornment as shall be requested by any such holder. Tenant hereby appoints Landlord attorney in fact for Tenant irrevocably (such power of attorney being coupled with an interest) to execute, acknowledge and deliver any such instrument and instruments for and in the name of the Tenant and to cause any such instrument to be recorded. Notwithstanding the foregoing, any such holder may at any time subordinate its mortgage to this Lease, without Tenant's consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such mortgage without regard to their respective dates of execution, delivery or recording and in that event such holder shall have the same rights with respect to this Lease as though this Lease had been executed prior to the execution, delivery and recording of such mortgage and had been assigned to such holder. The term "mortgage" whenever used in this Lease shall be deemed to include deeds of trust, security assignments and any other encumbrances, and any reference to the "holder" of a mortgage shall be deemed to include the beneficiary under a deed of trust. Tenant shall not be obligated to subordinate the Lease or its interest therein to any future mortgage, deed of trust or ground lease or on the Project unless concurrently with such subordination the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this the ground lessor under such ground lease agrees not to disturb Tenant's possession of the Premises under the terms of the Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession assume Landlord's obligations under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for such holder or ground lessor acquires title to the foreclosure of any mortgage or deed of trust or any Premises through foreclosure, deed in lieu thereof, to attorn to the purchaser of foreclosure or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleotherwise.
Appears in 2 contracts
Samples: Lease Agreement (Celerity Group Inc), Lease Agreement (Celerity Group Inc)
Subordination. This Lease is subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and I all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Standard Office Lease, Standard Office Lease (Nexsan Corp)
Subordination. This Lease is subject and subordinate to all present and future ground leases of the Project and to the lien of any mortgages or underlying leasestrust deeds, mortgages and deeds of trust which affect the property now or hereafter in force against the Project, including if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character security of such advancesmortgages or trust deeds, together with interest thereon and subject to all unless the terms and provisions thereofholders of such mortgages or trust deeds, or the lessors under such ground lease, require in writing that this Lease be superior thereto; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant condition precedent to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, future ground or underlying lease or to the lien of any future mortgage or deed of trusttrust is that Landlord shall obtain for the benefit of Tenant a commercially reasonable subordination, non-disturbance and attornment agreement from the landlord or leasehold estateslender of such future instrument. Tenant covenants and agrees that in the event any proceedings are brought for the foreclosure of any mortgage such mortgage, or deed of trust or if any deed in lieu thereofground lease is terminated, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale sale, or deed in lieu thereof to the lessor of such ground lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease; . Tenant shall, within five ten (510) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultground leases. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale. Within sixty (60) days after the execution of this Lease (or as soon thereafter as reasonably possible), Landlord shall obtain a non-disturbance agreement from the holder of any pre-existing mortgage encumbering the Building in the form attached hereto as Exhibit E, which Xxxxxx agrees to promptly execute; provided, however, that Landlord agrees to use commercially reasonable efforts to cause such holder to include changes Tenant reasonably requests in such non-disturbance agreement.
Appears in 2 contracts
Samples: Sublease (CARGO Therapeutics, Inc.), Sublease (CARGO Therapeutics, Inc.)
Subordination. This Lease is subject and subordinate to all any ground or and underlying leases, mortgages and deeds of trust (collectively “Encumbrance”) which may now affect the property or the Project, including Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust Encumbrance (“Holder”) shall advise Landlord require that they desire or require this Lease to be prior and superior thereto, upon within ten (10) days of written request of Landlord to Tenant, Tenant agrees to promptly shall execute, acknowledge have acknowledged and deliver any and all reasonable documents or instruments which Landlord or such lessor, holder or holders deem Holder deems necessary or desirable for purposes thereofsuch purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground Encumbrances which are now or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions provision thereof; provided, however, that so long as Landlord obtains from the lender Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or other party in question a written undertaking in favor upon the foreclosure of Tenant to any such mortgage or deed of trust the effect that such lender or other party will not disturb Holder shall recognize Tenant’s right of possession rights under this Lease if as long as Tenant is not then or thereafter in breach of any covenant or provision default and continues to pay the Rent and observe and perform all the provisions of this LeaseLease to be observed and performed by Tenant. Tenant agrees, within Within ten (10) days after Landlord’s written request thereforrequest, to execute, acknowledge and deliver upon request Tenant shall execute any and all documents or instruments requested required by Landlord or necessary or proper the Holder to assure the subordination of make this Lease subordinate to any lien of the Encumbrance so long as such mortgagesdocuments contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this section, deed of trust, or leasehold estates. Tenant hereby attorns and agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to any entity purchasing or otherwise acquiring the purchaser or Property at any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested other proceeding or pursuant to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies exercise of any notices of Landlord’s default other rights, powers or remedies under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleEncumbrance.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Go Daddy Group, Inc.), Purchase and Sale Agreement (Go Daddy Group, Inc.)
Subordination. This Lease is subject and subordinate to all present and future ground leases of the Project and to the lien of any mortgages or underlying leasestrust deeds, mortgages and deeds of trust which affect the property now or hereafter in force against the Project, including if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character security of such advancesmortgages or trust deeds, together with interest thereon and subject to all unless the terms and provisions thereofholders of such mortgages or trust deeds, or the lessors under such ground lease, require in writing that this Lease be superior thereto; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant condition precedent to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, future ground or underlying lease or to the lien of any future mortgage or deed of trusttrust is that Landlord shall obtain for the benefit of Tenant a commercially reasonable subordination, non-disturbance and attornment agreement from the landlord or leasehold estateslender of such future instrument. Tenant covenants and agrees that in the event any proceedings are brought for the foreclosure of any mortgage such mortgage, or deed of trust or if any deed in lieu thereofground lease is terminated, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale sale, or deed in lieu thereof to the lessor of such ground lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease; . Tenant shall, within five ten (510) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultground leases. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale. Within sixty (60) days after the execution of this Lease, Landlord shall use its commercially reasonable efforts to obtain a non-disturbance agreement from the holder of any pre-existing mortgage encumbering the Building. In the event that Landlord is unable to provide the non-disturbance agreement within said sixty (60) days, then Tenant may at Tenant’s option, directly contact lender and attempt to negotiate for the execution and delivery of a non-disturbance agreement.
Appears in 2 contracts
Samples: Lease (Applied Molecular Transport Inc.), Lease (Applied Molecular Transport LLC)
Subordination. This (a) Landlord shall use commercially reasonable efforts to obtain a subordination, non-disturbance, and attornment agreement (“SNDA”) from its lender, in the form of Exhibit F attached hereto. Notwithstanding the foregoing, this Lease is subject and subordinate to all present and future ground or underlying leases of the Project and to the lien of any mortgages or trust deeds, now or hereafter in force against the Project and the Building, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord require in writing that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge covenants and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereofsuch mortgage, to attorn so long as Tenant has been offered a commercially reasonable SNDA on such entity’s standard form, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as if so requested to do so by such purchaser party, and to recognize such purchaser party as the lessor under this Lease. Tenant covenants and agrees that in the event of cancellation or termination of any ground lease or underlying lease in accordance with its terms or by surrender thereof, whether voluntary, involuntary or by operation of law, and provided that the lessor under any such ground lease or underlying lease has either approved this Lease in writing or notified Tenant in writing of its election to cause Tenant to attorn to it upon cancellation or termination of such ground lease or underlying lease, then this Lease shall not be cancelled or terminated as a result of the cancellation or termination of such ground lease or underlying lease, but Tenant shall make full and complete attornment to the lessor under any such ground lease or underlying lease for the balance of the term hereof with the same force and effect as though this Lease were originally made directly from the lessor under any such ground lease or underlying lease to Tenant. Following Tenant’s attornment to purchaser upon any foreclosure sale or any lessor under any ground lease or underlying lease as set forth above (a “Successor Landlord”), this Lease shall continue in full force and effect as a direct lease between Successor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in this Lease, except that the Successor Landlord shall not (a) be liable for any previous act or omission of Landlord under this Lease, except to the extent such act or omission shall constitute a continuing Landlord default hereunder; (b) be subject to any offset, not expressly provided for in this Lease; or (c) be bound by any previous modification of this Lease or by any previous prepayment of more than one (1) month’s Rent, unless such modification or prepayment shall have been expressly approved in writing by the Successor Landlord (or predecessor in interest). Tenant shall, within five ten (510) business days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee mortgages, trust deeds, ground leases or underlying leases and Tenant’s obligation to attorn to any holder of any mortgage or deed of trust beneficiary whose address has been provided or any lessor under any ground lease or underlying lease, subject to Tenant and Tenant shall provide such mortgagee or deed the provisions of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultthis Paragraph 32. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Lease Agreement (Cloudflare, Inc.), Lease Agreement (Cloudflare, Inc.)
Subordination. This Lease is shall be subject and subordinate to all present and future ground or underlying leases of the Building or Project and to the lien of any first mortgage or trust deed, now or hereafter in force against the Building or Project, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages and deeds require in writing that this Lease be superior thereto. Landlord agrees to provide Tenant, within sixty (60) days after written request by Tenant, with commercially reasonable nondisturbance agreements(s) in favor of Tenant from any ground lessors, mortgage holders or deed of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor beneficiaries under any such lease or the holder or holders of any such ground lease, mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, affecting the Project or any portion thereof leased by Tenant (whether now existing or coming into existence at any time after the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount date of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination execution of this Lease but prior to any such mortgagesthe expiration of the Lease Term) and in consideration of, deed and as a condition precedent to, Tenant's agreement to be bound by the terms of trust, or leasehold estatesthis Article 18. Tenant covenants and agrees that in the event any proceedings are brought for the foreclosure of any such mortgage or deed of trust or any deed in lieu thereof, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as if so requested to do so by such purchaser purchaser, and to recognize such purchaser as the lessor under this Lease; . Tenant shall, within five fifteen (515) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord or any mortgage holder or deed of trust beneficiary may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee underlying leases or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the other typical provisions of any current or future statutecontained in Subordination, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.Non-
Appears in 2 contracts
Samples: Office Lease (Peregrine Systems Inc), Office Lease (Peregrine Systems Inc)
Subordination. This Lease is subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s 's right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s 's written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s 's default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Standard Office Lease (Auriga Laboratories, Inc.), Standard Office Lease (Matchnet, Inc.)
Subordination. A. This Lease is and all of Tenant's rights hereunder are subject and subordinate to all (i) any ground or underlying leases(including operation) leases that now exist or may hereafter be placed on the Shopping Center or any part thereof, and (ii) any mortgages and or deeds of trust which affect or deeds to secure debt that now exist or may hereafter be placed upon the property Shopping Center or the Project, including interest under any ground or underlying leases and to any and all advances made thereunder and the interest thereon and to all renewals, replacements, amendments, modifications, consolidations, replacements consolidations and extensions thereof; providedof any of the foregoing. Tenant covenants and agrees that if any mortgagee of Landlord's interest in any underlying lease or any fee mortgagee succeeds to Landlord's interest under this Lease by foreclosure or otherwise, howeverTenant will, if requested, attorn to such mortgagee and will recognize such mortgagee as Tenant's landlord under this Lease. At the lessor under option of the landlord or any successor landlord thereunder, Tenant agrees that neither the cancellation nor termination of any ground or underlying lease to which this Lease is now or may hereafter become subject or subordinate, nor any foreclosure of a mortgage either affecting the fee title of the Premises or the ground or underlying lease, nor the institution of any suit, action, summary or other proceeding by the landlord or any successor landlord thereof, or any foreclosure proceeding brought by the holders of any such lease mortgage to recover possession of the leased property, shall by operation of law or otherwise result in the cancellation or termination of this Lease or the holder obligations of Tenant hereunder, and Tenant covenants and agrees to attorn to the landlord or holders to any successor to Landlord's interest in the Premises. Tenant shall execute and deliver in recordable form, whatever instruments maybe required to acknowledge or further effectuate the provisions of this Subsection, and in the event Tenant fails to do so within [***] days after demand in writing, such failure shall be deemed a material default hereunder. Any mortgagee or trustee under any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease deed to be prior and superior theretosecure debt, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver or the lessor under any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which lease may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, elect that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgagesshall have priority over its mortgage, deed of trust, deed to secure debt, or leasehold estateslease and upon notification of such election by such mortgagee, trustee or lessor to Tenant, this Lease shall be deemed to have priority over said mortgage, deed of trust, deed to secure debt, or ground or underlying lease whether this Lease is dated prior to or subsequent to the date of said mortgage, deed of trust, deed to secure debt, or lease. Tenant agrees that in If the event any proceedings are brought for the foreclosure holder of any mortgage or mortgage, deed of trust trust, deed to secure debt, or any deed in lieu thereofsecurity agreement shall forward to Tenant written notice of the existence of such lien or lease, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; then Tenant shall, within five (5) days after request execute such further instruments or assurances so long as such purchaser may reasonably deem necessary lien or lease continues, give to evidence such lienholder or confirm such attornment. Tenant agrees lessor the same notice and opportunity to provide copies of correct any notices of Landlord’s default as is required to be given to Landlord under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of but such notice within which of default may be given to cure Landlord and such lienholder or lessor concurrently.
B. If so requested by Tenant, Landlord shall use reasonable efforts to obtain non-disturbance and attornment agreements from any such default. Tenant waives the provisions of any current ground or future statute, rule underlying lessors or law which may give present or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.---------- *** confidential treatment requested
Appears in 2 contracts
Samples: Lease Agreement (Silicon Entertainment Inc /Ca/), Lease Agreement (Silicon Entertainment Inc /Ca/)
Subordination. This Lease is subject and subordinate to all ground or and underlying leases, mortgages and deeds of trust (collectively “Encumbrances”) which may now affect the property Premises, to any covenants, conditions or the Projectrestrictions of record, including and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord Encumbrance (“Holder”) require that they desire or require this Lease to be prior and superior thereto, upon within seven (7) days after written request of Landlord to Tenant, Tenant agrees to promptly shall execute, acknowledge have acknowledged and deliver any and all documents or instruments instruments, in the form presented to Tenant, which Landlord or such lessor, holder or holders deem Holder deems necessary or desirable for purposes thereofsuch purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground Encumbrances which are now or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property Premises or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, howeverprovided only, that Landlord obtains from as a condition to such subordination, in the lender event of termination of any such lease or other party upon the foreclosure of any such mortgage or deed of trust, Holder agrees in question a written undertaking in favor of Tenant writing to the effect that such lender or other party will not disturb recognize Tenant’s right of possession rights under this Lease if as long as Tenant is not then or thereafter in breach of any covenant or provision default and continues to pay Base Monthly Rent and additional rent and observes and performs all required provisions of this Lease. Tenant agrees, within Within ten (10) days after Landlord’s written request thereforrequest, to execute, acknowledge and deliver upon request Tenant shall execute any and all documents or instruments requested required by Landlord or necessary the Holder to make this Lease subordinate to any lien of the Encumbrance. If Tenant fails to do so, then in addition to such failure constituting a default by Tenant, it shall be deemed that this Lease is so subordinated to such Encumbrance. Notwithstanding anything to the contrary in this Section, Tenant hereby attorns and agrees to attorn to any entity purchasing or proper otherwise acquiring the Premises at any sale or other proceeding or pursuant to assure the subordination exercise of any other rights, powers or remedies under such encumbrance. Landlord shall cause the existing lender, Union Labor Life Insurance Company, to furnish to Tenant, within forty-five (45) days of the date of both parties’ execution of this Lease, with a written agreement providing for (i) recognition by the lender of all of the terms and conditions of this Lease; and (ii) continuation of this Lease to any such mortgages, deed upon foreclosure of trust, or leasehold estates. Tenant agrees that existing lender’s security interest in the Premises. In the event any proceedings are brought for that Landlord is unable to provide such agreement, Tenant’s sole remedy shall be termination of the foreclosure Lease, which election shall be made within fourteen (14) days following the expiration of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within forty-five (545) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleday period.
Appears in 2 contracts
Samples: Assignment and Assumption of Lease, Assignment and Assumption of Lease (Equinix Inc)
Subordination. This Lease is lease and all rights of Tenant hereunder are subject and subordinate to all any deeds of trust, mortgages or other instruments of security, as well as to any ground leases or underlying primary leases, mortgages that now or hereafter cover all or any part of the Building, the land situated beneath the Building or any interest of Landlord therein, and deeds of trust which affect to any and all advances made on the property or the Projectsecurity thereof, including and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any of such deeds of trust, mortgages, instruments of security or leases. This provision is hereby declared by Landlord and Tenant to be self-operative and no further instrument shall be required to effect such subordination of this lease. Tenant shall, however, if upon demand at any time or times execute, acknowledge and deliver to Landlord any and all instruments and certificates that in the lessor under judgment of Landlord or Landlord’s mortgagee may be necessary or proper to confirm or evidence such subordination. Notwithstanding the generality of the foregoing provisions of this Paragraph 11, Tenant agrees that any such mortgagee shall have the right at any time to subordinate any such deeds of trust, mortgages or other instruments of security to this lease on such terms and subject to such conditions as such mortgagee may deem appropriate in its discretion. Tenant further covenants and agrees upon demand by Landlord’s mortgagee at any time, before or after the holder or holders institution of any proceedings for the foreclosure of any such mortgage deeds of trust, mortgages or deed other instruments of trust security, or sale of the Building pursuant to any such deeds of trust, mortgages or other instruments of security, to attorn to such purchaser upon any such sale and to recognize such purchaser as Landlord under this lease. The agreement of Tenant to attorn upon demand of Landlord’s mortgagee contained in the immediately preceding sentence shall advise Landlord survive any such foreclosure sale or trustee’s sale. Tenant shall upon demand at any time or times, before or after any such foreclosure sale or trustee’s sale, execute, acknowledge and deliver to Landlord’s mortgagee any and all instruments and certificates that they desire in the judgment of Landlord’s mortgagee may be necessary or require this Lease proper to be prior confirm or evidence such attornment, and superior thereto, upon written request of Landlord Tenant hereby irrevocably authorizes Landlord’s mortgagee to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any such instruments and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb certificates on Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or salebehalf.
Appears in 2 contracts
Samples: Office Building Lease Agreement, Office Building Lease Agreement (Rackspace Inc)
Subordination. This Lease is subject to, and Tenant agrees to comply with, all matters of record affecting the Real Property; however, Landlord represents to Tenant that as of the date of this Lease, the Project is not encumbered by any mortgage or deed of trust. This Lease is also subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which may hereafter affect the property or the ProjectReal Property, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof, and provided further that as a condition precedent to Tenant’s obligation to be subordinate to future liens, Landlord obtains from the lender or other party in question an SNDA (as defined below). Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant (an “SNDA”) to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Standard Office Lease (loanDepot, Inc.), Standard Office Lease (loanDepot, Inc.)
Subordination. This Lease is subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s 's right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s 's written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five ten (510) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s 's default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Standard Office Lease (Procom Technology Inc), Standard Multi Tenant Industrial Lease (Patriot Scientific Corp)
Subordination. This Lease is subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect At the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request option of Landlord to Tenantbe expressed in writing from time to time, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to and the rights of Tenant hereunder are and shall be and become and remain subject and subordinate to any and all ground mortgages, trust deeds and charges (any of which are herein called "Mortgage" or underlying leases, mortgages "Mortgages") and any and all easements and rights of way (provided that the same do not materially adversely affect Tenant's access to or deeds use of trust which may hereafter be executed covering the Premises, ) ("Easements") on or in any way affecting the Premises or the Project or any part thereof now or in the property or any future, including all renewals, modificationsextensions, consolidations, modifications and replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this LeaseMortgages and Easements from time to time. Tenant agrees, within will at any time on ten (10) days after Landlord’s written days' Notice from Landlord or holder of a Mortgage attom to and become a tenant of the holder of any of such Mortgages or any party whose title to the Project is superior to that of Landlord upon the same terms and conditions as set forth herein. Tenant will execute promptly on request thereforby Landlord any certificates, agreements, instruments of postponement or attomment, or other such instruments or agreements as requested from time to execute, acknowledge and deliver upon request any time to postpone or subordinate this Lease and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease Tenant's rights hereunder to any of such mortgages, deed of trust, Mortgages or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage Easements or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease otherwise give full effect to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of this Article 15. Provided there is no Uncured Event of Default, and at Tenant's request and sole cost and expense, Landlord shall use commercially reasonable efforts to obtain from the holder of any current Mortgage, in respect of which Tenant has executed and delivered an instrument of postponement, subordination or future statuteattomment as required hereby, rule or law which may give or purport its agreement to give permit Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations continue in occupation of the Tenant hereunder Premises in accordance with and subject to the event terms of any foreclosure proceeding or salethis Lease.
Appears in 2 contracts
Samples: Multi Tenant Industrial Lease (Algae Dynamics Corp.), Multi Tenant Industrial Lease (Algae Dynamics Corp.)
Subordination. This Lease is subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord Tenant agrees that they desire or require this Lease to shall, at the option of ------------- Landlord, be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leasesmortgage, mortgages or deeds deed of trust or other instrument of security which has been or shall be placed on the Property and the Building, and this subordination is hereby made effective without any further act of Tenant or Landlord. Tenant shall, at any time hereinafter, on demand, execute any instruments, releases or other documents that may hereafter be executed covering the Premisesrequired by a mortgagee, the Project mortgagor, trustor or the property or beneficiary under any renewals, modifications, consolidations, replacements or extensions thereofdeed of trust, for the full amount purpose of all advances made subjecting or to be made thereunder and without regard subordinating this Lease to the time or character lien of any such advancesmortgage, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender deed of trust or other party in question instrument of security. If Tenant fails to execute and deliver any such documents or instruments, such failure shall, at Landlord's option, constitute a written undertaking in favor of default by Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Lease. Landlord agrees to use its best efforts to have any beneficiary, mortgagee, mortgagor or trustee execute a non-disturbance agreement providing that Tenant shall be allowed quiet enjoyment of the Premises so long as Tenant is not then or thereafter in breach of any covenant or provision default under the terms of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of If this Lease is or becomes subordinate to any such mortgagesencumbrance now of record or any encumbrance recorded after this date affecting the Premises, deed of trust, or leasehold estates. then Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the any purchaser at any foreclosure sale, or to any successors thereto upon grantee or transferee designated in any such foreclosure sale or deed given in lieu thereof as so requested to do so by of foreclosure. In such purchaser event, Tenant shall execute, at Landlord's or the lender's request, such recognition and to recognize such purchaser attornment agreement as the lessor under this Lease; Tenant shalllender, within five (5) days after request execute such further instruments or assurances as such purchaser at its option, may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or salerequire.
Appears in 2 contracts
Samples: Office Lease (Actuate Software Corp), Office Lease (Actuate Software Corp)
Subordination. This Lease is subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord that this lease shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground mortgages, now or underlying leases, mortgages or deeds of trust which may hereafter be executed covering encumbering the Premises, the Project or the property Complex or any renewals, modifications, consolidations, replacements part or extensions component thereof, for the full amount of and to all advances made or to upon the security thereof. This shall be made thereunder self-operative and without regard to no further instrument of subordination shall be required by any mortgagee. However, the time or character Tenant, upon request of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other any party in question interest shall execute promptly such instruments or certificates to carry out the intent hereof as shall be required by the Landlord. If Tenant does not execute and deliver such instruments within five (5) business days after receipt of a written undertaking in favor request by Landlord, Tenant hereby constitutes and appoints Landlord as its attorney-in-fact to execute and deliver the instruments on behalf of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agreesshall, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of or in the event of exercise of the power of sale under any mortgage made by the Landlord covering the demised premises or deed of trust in the Complex or any deed part thereof or to the Landlord certifying (if such be the case) that this lease is unmodified and is in lieu thereoffull force and effect (and if there has been modification, that the same is in full force and effect as modified and stating the modifications); that there are no defenses or offsets against the enforcement thereof or stating those claimed by the Tenant; and stating the day to attorn which rentals and other charges are paid. Such certificate shall also include such other information as may be reasonably required by mortgagee. Tenant shall, in the event any proceedings are brought for the foreclosure of or in the event of exercise of the power of sale under any mortgage made by the Landlord covering the demised premises, or in the event of a termination of any lease under which Landlord may hold title, attorney to the purchaser of the encumbered interest or any successors thereto upon any such foreclosure sale or deed in lieu thereof the Landlord as so requested to do so by such purchaser the case may be, and to recognize such purchaser person as the lessor Landlord under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornmentlease. Tenant agrees to provide copies that the institution of any notices suit, action or other proceeding by a mortgagee to realize on Landlord's interest in the Complex or as sale of Landlord’s default 's interest in the Complex pursuant to the powers granted to a mortgagee under its mortgage, shall not, by operation of law or otherwise, result in the cancellation or termination of this Lease to any mortgagee lease or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder hereunder. Landlord and Tenant agree that notwithstanding that this lease is expressly subject and subordinate to any mortgages, any mortgagee, its successors and assigns or other holder of a mortgage or a note secured thereby, may sell the Complex in the event manner provided in the mortgage and may, at the option of any foreclosure proceeding such mortgagee, his successor's and assigns or saleother holder of the mortgage or the note secured thereby make such sale of the complex subject to this lease.
Appears in 2 contracts
Samples: Business Lease (Amazon Herb Co), Business Lease (Amazon Herb Co)
Subordination. This Lease is subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that a condition precedent to such subordination shall be that Landlord obtains from the lender or other party in question a written undertaking commercially reasonable non-disturbance agreement in favor of Tenant Tenant. Subject to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. foregoing, Tenant agrees, within ten (10) business days after Landlord’s 's written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five ten (510) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s 's default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Standard Office Lease (Lindows Inc), Standard Office Lease (Lindows Inc)
Subordination. This Lease is subject and subordinate to all present and future ground leases of the Project and to the lien of any mortgages or underlying leasestrust deeds, mortgages and deeds of trust which affect the property now or hereafter in force against the Project, including if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character security of such advancesmortgages or trust deeds, together with interest thereon and subject to all unless the terms and provisions thereof; providedholders of such mortgages or trust deeds, howeveror the lessors under such ground lease, require in writing that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach be superior thereto; provided that the holder of any covenant or provision of this Leasesuch instruments has entered into a reasonably satisfactory non-disturbance agreement. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge covenants and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage such mortgage, or deed of trust or if any deed in lieu thereofground lease is terminated, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale sale, or deed in lieu thereof to the lessor of such ground lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease; . Tenant shall, within five ten (510) business days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, or deed ground leases. Tenant hereby irrevocably authorizes Landlord to execute and deliver in the name of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultinstrument or instruments if Tenant fails to do so, provided that such authorization shall in no way relieve Tenant from the obligation of executing such instruments of subordination or superiority. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale. Notwithstanding any of the foregoing provisions of this Article 18, Landlord shall endeavor to obtain for the benefit of Tenant, a subordination, non-disturbance and attornment agreement on commercially reasonable terms (an “SNDA”) from any person or entity holding a security interest in the Building as of the date of this Lease, and shall, as a condition to Tenant’s obligations hereunder, obtain for the benefit of Tenant, an SNDA from any person or entity that acquires a security interest in the Building after the date of this Lease.
Appears in 2 contracts
Samples: Lease Agreement (Harpoon Therapeutics, Inc.), Lease (Harpoon Therapeutics, Inc.)
Subordination. This Lease is subject and subordinate to all ground or underlying leases, leases and to all mortgages and and/or deeds of trust which may now or hereafter affect the property such leases or the Project, including Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided. This clause shall be self-operative and no further instrument of subordination shall be required by any mortgagee or trustee. In confirmation of such subordination, however, if Tenant shall execute promptly any certificate that the lessor under Landlord may request. Tenant hereby constitutes and appoints Landlord the Tenant's attorney-in-fact to execute any such lease certificate or certificates for an on behalf of Tenant. Notwithstanding the holder or holders of foregoing, the party secured by any such mortgage or deed of trust shall advise Landlord that they desire or require have the right to recognize this Lease to be prior and, in the event of any foreclosure sale under such deed of trust, or deed in lieu thereof, this Lease shall continue in full force and superior thereto, upon effect at the option of the party secured by such deed of trust or the purchaser under any such foreclosure sale; Tenant covenants and agrees that it shall at the written request of Landlord to Tenantthe party secured by any such deed of trust, Tenant agrees to promptly execute, acknowledge and deliver any instrument that has for its purpose and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, the lien of said deed of trusttrust and the attornment of the Tenant to such party. At the option of any landlord under any ground or underlying lease to which this Lease is now or may hereafter become subject or subordinate, or leasehold estates. Tenant agrees that neither the cancellation nor termination of such ground or underlying lease shall by operation of law or otherwise, result in the event any proceedings are brought for the foreclosure cancellation or termination of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder hereunder, and Tenant covenants and agrees to attorn to such landlord or to any successor to Landlord's interest in such ground or underlying lease and in that event, this Lease shall continue as a direct lease between Tenant herein and such landlord or its successor; and, in any case, such landlord or successor under such ground or underlying lease shall not be bound by any prepayment on the event part of Tenant of any foreclosure proceeding Rent for more than one month in advance, so that Rent shall be payable under this Lease in accordance with its terms, from the date of the termination of the ground or saleunderlying lease, as if such prepayment had not been made. Such landlord or successor under such ground or underlying lease shall not be bound by this Lease or any amendment or modification of this Lease unless, prior to the termination of such ground or underlying lease, a copy of this Lease or amendment or modification thereof, as the case may be, shall have been delivered to such landlord or successor.
Appears in 2 contracts
Samples: Lease Agreement (CVC Inc), Lease Agreement (CVC Inc)
Subordination. This (a) Subject to Landlords’ delivery to Tenant of a nondisturbance agreement acceptable to Tenant, Tenant covenants and agrees with Landlord that this Lease is subject and subordinate to any mortgage, deed of trust, ground lease and/or security agreement which may now or hereafter encumber the Project or any interest of Landlord therein, and to any advances made on the security thereof and to any and all ground or underlying leasesincreases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders . Subject to Landlords’ delivery to Tenant of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord a nondisturbance agreement acceptable to Tenant, „ Tenant agrees to promptly execute, acknowledge and deliver shall execute any and all documents appropriate certificate or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, instrument that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, may request within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments being requested by Landlord to do so. In the event of the enforcement by the ground lessor, the mortgagee, the trustee, the beneficiary or necessary the secured party (any such party being herein referred to as “Interest Holder”) under any such ground lease, mortgage, deed of trust or proper security agreement (such documents being referred to assure herein as “Mortgage Documents”) of the subordination remedies provided for by law or by such Mortgage Documents, Tenant, upon written request of the Interest Holder or any person or party succeeding to the interest of Landlord as a result of such enforcement, will attorn to and automatically become the tenant of such Interest Holder or successor in interest without any change in the terms or other provisions of this Lease; provided, however, that such Interest Holder or successor in interest shall not be bound by (i) any payment of Rent for more than one month in advance except prepayments in the nature of security for the performance by Tenant of its obligations under this Lease, or (ii) any amendment or modification of this Lease made without the written consent of such Interest Holder or such successor in interest. Upon request by such Interest Holder or successor in interest, whether before or after the enforcement of its remedies, Tenant shall execute and deliver an instrument or instruments confirming and evidencing the attornment herein set forth.
(b) Notwithstanding anything to the contrary set forth in Section 11.1(a), above, any Interest Holder may at any time subordinate its lien to this Lease in whole or in part, without any need to obtain Tenant’s consent, and without regard to their respective dates of execution, delivery or recordation. In that event, to the extent set forth in such mortgagesdocument, deed the Interest Holder shall have the same rights with respect to this Lease as would have existed if this Lease had been executed, and a memorandum thereof recorded, prior to the execution, delivery and recordation of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust trust. In confirmation of such subordination, however, Tenant shall execute any appropriate certificate or any deed in lieu thereof, to attorn to instrument that Landlord or the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so Interest Holder may request within ten (10) business days after being requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleso.
Appears in 2 contracts
Samples: Lease Agreement (Q2 Holdings, Inc.), Lease Agreement (Q2 Holdings, Inc.)
Subordination. This (a) Subject to any mortgagee’s or ground lessor’s election, as hereinafter provided for, this Lease is subject and subordinate in all respects to all matters of record (including, without limitation, deeds and land disposition agreements), ground or leases and/or underlying leases, mortgages and deeds all mortgages, any of trust which may now or hereafter be placed on or affect such leases and/or the real property of which the Premises are a part, or the Projectany part of such real property, including and/or Landlord’s interest or estate therein, and to each advance made and/or hereafter to be made under any such mortgages, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any thereof and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereofsubstitutions therefor; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach holder of any covenant or provision future mortgage shall enter into a subordination, non-disturbance and attornment agreement with Tenant which agreement shall be on such mortgagee’s then-current standard form, provided that the same is commercially reasonable. In confirmation of this Lease. such subordination, Tenant agrees, within ten (10) days after Landlord’s written request therefor, to shall execute, acknowledge and deliver promptly any certificate or instrument that Landlord and/or any mortgagee and/or lessor under any ground or underlying lease and/or their respective successors in interest may request. Notwithstanding the foregoing, upon Xxxxxx’s written request after the execution and delivery hereof, Xxxxxxxx agrees to use reasonable efforts to obtain. Tenant shall pay any charges (including reasonable legal fees) required by such mortgagee as a condition to entering into such agreement. Landlord hereby represents that, as of the Execution Date, there are no mortgages affecting the Building.
(b) Any such mortgagee or ground lessor may from time to time subordinate or revoke any such subordination of the mortgage or ground lease held by it to this Lease. Such subordination or revocation, as the case may be, shall be effected by written notice to Tenant and all documents by recording an instrument of subordination or instruments requested of such revocation, as the case may be, with the appropriate registry of deeds or land records and to be effective without any further act or deed on the part of Tenant. In confirmation of such subordination or of such revocation, as the case may be, Tenant shall execute, acknowledge and promptly deliver any certificate or instrument that Landlord, any mortgagee or ground lessor may request.
(c) Without limitation of any of the provisions of this Lease, if any ground lessor or mortgagee shall succeed to the interest of Landlord by reason of the exercise of its rights under such ground lease or mortgage (or the acceptance of voluntary conveyance in lieu thereof) or any third party (including, without limitation, any foreclosure purchaser or mortgage receiver) shall succeed to such interest by reason of any such exercise or the expiration or sooner termination of such ground lease, however caused, then such successor may, upon notice and request to Tenant (which, in the case of a ground lease, shall be within thirty (30) days after such expiration or sooner termination), succeed to the interest of Landlord under this Lease, provided, however, that such successor shall not: (i) be liable for any previous act or necessary omission of Landlord under this Lease; (ii) be subject to any offset, defense, or proper counterclaim which shall theretofore have accrued to assure the subordination Tenant against Landlord; (iii) have any obligation with respect to any security deposit unless it shall have been paid over or physically delivered to such successor; or (iv) be bound by any previous modification of this Lease or by any previous payment of Yearly Rent for a period greater than one (1) month, made without such ground lessor’s or mortgagee’s consent where such consent is required by applicable ground lease or mortgage documents. In the event of such succession to the interest of Landlord — and notwithstanding that any such mortgagesmortgage or ground lease may antedate this Lease — Tenant shall attorn to such successor and shall ipso facto be and become bound directly to such successor in interest to Landlord to perform and observe all Tenant’s obligations under this Lease without the necessity of the execution of any further instrument, deed of trust, provided that such ground lessor or leasehold estates. Tenant mortgagee agrees that provided Xxxxxx is not in default under the event terms of this Lease beyond all applicable notice and cure periods, it shall not disturb Tenant quiet enjoyment of the Premises. Nevertheless, Xxxxxx agrees at any proceedings are brought for time and from time to time during the foreclosure Term hereof to execute a suitable instrument in confirmation of Xxxxxx’s agreement to attorn, as aforesaid and the mortgagee’s agreement not to disturb Tenant’s occupancy.
(d) The term “mortgage(s)” as used in this Lease shall include any mortgage or deed of trust or any deed trust. The term “mortgagee(s)” as used in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to shall include any mortgagee or any trustee and beneficiary under a deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or receiver appointed under a mortgage or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaulttrust. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect The term “mortgagor(s)” as used in this Lease and the obligations shall include any mortgagor or any grantor under a deed of the Tenant hereunder in the event of any foreclosure proceeding or saletrust.
Appears in 2 contracts
Samples: Lease Agreement (CarGurus, Inc.), Lease Agreement (CarGurus, Inc.)
Subordination. This Lease is At the option of Landlord, this Lease, and all rights of Tenant hereunder, are and shall be subject and subordinate to all ground or underlying leases, overriding leases and underlying leases affecting the Building or the Project now or hereafter existing and each of the terms, covenants and conditions thereto (the “Superior Lease(s)”), and to all mortgages and or deeds of trust which may now or hereafter affect the property Building, the Property or any of such leases and each of the Projectterms, including covenants and conditions thereto (the “Superior Mortgage(s)”), whether or not such mortgages or deeds of trust shall also cover other lands, buildings or leases, to each and every advance made or hereafter to be made under such mortgages or deeds of trust, and to all renewals, modifications, consolidations, replacements and extensions thereof; providedof such leases and such mortgages or deeds of trust and spreaders and consolidations of such mortgages or deeds of trust. This Paragraph shall be self-operative and no further instrument of subordination shall be required. Tenant shall promptly execute, howeveracknowledge and deliver any reasonable instrument that Landlord, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease any of their respective successors in interest may reasonably request to be prior and superior thereto, upon written request of Landlord evidence such subordination; if Tenant fails to Tenant, Tenant agrees to promptly execute, acknowledge and or deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, instrument within ten (10) business days after Landlord’s written request therefor, Tenant hereby irrevocably constitutes and appoints Landlord as Tenant’s attorney-in-fact, coupled with an interest, to execute, acknowledge execute and deliver any such instrument for and on behalf of Tenant. As used herein the lessor of a Superior Lease or its successor in interest is herein called “Superior Lessor”; and the holder of a Superior Mortgage is herein called “Superior Mortgagee.” If any Superior Lessor or Superior Mortgagee shall succeed to the rights of Landlord under this Lease, whether through possession or foreclosure action or delivery of a new lease or deed (such party so succeeding to Landlord’s rights herein called “Successor Landlord”), then Tenant shall attorn to and recognize such Successor Landlord as Tenant’s landlord under this Lease (without the need for further agreement) and shall promptly execute and deliver any reasonable instrument that such Successor Landlord may reasonably request to evidence such attornment. This Lease shall continue in full force and effect as a direct lease between the Successor Landlord and Tenant upon request all of the terms, conditions and covenants as are set forth in this Lease, except that the Successor Landlord shall not (a) be liable for any and all documents previous act or instruments requested omission of Landlord under this Lease, except to the extent such act or omission shall constitute a continuing Landlord default hereunder; (b) be subject to any offset, not expressly provided for in this Lease; or (c) be bound by Landlord or necessary or proper to assure the subordination any previous modification of this Lease or by any previous prepayment of more than one month’s Base Rent, unless such modification or prepayment shall have been expressly approved in writing by the Successor Landlord (or predecessor in interest). Landlord represents and warrants to Tenant that as of the date of this Lease, there are no Superior Leases or Superior Mortgages encumbering all or any portion of the Premises. Notwithstanding the foregoing provisions of this Paragraph 31, if a Superior Lease or Superior Mortgage is hereafter placed against all or any portion of the Premises, Landlord shall use reasonable efforts to obtain an agreement from the holder thereof, whereby the holder of such mortgages, deed of trust, Superior Lease or leasehold estates. Tenant Superior Mortgage agrees that Tenant, upon paying the Base Rent and all of the Additional Rent 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 Term of this Lease (including any exercised renewal term), without hindrance or interference from anyone claiming by or through said Superior Mortgagee or Superior Lessor and that said Superior Mortgagee or Superior Lessor, upon succeeding to Landlord’s interest in the event any proceedings are brought for Premises and the foreclosure of any mortgage or deed of trust or any deed in lieu thereofLease, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser shall observe and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices comply with all of Landlord’s default duties under this Lease (subject to any mortgagee limitations and exclusions customarily required by Superior Lessors or deed of trust beneficiary whose address has been provided to Tenant and Superior Mortgagees). Tenant shall provide such mortgagee or deed bear all costs and expenses (including attorneys’ fees) of trust beneficiary a commercially reasonable time after receipt the holder of such notice within which to cure future Superior Lease or Superior Mortgage in connection with any such default. Tenant waives non-disturbance agreement for the provisions benefit of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleTenant.
Appears in 2 contracts
Samples: Warehouse/Industrial Lease Agreement, Warehouse/Industrial Lease Agreement (Corsair Components, Inc.)
Subordination. This Lease is subject to and Tenant agrees to comply with all matters of record affecting the Real Property. This Lease is also subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the ProjectReal Property, including as well as all renewals, modifications, . consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver deliver, within five (5) days, any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, . modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, . together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten five (105) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed deeds of trust, or leasehold estates. Tenant agrees that in the event if any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, . within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Standard Office Lease (Castle Biosciences Inc), Standard Office Lease (Castle Biosciences Inc)
Subordination. This Lease is shall be subject and subordinate to all easement agreements and covenants, conditions and restrictions recorded against the land underlying the Building, and to all present and future ground or underlying leases of the Real Property and to the lien of any mortgages or trust deeds, now or hereafter in force against the Real Property, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord require in writing that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question as a written undertaking in favor of Tenant condition to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed future ground leases and future mortgages and deeds of trust, Landlord shall obtain from any such first mortgagee or leasehold estatesground lessor a commercially reasonable form of non-disturbance agreement, which shall provide that so long as Tenant is in compliance with the terms of this Lease, Tenant shall not be disturbed by such first mortgagee or ground lessor. Tenant covenants and agrees that in the event any proceedings are brought for the foreclosure of any such mortgage or deed of trust or any deed in lieu thereof, to attorn attorn, without any deductions or set -offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as if so requested to do so by such purchaser purchaser, and to recognize such purchaser as the lessor under this Lease; . Tenant shall, within five (5) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultunderlying leases. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 2 contracts
Samples: Office Lease (Advanced Medical Optics Inc), Office Lease (Intralase Corp)
Subordination. This Lease is At the option of Landlord, this Lease, and all rights of Tenant hereunder, are and shall be subject and subordinate to all ground or underlying leases, overriding leases and underlying leases affecting the Building or the Project now or hereafter existing and each of the terms, covenants and conditions thereto (the “Superior Lease(s)”), and to all mortgages and or deeds of trust which may now or hereafter affect the property Building, the Project or any of such leases and each of the Projectterms, including covenants and conditions thereto (the “Superior Mortgage(s)”), whether or not such mortgages or deeds of trust shall also cover other land, buildings or leases, to each and every advance made or hereafter to be made under such mortgages or deeds of trust, and to all renewals, modifications, consolidations, replacements and extensions thereofof such leases and such mortgages or deeds of trust and spreaders and consolidations of such mortgages or deeds of trust. The lessor under a Superior Lease or its successor in interest is herein called “Superior Lessor”; providedand the holder of a Superior Mortgage is herein called “Superior Mortgagee.” This Paragraph shall be self-operative and no further instrument of subordination shall be required. Within ten (10) business days after request therefore, howeverTenant shall execute, if acknowledge and deliver any reasonable instrument that Landlord, the lessor under any such lease or the holder or holders of any such mortgage or deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. If any Superior Lessor or Superior Mortgagee shall advise succeed to the rights of Landlord that they desire under this Lease, whether through possession or require foreclosure action or delivery of a new lease or deed (such party so succeeding to Landlord’s rights herein called “Successor Landlord”), then at the election of such Successor Landlord, Tenant shall attorn to and recognize such Successor Landlord as Tenant’s landlord under this Lease to be prior (without the need for further agreement) and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to shall promptly execute, acknowledge execute and deliver any reasonable instrument that such Successor Landlord may request to evidence such attornment. In such event, this Lease shall continue in full force and effect as a direct lease between the Successor Landlord and Tenant upon all documents or instruments which Landlord or such lessorof the terms, holder or holders deem necessary or desirable for purposes thereof. conditions and covenants set forth in this Lease, except that the Successor Landlord shall have not (a) be liable for any previous act or omission of Landlord under this Lease, except to the right extent such act or omission shall constitute a continuing Landlord default hereunder; (b) be subject to cause any offset, not expressly provided for in this Lease; (c) be bound by any previous modification of this Lease to or by any previous prepayment of more than one month’s Base Rent, unless such modification or prepayment shall have been expressly approved in writing by the Successor Landlord (or predecessor in interest); or (d) be liable or responsible for the retention, application or return of the Security Deposit, unless and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for until Successor Landlord actually receives the full amount of all advances made the Security Deposit for its own account. Landlord represents and warrants that, as of the Lease Date, there are no Superior Leases or to be made thereunder and without regard to Superior Mortgages affecting the time Building or character of such advances, together with interest thereon and subject to all the terms and Project. Notwithstanding the foregoing provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agreesParagraph 31, within ten (10) days after Landlord’s written request thereforif a Superior Lease or Superior Mortgage is hereafter placed against or affecting any or all of the Building or the Premises or any or all of the Building and improvements now or at any time hereafter constituting a part of or adjoining the Building, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, Superior Lease or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant Superior Mortgage shall provide such mortgagee or deed of trust beneficiary be conditioned on a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or salenon-disturbance agreement.
Appears in 2 contracts
Samples: Lease Agreement (10x Genomics, Inc.), Lease Agreement (10X Genomics, Inc.)
Subordination. (a) This Lease is and all rights of Tenant hereunder are ------------- subject and subordinate to all ground or underlying leasesany deeds of trust, mortgages or other instruments of security which do now or may hereafter cover the Building and deeds the Land or any interest of trust which affect Landlord therein, and to any and all advances made on the property or the Projectsecurity thereof, including and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any of such deeds of trust, mortgages or instruments of security. This provision is hereby declared by Landlord and Tenant to be self-operative and no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, if the lessor under upon demand at any such lease time or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly times execute, acknowledge and deliver to Landlord any and all documents or commercially reasonable instruments which Landlord or such lessorand certificates that, holder or holders deem in the reasonable judgment of Landlord, may be necessary or desirable for purposes thereofproper to confirm or evidence such subordination provided that such instruments and certificates do not diminish, remove or adversely affect any of Tenant's rights under this Lease or increase any of Tenant's obligations, monetary or otherwise, under this Lease. Landlord However, notwithstanding the generality of the foregoing provisions of this Paragraph 33, Tenant agrees that any such mortgagee shall have the right at any time to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leasessuch deeds of trust, mortgages or deeds other instruments of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or security to be made thereunder and without regard to the time or character of this Lease on such advances, together with interest thereon terms and subject to all such conditions as such mortgagee may deem appropriate in its discretion. Tenant further covenants and agrees upon demand by Landlord's mortgagee at any time, before or after the terms and provisions thereof; providedinstitution of any proceedings for the foreclosure of any such deeds of trust, however, that Landlord obtains from the lender mortgages or other party in question a written undertaking in favor instruments of security, or sale of the Building pursuant to any such deeds of trust, mortgages or other instruments of security or voluntary sale, to attorn to such purchaser upon any such sale and to recognize and attorn to such purchaser as Landlord under this Lease. The agreement of Tenant to attorn upon demand of Landlord's mortgagee contained in the effect that immediately preceding sentence shall survive any such lender foreclosure sale or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Leasetrustee's sale. Tenant agrees, within ten (10) days after Landlord’s written request therefor, hereby agrees to execute, acknowledge and deliver upon request to Landlord's mortgagee any and all documents or instruments requested by Landlord or and certificates that in the judgment of Landlord's mortgagee may be necessary or proper to assure the subordination confirm or evidence such attornment, provided that such instruments and certificates are commercially reasonable and do not diminish, remove or adversely affect any of Tenant's rights under this Lease to or increase any such mortgagesof Tenant's obligations, deed of trustmonetary or otherwise, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall.
(b) Notwithstanding subparagraph 33(a) above, within five (5) days after request execute such further instruments or assurances Landlord agrees that as such purchaser may reasonably deem necessary a condition precedent to evidence or confirm such attornment. Tenant agrees to provide copies the effectiveness of any notices such subordination and prior to or contemporaneously with Tenant's being obligated to execute any instrument or certificate of Landlord’s default under subordination or attornment, the holder of any mortgage, ground lease or other security instrument to which this Lease is to any mortgagee or deed of trust beneficiary whose address has been provided be subordinated, shall execute a written non-disturbance agreement in a form reasonably acceptable to Tenant and Tenant shall provide comparable to the form normally used by such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleholder for non-disturbance agreements.
Appears in 1 contract
Samples: Lease Agreement (Entrust Inc)
Subordination. This At the option of Landlord, this Lease is subject and shall be either superior or subordinate to all ground or underlying leases, mortgages and deeds of trust trust, if any, which may hereafter affect the property or the ProjectPremises, including and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, howeverthat so long as Tenant is not in default under this Lease, if this Lease shall not be terminated or Tenant's quiet enjoyment of the lessor under Premises disturbed in the event of termination of any such lease ground or underlying lease, or the holder or holders foreclosure of any such mortgage or deed of trust shall advise Landlord that they desire or require trust, to which Tenant has subordinated this Lease pursuant to be prior this Section. Any such subordination instrument presented for Tenant's signature shall contain nondisturbance provisions for Tenant's benefit substantially in accordance with the provisions for Tenant's benefit set forth in this Section. In the event of a termination or foreclosure, Tenant shall become a tenant of and superior theretoattorn to the successor-in- interest to Landlord upon the same terms and conditions as are contained in this Lease, and shall execute any instrument reasonably required by Landlord's successor for that purpose. Tenant shall also, upon written request of Landlord to TenantLandlord, Tenant agrees to promptly execute, acknowledge execute and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have as may be required from time to time to subordinate the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor rights of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, ground or leasehold estates. Tenant agrees that in underlying lease or to the event any proceedings are brought for the foreclosure lien of any mortgage or deed of trust or any deed in lieu thereof(provided that such instruments include the nondisturbance and attornment provisions set forth above), or, if requested by Landlord, to attorn to subordinate, in whole or in part, any ground or underlying lease or the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies lien of any notices of Landlord’s default under this Lease to any mortgagee mortgage or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleLease.
Appears in 1 contract
Subordination. This Lease is subject and subordinate to all present and future ground leases of the Project and to the lien of any mortgages or underlying leasestrust deeds, mortgages and deeds of trust which affect the property now or hereafter in force against the Project, including if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character security of such advancesmortgages or trust deeds, together with interest thereon and subject to all unless the terms and provisions thereofholders of such mortgages or trust deeds, or the lessors under such ground lease, require in writing that this Lease be superior thereto; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant condition precedent to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, future ground or underlying lease or to the lien of any future mortgage or deed of trusttrust is that Landlord shall obtain for the benefit of Tenant a commercially reasonable subordination, non-disturbance and attornment agreement from the landlord or leasehold estateslender of such future instrument. Tenant covenants and agrees that in the event any proceedings are brought for the foreclosure of any mortgage such mortgage, or deed of trust or if any deed in lieu thereofground lease is terminated, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale sale, or deed in lieu thereof to the lessor of such ground lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease; . Tenant shall, within five (5) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultground leases. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale. Within sixty (60) days after the execution of this Lease, Landlord shall obtain a non-disturbance agreement from the holder of any pre-existing mortgage encumbering the Building in the form attached hereto as Exhibit E. In the event that Landlord is unable to provide the non-disturbance agreement within said sixty (60) days, then Tenant shall have the right to terminate this Lease.
Appears in 1 contract
Samples: Lease (Poseida Therapeutics, Inc.)
Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Project and to the lien of any mortgages or trust deeds, now or hereafter in force against the Project, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord require in writing that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge covenants and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage such mortgage, or deed of trust if any ground or any deed in lieu thereofunderlying lease is terminated, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale sale, or deed in lieu thereof to the lessor of such ground or underlying lease, as the case may be, if so requested to do so by such purchaser or lessor and to recognize such purchaser or lessor as the lessor under this Lease; . Tenant shall, within five (5) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultunderlying leases. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 1 contract
Samples: Office Lease (Vivus Inc)
Subordination. This Lease is and shall be expressly subject and subordinate at all times to (a) any present or future ground, underlying or operating lease of the Building or the Property, and all ground amendments, renewals and modifications to any such lease, and (b) the lien of any present or underlying leases, mortgages and deeds future mortgage or deed of trust which affect encumbering fee title to the property or Building, the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if Property and/or the lessor leasehold estate under any such lease or the holder or holders of lease. If any such mortgage or deed of trust shall advise Landlord that they desire be foreclosed, or require this Lease if any such lease be terminated, upon request of the mortgagee, beneficiary or lessor, as the case may be, Tenant will attorn to the purchaser at the foreclosure sale or to the lessor under such lease, as the case may be. The foregoing provisions are declared to be prior self-operative and superior thereto, upon written request of Landlord no further instruments shall be required to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or effect such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereofsubordination and/or attornment; provided, however, that Landlord obtains from Tenant agrees upon request by any such mortgagee, beneficiary, lessor or purchaser at foreclosure, as the lender case may be, to execute such subordination and/or attornment instruments as may be required any such person to confirm such subordination and/or attornment on the form customarily used by such party. Notwithstanding the foregoing to the contrary, any such mortgage, beneficiary or other party in question a written undertaking in favor lessor may elect to give the rights and interests of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter (excluding rights in breach and to insurance proceeds and condemnation awards) priority over the lien of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any its mortgage or deed of trust or any deed in lieu thereofthe estate of its lease, as the case may be. In the event of such election and upon the mortgagee, beneficiary or lessor notifying Tenant of such election, the rights and interests of Tenant shall be deemed superior to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as have priority over the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies lien of any notices of Landlord’s default under this Lease to any mortgagee said mortgage or deed of trust beneficiary whose address has been provided or the estate of such lease, as the case may be, whether this Lease is dated prior to Tenant and Tenant shall provide or subsequent to the date of such mortgagee or mortgage, deed of trust or lease. In such event, Tenant shall execute and deliver whatever instruments may be required by such mortgagee, beneficiary a commercially reasonable time or lessor to confirm such superiority on the form customarily used by such party. If Tenant fails to execute any instrument required to be executed by Tenant under this Paragraph 21 within 10 days after receipt of request, Tenant irrevocably appoints Landlord as its attorney-in-fact, in Tenant’s name, to execute such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleinstrument.
Appears in 1 contract
Subordination. This Lease is subject and subordinate to all present and future ground leases of the Project and to the lien of any mortgages or underlying leasestrust deeds, mortgages and deeds of trust which affect the property now or hereafter in force against the Project, including if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character security of such advancesmortgages or trust deeds, together with interest thereon and subject to all unless the terms and provisions thereofholders of such mortgages or trust deeds, or the lessors under such ground lease, require in writing that this Lease be superior thereto; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant condition precedent to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, future ground or underlying lease or to the lien of any future mortgage or deed of trusttrust is that Landlord shall obtain for the benefit of Tenant a commercially reasonable subordination, non-disturbance and attornment agreement from the landlord or leasehold estateslender of such future instrument. Tenant covenants and agrees that in the event any proceedings are brought for the foreclosure of any mortgage such mortgage, or deed of trust or if any deed in lieu thereofground lease is terminated, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale sale, or deed in lieu thereof to the lessor of such ground lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease; . Tenant shall, within five (5) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultground leases. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale. Within sixty (60) days after the execution of this Lease, Landlord shall obtain a non-disturbance agreement from the holder of any pre-existing mortgage encumbering the Building in the form attached hereto as Exhibit E and Tenant shall execute the same within ten (10) days of Landlord's written request. In the event that Landlord is unable to provide the non-disturbance agreement within said sixty (60) days, then Tenant shall have the right to terminate this Lease.
Appears in 1 contract
Samples: Lease (Tocagen Inc)
Subordination. This The rights of Tenant under this Lease is shall be and are subject and subordinate at all times to all ground or leases, and/or underlying leases, mortgages if any, now or hereafter in force against the Property, and deeds to each and every mortgage or deed of trust which affect may now or hereafter be placed by Landlord on its interest in the property or the ProjectProperty, including and to all increases, renewals, modifications, consolidations, replacements and extensions thereof; provided. This Article is self-operative and no further instrument of subordination shall be required. In confirmation of such subordination Tenant shall promptly execute such further instruments as may be requested by Landlord. Tenant hereby irrevocably appoints Landlord as attorney-in-fact for Tenant with full power and authority to execute and deliver in the name of Tenant any such instrument or instruments. To the extent not so provided by applicable law, howeverin the event of the enforcement by such mortgagee of the remedies provided for by law or by the mortgage, if such mortgagee or any successors or assigns of such mortgagee shall, at its or their sole option, succeed to the lessor interest of Landlord under this Lease, whether through possessory or foreclosure action or a deed in lieu of foreclosure, and this Lease shall not be terminated or affected by such foreclosure or - 15 - 18 any such lease proceedings, Tenant, at the election of such mortgagee or its successors or assigns, shall attorn to and recognize such mortgagee (or its successors or assigns) as its landlord upon the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require terms, covenants, conditions and agreements contained in this Lease to be prior the same extent and superior theretoin the same manner as if this Lease was a direct lease between such mortgagee (or its successors or assigns) and Tenant, upon written request except that such mortgagee (or its successors or assigns), whether or not it shall have succeeded to the interest of Landlord under this Lease, shall not (a) have any liability for refusal or failure to Tenantperform or complete any work required to be performed by Landlord under this Lease to prepare the demised premises for occupancy in accordance with the provisions of this Lease or otherwise, (b) be liable for any act, omission or default of any prior landlord under this Lease, (c) be subject to any offsets, claims or defenses which shall have heretofore accrued to Tenant against any prior landlord under this Lease, (d) be bound by any rent or additional rent which Tenant might have paid to any prior landlord for more than one (1) month in advance, and/or (e) be bound by any cancellation, abridgement, surrender, modification or amendment of this Lease, without the prior written consent of such mortgagee or such successor in interest. Upon request by said successor in interest, Tenant agrees to promptly execute, acknowledge shall execute and deliver any and all documents an instrument or instruments which Landlord or confirming such lessor, holder or holders deem necessary or desirable for purposes thereofattornment. Landlord shall have the right deliver to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains Tenant a non-disturbance agreement from the lender or other party current mortgagee in question a written undertaking in favor the form of Tenant to Exhibit E attached hereto simultaneously with the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision execution and delivery of this Lease. Landlord shall endeavor (without being obligated to commence any legal proceedings or otherwise to incur any costs in connection therewith) to obtain for the benefit of Tenant agrees, within ten (10) days after a non-disturbance agreement from any future mortgagee of Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that 's interest in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereofProperty, to attorn to the purchaser or any successors thereto upon any on such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shallmortgagee's standard form. PROPERTY -- LOSS, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statuteDAMAGE, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.REIMBURSEMENT, INDEMNITY:
Appears in 1 contract
Samples: Lease Agreement (PLD Telekom Inc)
Subordination. This Lease is and all rights of Tenant hereunder shall be subject and subordinate to:
(a) any Deeds to all ground Secure Debt, Security Deeds, or underlying leases, mortgages and deeds of trust similar security instruments (hereinafter collectively called the "Security Instrument") which do now or may hereafter affect the property Premises or the ProjectBuilding or both (and which may also affect other property); and (b) any and all increases, including all renewals, modifications, consolidations, replacements replacements, and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Security Instrument. This provision is hereby declared by Landlord that they desire or require this Lease and Tenant to be prior self-operative and superior thereto, upon written request of Landlord no other instrument shall be required to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or effect such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision subordination of this Lease. Tenant agreesshall, within ten (10) days after Landlord’s written request thereforhowever, to upon demand at any time or times execute, acknowledge acknowledge, and deliver upon request to Landlord any and all documents or instruments requested by Landlord or and certificates that may be necessary or proper to assure the subordination of more effectively subordinate this Lease and all rights of Tenant hereunder to any Security Instrument or to confirm or evidence such mortgagessubordination. In the event Tenant shall fail or neglect to execute, deed acknowledge, and deliver any such subordination agreement or certificate, Landlord, in addition to any other remedies it may have, may, as the agent and attorney-in-fact of trustTenant, or leasehold estatesexecute, acknowledge, and deliver the same. Tenant agrees that hereby irrevocably nominates, constitutes, and appoints Landlord as Tenant's proper and legal agent and attorney-in-fact for such purposes. Such power of attorney is coupled with an interest and shall not terminate on disability of the principal. Tenant covenants and agrees, in the event any proceedings are brought for the foreclosure of any mortgage Security Instrument or deed of trust if either the Premises or the Building or both are sold pursuant to any deed in lieu thereofSecurity Instrument, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as if so requested to do so by such purchaser and to recognize such purchaser as the lessor Landlord under this Lease; . Tenant shallagrees to execute and deliver at any time and from time to time upon the request of Landlord or any holder or holders of any of the indebtedness or other obligations secured by any Security Instrument, within five (5) days after request execute any certificate or instrument which, in the sole judgment of Landlord or of such further instruments holder or assurances as such purchaser holders, may reasonably deem be necessary or appropriate to evidence or confirm such attornment. Tenant agrees hereby irrevocably appoints Landlord and the holder or holders of the indebtedness or other obligations secured by any Security Instrument, jointly and severally, as the agent and attorney-in-fact of Tenant, to provide copies execute and deliver for and on behalf of Tenant any notices such instrument or certificate. Such power of Landlord’s default under this attorney is coupled with an interest and shall not terminate on disability of the principal. This Lease and all rights of Tenant hereunder are further subject and subordinate, to the extent that the same relate to the Building or the Premises, to: (a) all ground or underlying leases in existence as of the date hereof or which may relate to the Building or the Premises in the future, and to any mortgagee and all supplements, modifications, and extensions thereof, (b) all applicable ordinances of Cobb County, Georgia, relating to easements, franchises, xxx other interests or deed of trust beneficiary whose address has been provided rights upon, across, or appurtenant to Tenant the Premises or the Building; and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease (c) all utility easements and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleagreements.
Appears in 1 contract
Subordination. This Lease is subject and subordinate to all ground ------------- or underlying leases, mortgages and deeds of trust which now affect the property Building or any part of the Project, including Building and to all renewals, modifications, consolidations, replacements and extensions thereof; provided. This Lease may, howeverat the option of Landlord, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or mortgages, deeds of trust or other lien which may hereafter be executed covering affect the Premises, the Project or the property Building or any renewalspart thereof and Tenant will execute and deliver upon the demand of Landlord from time to time any and all instruments desired by Landlord, modificationssubordinating, consolidationsin the manner requested by Landlord, replacements this Lease to such lease, mortgage, deed of trust or extensions thereofother lien, for provided such lease, mortgage, deed of trust or lien provides that in the full amount event of all advances made or to be made thereunder and without regard to the time or character termination of such advanceslease or foreclosure of such mortgage, together with deed of trust or lien, any successor to any interest thereon and subject to all of Landlord in the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party Building will not disturb Tenant’s right 's possession of possession under this Lease the Premises if Tenant is not then or thereafter in breach of any covenant or provision of attorns to such successor as Landlord and otherwise performs its obligations under this Lease. Tenant agreesagrees that Tenant shall attorn to any Landlord under any ground lease affecting the Building in the event of the termination or cancellation of such ground lease or to any purchaser upon foreclosure or sale pursuant to any lien. In the event of termination of such ground lease or foreclosure of such mortgage, within ten deed or trust or other lien, any successor to any interest of Landlord in the Building shall have no liability to repay to Tenant any security deposit paid to any prior Landlord. Landlord may from time to time grant or declare such restrictions or covenants as may be reasonably required by Landlord or adopt and record such parcel maps, subdivision maps or condominium plans as may be reasonably required by Landlord relating to all or any portion of the Building and the provisions of all such documents shall be senior to this Lease and Tenant shall sign any of such documents upon receipt of Landlord provided such documents do not unreasonably interfere with the use of the Premises by Tenant as permitted by this Lease. Tenant acknowledges the right of the holder of any first mortgage or other first security interest in all or any part of the Building to subordinate its first mortgage or other first security interest either in whole or in part to this Lease. Tenant agrees at any time, and from time to time, upon not less than five (105) days after Landlord’s written request therefornotice, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure such holder the Tenant's agreement to such subordination in such form as such holder may require. Without limiting the generality of the foregoing, the form of subordination of this Lease the first mortgage or other first security interest may provide that it does not affect, is not applicable to, and expressly excludes the following: (i) the prior right, claim and lien of the first mortgage or first security interest in, to and upon any such mortgages, deed of trust, award or leasehold estates. Tenant agrees that in the event other compensation heretofore or hereafter to be made for any proceedings are brought for the foreclosure taking by eminent domain of any mortgage or deed part of trust or any deed in lieu thereofthe Building, to attorn and to the purchaser or any successors thereto upon any such foreclosure sale or deed right of disposition thereof in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives accordance with the provisions of the first mortgage or first security interest; (ii) the prior right, claim and lien of the first mortgage or first security interest in, to and upon any current proceeds payable under all policies of fire and rent insurance upon the Building, or future statuteany part thereof, rule and as to the right of disposition thereof in accordance with the terms of the first mortgage or law first security interest; and (iii) any lien, right, power or interest, if any, which may give have arisen or purport to give Tenant any right intervened in the period between the recording of the first mortgage or election to terminate or otherwise adversely affect this Lease first security interest and the obligations execution of this Lease, or any lien or judgment which may arise at any time under the Tenant hereunder in the event terms of any foreclosure proceeding or salethis Lease.
Appears in 1 contract
Samples: Office Building Lease (Physicians Quality Care Inc)
Subordination. This Lease is and shall be expressly subject and subordinate at all times to all (i) any ground or underlying leaseslease of the Building, mortgages and deeds of trust which affect the property now or the Projecthereafter existing, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessoramendments, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be renewals and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease modifications to any such mortgageslease, deed of trust, or leasehold estates. Tenant agrees that in and (ii) the event any proceedings are brought for the foreclosure lien of any mortgage or deed of trust now or hereafter encumbering fee title to the Property (or any part thereof) or the leasehold estate, or both, under any such lease, and all amendments, renewals and modifications to any such mortgage or deed in lieu thereofof trust, unless such ground lease or ground lessor, or mortgage or mortgagee, expressly provides or elects that this Lease shall be superior to attorn such lease or mortgage. If any such mortgage or trust deed is foreclosed, or if any such lease is terminated, upon request of the mortgagee, holder or lessor, as the case may be, Tenant will attom to the purchaser or any successors thereto upon any such at the foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under such lease, as the case may be, and at the request of such purchaser enter into a new lease with such purchaser or lessor with the identical terms and conditions of this Lease. The foregoing provisions are declared to be self-operative and no further instruments shall be required to effect such subordination or attornment, or both; provided, however, that Tenant shallagrees upon request by any such mortgagee, holder, lessor or purchaser at foreclosure, to execute and deliver such subordination or attornment, or both, instruments as may be required by such person to confirm such subordination or attornment, or both, or any other documents required to evidence superiority of the ground lease or mortgage, should ground lessor or mortgagee elect such superiority. If Tenant fails to execute and deliver any such instrument or document within five ten (510) business days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and request, Tenant shall provide be deemed to have irrevocably appointed Landlord and Landlord's beneficiaries as Tenant's attorneys-in-fact, coupled with an interest, to execute and deliver such mortgagee instrument or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder document in the event of any foreclosure proceeding or saleTenant's name.
Appears in 1 contract
Samples: Office Space Lease Agreement (Bridgeline Software, Inc.)
Subordination. This Tenant agrees that this Lease is shall remain subject and subordinate to all ground present and future mortgages, deeds to secure debt or underlying leases, mortgages and deeds of trust which affect other security instruments (the property "Security Deeds") affecting the Building or the ProjectPremises, including all renewalsand Tenant, modificationsshall promptly execute and deliver to Landlord such certificate or certificates in writing as Landlord may request, consolidationsshowing the subordination of the Lease to such Security Deeds, replacements and extensions thereof; providedin default of Tenant so doing, however, if Landlord shall be and is hereby authorized and empowered to execute such certificate in the lessor under any such lease or name of and as the holder or holders of any such mortgage or act and deed of trust shall advise Landlord that they desire or require Tenant, this Lease authority being hereby declared to be prior coupled with an interest and superior thereto, upon written request of Landlord to Tenantbe irrevocable, Tenant agrees shall upon request from Landlord at any time and from time to promptly time execute, acknowledge and deliver any and all documents or instruments which to Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause a written statement certifying as follows: (a) that this Lease is unmodified and in full force and effect (or if there has been modification thereof, that the same is in full force and effect as modified and stating the nature thereof); (b) that to be and become and remain subject and subordinate to the best of its knowledge there are no uncured defaults on the part of Landlord (or if any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premisessuch default exists, the Project or specific nature and extent thereof); (c) the property or date to which any renewalsrents and other charges have been paid in advance, modificationsif any; and (d) such other matters as Landlord may request. Tenant irrevocably appoints Landlord as its attorney-in-fact, consolidationscoupled with an interest, replacements or extensions thereofto execute and deliver, for and in the full amount name of all advances made Tenant, any document or instrument provided for in this Paragraph. Any holder of a mortgage or security deed encumbering property which includes the Premises may, at any time, subordinate such mortgage or security deed to this lease, without Tenant's consent, by notice to Tenant, and thereupon this Lease shall be made thereunder and deemed prior in lien to such mortgage or security deed without regard to the time or character respective dates of execution, delivery and recordation thereof. In that event, such holder shall have the same rights with respect to this lease as though this Lease had been executed and delivered prior to the execution and delivery of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or security deed of trust or any deed in lieu thereof, and had been assigned to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or security deed of trust beneficiary a commercially reasonable time after receipt of such notice within which holder. The above right is supplementary to cure any such default. Tenant waives the provisions and not in derogation of any current rights such mortgagee or future statute, rule or law which security deed holder may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or salehave.
Appears in 1 contract
Samples: Lease Agreement (Dfi Aeronomics Inc)
Subordination. This Subject to the terms of this Article 18, this Lease is subject and subordinate to all present and future ground or underlying leases of the Project and to the lien of any mortgages or trust deeds, now or hereafter in force against the Project and the Building, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds (unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto), provided that with respect to any subordination, the holders of such mortgages and deeds or trust deeds, or the lessors under such ground lease or underlying leases (as applicable) agree in writing not to disturb Tenant’s possession of the Premises or to name Tenant in any enforcement action for so long as no Default by Tenant exists hereunder, as provided the next sentence. In consideration of Tenant’s agreement to permit its interest pursuant to this Lease to be subordinated to any particular future ground or underlying lease of the Building or Project or to the lien of any mortgage or trust which affect deed hereafter enforced against the property Building or the Project, including all and to any renewals, extensions, modifications, consolidations, and replacements and extensions thereof; provided, however, if Landlord shall deliver to Tenant a non-disturbance agreement (an “SNDA”) executed by the lessor landlord under any such ground lease or underlying lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior deed, substantially in the form attached hereto as Exhibit J. Tenant covenants and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage such mortgage, or deed of trust if any ground or any deed in lieu thereofunderlying lease is terminated, to attorn to the purchaser or any successors thereto upon any such foreclosure sale sale, or deed in lieu thereof to the lessor of such ground or underlying lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease; , under the terms of any non-disturbance agreement if one shall have been executed by Tenant, and otherwise pursuant to this sentence. Tenant shall, within five ten (510) days after Business Days of request by Landlord, execute an SNDA and such further customary and commercially reasonable instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultunderlying leases. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 1 contract
Samples: Lease (Beyond Meat, Inc.)
Subordination. This Lease is subject and subordinate to all present and future ground leases of the Project and to the lien of any mortgages or underlying leasestrust deeds, mortgages and deeds of trust which affect the property now or hereafter in force against the Project, including if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character security of such advancesmortgages or trust deeds, together with interest thereon and subject to all unless the terms and provisions thereof; providedholders of such mortgages or trust deeds, howeveror the lessors under such ground lease, require in writing that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Leasebe superior thereto. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge covenants and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage such mortgage, or deed of trust or if any deed in lieu thereofground lease is terminated, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale sale, or deed in lieu thereof to the lessor of such ground lease, as the case may be. if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease; . Tenant shall, within five (5) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages. trust deeds, or deed ground leases. Tenant hereby irrevocably authorizes Landlord to execute and deliver in the name of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultinstrument or instruments if Tenant fails to do so, provided that such authorization shall in no way relieve Tenant from the obligation of executing such instruments of subordination or superiority. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 1 contract
Subordination. This Landlord covenants that no mortgage or ground lease ------------- will exist with respect to the Land and Building superior to Tenant's rights hereunder, upon execution of this Lease. Upon Landlord's acquisition of title to the Land and Building, Landlord shall deliver to Tenant a copy of Landlord's title insurance policy, or marked-up binder, demonstrating the absence of a mortgage on the Land and Building. Provided that Landlord shall deliver to Tenant a subordination, nondisturbance and attornment agreement in form reasonably satisfactory to Tenant and Landlord's mortgagee, this Lease is subject and subordinate in all respects to all ground or any underlying leases, ground leases, licenses, or agreements, and to all mortgages and deeds of trust which may hereafter be placed on or affect the property such leases, licenses, or agreements or the ProjectLand or the Demised Premises, including and also to all renewals, modifications, consolidations, replacements and extensions thereof; providedof such underlying leases, howeverground leases, if licenses, agreements, and mortgages. Although no instrument or action on the lessor under part of Tenant shall be necessary to effectuate such subordination, Tenant shall, nevertheless, execute and deliver such further instruments confirming such subordination as may reasonably be desired by any such lease or the holder or holders of any such mortgage or deed by any lessor, licensor, or party to an agreement under any such underlying lease, ground lease, license, or agreement, respectively. If any underlying lease, ground lease, license, or agreement to which this Lease is subject and subordinate terminates, or if any mortgage to which this Lease is subordinate is foreclosed, Tenant shall, on timely request, attorn to the holder of trust the reversionary interest or to the mortgagee in possession, as the case may be. If Landlord shall advise Landlord notify Tenant in writing that they desire the Demised Premises or require Building is encumbered by a mortgage (which notice shall contain the name and address of the mortgagee), then notwithstanding anything in this Lease to be prior and superior theretothe contrary, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable no notice intended for purposes thereof. Landlord shall have the right be deemed properly given unless a copy thereof is simultaneously sent to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that mortgagee in the event any proceedings are brought manner provided for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleParagraph 18.
Appears in 1 contract
Subordination. This Lease is subject and subordinate to all ------------- ground or underlying leases, mortgages and deeds of trust which now affect the property Building or any part of the Project, including Building and to all renewals, modifications, consolidations, replacements and extensions thereof; provided. This Lease may, howeverat the option of Landlord, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or mortgages, deeds of trust or other lien which may hereafter be executed covering affect the Premises, the Project or the property Building or any renewalspart thereof and Tenant will execute and deliver upon the demand of Landlord from time to time any and all instruments desired by Landlord, modificationssubordinating, consolidationsin the manner requested by Landlord, replacements this Lease to such lease, mortgage, deed of trust or extensions thereofother lien, for provided such lease, mortgage, deed of trust or lien provides that in the full amount event of all advances made or to be made thereunder and without regard to the time or character termination of such advanceslease or foreclosure of such mortgage, together with deed of trust or lien, any successor to any interest thereon and subject to all of Landlord in the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party Building will not disturb Tenant’s right 's possession of possession under this Lease the Premises if Tenant is not then or thereafter in breach of any covenant or provision of attorns to such successor as Landlord and otherwise performs its obligations under this Lease. Tenant agreesagrees that Tenant shall attorn to any Landlord under any ground lease affecting the Building in the event of the termination or cancellation of such ground lease or to any purchaser upon foreclosure or sale pursuant to any lien. In the event of termination of such ground lease or foreclosure of such mortgage, within ten deed or trust or other lien, any successor to any interest of Landlord in the Building shall have no liability to repay to Tenant any security deposit paid to any prior Landlord. Landlord may from time to time grant or declare such restrictions or covenants as may be reasonably required by Landlord or adopt and record such parcel maps, subdivision maps or condominium plans as may be reasonably required by Landlord relating to all or any portion of the Building and the provisions of all such documents shall be senior to this Lease and Tenant shall sign any of such documents upon receipt of Landlord provided such documents do not unreasonably interfere with the use of the Premises by Tenant as permitted by this Lease. Tenant acknowledges the right of the holder of any first mortgage or other first security interest in all or any part of the Building to subordinate its first mortgage or other first security interest either in whole or in part to this Lease. Tenant agrees at any time, and from time to time, upon not less than five (105) days after Landlord’s written request therefornotice, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure such holder the Tenant's agreement to such subordination in such form as such holder may require. Without limiting the generality of the foregoing, the form of subordination of this Lease the first mortgage or other first security interest may provide that it does not affect, is not applicable to, and expressly excludes the following: (i) the prior right, claim and lien of the first mortgage or first security interest in, to and upon any such mortgages, deed of trust, award or leasehold estates. Tenant agrees that in the event other compensation heretofore or hereafter to be made for any proceedings are brought for the foreclosure taking by eminent domain of any mortgage or deed part of trust or any deed in lieu thereofthe Building, to attorn and to the purchaser or any successors thereto upon any such foreclosure sale or deed right of disposition thereof in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives accordance with the provisions of the first mortgage or first security interest; (ii) the prior right, claim and lien of the first mortgage or first security interest in, to and upon any current proceeds payable under all policies of fire and rent insurance upon the Building, or future statuteany part thereof, rule and as to the right of disposition thereof in accordance with the terms of the first mortgage or law first security interest; and (iii) any lien, right, power or interest, if any, which may give have arisen or purport to give Tenant any right intervened in the period between the recording of the first mortgage or election to terminate or otherwise adversely affect this Lease first security interest and the obligations execution of this Lease, or any lien or judgment which may arise at any time under the Tenant hereunder in the event terms of any foreclosure proceeding or salethis Lease.
Appears in 1 contract
Samples: Office Building Lease (Physicians Quality Care Inc)
Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Building or Project and to the lien of any mortgages or trust deeds, now or hereafter in force against the Building or Project, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages and deeds require in writing that this Lease be superior thereto. Notwithstanding the foregoing to the contrary, Landlord agrees to provide Tenant with commercially reasonable non-disturbance agreement(s) in favor of Tenant from any ground lessors, mortgage holders or deed of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor beneficiaries under any such lease or the holder or holders of any such ground lease, mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, affecting the Project or which comes into existence at any time after the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount date of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination execution of this Lease but prior to any the expiration of the Lease Term ("Future Mortgage") in consideration of, and as a condition precedent to, Tenant's agreement to be bound by the terms of this ARTICLE 18 with respect to such mortgages, deed of trust, or leasehold estatesFuture Mortgage. Tenant covenants and agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereofsuch mortgage, to attorn attorn, without any deductions or setoffs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as if so requested to do so by such purchaser purchaser, and to recognize such purchaser as the lessor under this Lease; . Tenant shall, within five twenty (520) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed underlying leases. Tenant hereby irrevocably authorizes Landlord to execute and deliver in the name of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultinstrument or instruments if Tenant fails to do so, provided that such authorization shall in no way relieve Tenant from the obligation of executing such instruments of subordination or superiority. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 1 contract
Subordination. (a) This Lease is and all rights of Tenant hereunder are and shall be subject and subordinate to all ground or underlying leasesany deeds of trust, mortgages or other instruments of security (“Security Instruments”), as well as to any ground leases or primary leases (“Master Leases”), that now or hereafter cover any of the Property or any interest of Landlord therein, and deeds of trust which affect to any and all advances made on the property or the Projectsecurity thereof, including and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; provided. Landlord hereby expressly reserves the right, at its option and declaration, to place Security Instruments and Master Leases on and against any of the Property or any interest of Landlord therein, superior in effect to this Lease and the estate created hereby. This clause shall be self-operative and no further instrument of subordination need be required, however, if upon Landlord’s request, or upon the lessor request of any holder (a “Holder”) under any such lease Security Instrument, or the holder or holders of any such mortgage or deed of trust lessor (a “Lessor”) under any Master Lease, Tenant shall advise Landlord that they desire or require execute promptly any instrument (including without limitation an amendment to this Lease to be prior that does not materially and superior thereto, upon written request of Landlord to adversely affect Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents ’s rights or duties under this Lease) or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right intended to cause subordinate this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure evidence the subordination of this Lease to any such mortgages, deed Security Instrument or Master Lease. Tenant hereby appoints Landlord Tenant’s attorney in fact to execute any such instrument for and on behalf of trustTenant.
(b) In the event of the enforcement by a Holder under any Security Instrument of the remedies provided for by law or by such Security Instrument, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of the termination of any foreclosure proceeding Master Lease, the Holder or salethe Lessor may terminate this Lease or may continue this Lease in full force and effect as a direct lease between such Holder or Lessor and Tenant. If the Holder or Lessor continues this lease, Tenant will attorn to and automatically become the tenant of such successor in interest without change in the terms or other provisions of this Lease (Tenant hereby waiving any right Tenant may have to terminate this Lease or surrender possession of the Premises) and this Lease shall continue in full force and effect; provided, however, that such successor in interest shall not be bound by or liable for (i) any payment of Rent for more than one month in advance, (ii) any amendment or modification of this Lease made without the written consent of such Holder, Lessor or successor in interest, or (iii) any offset, claim or cause of action which Tenant may have against Landlord relating to the period which is prior to the time Tenant becomes the tenant of such successor in interest. Upon request by any Holder, Lessor or successor in interest to either, Tenant shall execute and deliver an instrument confirming this attornment herein provided for.
(c) Tenant agrees that any Holder or Lessor may at any time subordinate any rights which Holder or Lessor may hold to the rights of Tenant under this Lease.
Appears in 1 contract
Subordination. This Lease is shall be subject and subordinate to all present and future ground or underlying leases of the Building or Project and to the lien of any first mortgage or trust deed, now or hereafter in force against the Building or Project, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages and deeds require in writing that this Lease be superior thereto. Landlord agrees to provide Tenant, within sixty (60) days after written request by Tenant, with commercially reasonable nondisturbance agreements(s) in favor of Tenant from any ground lessors, mortgage holders or deed of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor beneficiaries under any such lease or the holder or holders of any such ground lease, mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, affecting the Project or any portion thereof leased by Tenant (whether now existing or coming into existence at any time after the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount date of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination execution of this Lease but prior to any such mortgagesthe expiration of the Lease Term) and in consideration of, deed and as a condition precedent to, Tenant’s agreement to be bound by the terms of trust, or leasehold estatesthis Article 18. Tenant covenants and agrees that in the event any proceedings are brought for the foreclosure of any such mortgage or deed of trust or any deed in lieu thereof, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as if so requested to do so by such purchaser purchaser, and to recognize such purchaser as the lessor under this Lease; . Tenant shall, within five fifteen (515) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord or any mortgage holder or deed of trust beneficiary may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed of trust beneficiary whose address has been provided to Tenant underlying leases or other typical provisions contained in Subordination, Non-Disturbance and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultAttornment Agreements. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 1 contract
Samples: Office Lease and Settlement Agreement (Peregrine Systems Inc)
Subordination. This At Landlord's option, this Lease is subject and shall be subordinate to all any ground or underlying leaseslease, mortgages and deeds of trust which affect the property or the Projectmortgage, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire and/or any other hypothecation or require this Lease to be prior security document and superior thereto, advances and obligations thereunder now or hereafter placed upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project Land or the property or Building, and any renewals, modifications, consolidations, replacements or replacements, and extensions thereofthereof (individually and collectively, for the full amount “Deed of all advances made or to be made thereunder and without regard to the time or character of such advancesTrust”), together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb provided Tenant’s right of to quiet possession under this Lease if shall not be disturbed so long as Tenant is not then in default, or thereafter with notice or passage of time or both would not be in breach of any covenant or provision default, under the terms, covenants, conditions and provisions of this Lease. Such subordination shall be effective upon notice from Landlord to Tenant agreeswithout any further act of Tenant. Upon the reasonable request of Landlord, Tenant shall, from time to time, execute and deliver any documents or instruments that may be required by Landlord or the mortgagee, beneficiary, ground lessor or lender (“Landlord’s Lender”) under any such Deed of Trust, to effectuate any subordination within ten thirty (1030) days after of Tenant’s receipt of Landlord’s written request thereforrequest, provided that any such Landlord’s Lender agrees not to disturb Tenant's right to quiet possession under this Lease so long as Tenant is not in default, or with notice or passage of time or both would not be in default, under the terms, covenants, conditions and provisions of this Lease. If Tenant fails to execute and deliver any such documents or instruments, Tenant irrevocably constitutes and appoints Landlord as Tenant’s special attorney-in-fact, coupled with an interest, to execute, acknowledge execute and deliver upon request any and all such documents or instruments requested by Landlord or necessary or proper instruments. If Landlord’s Lender elects to assure have this Lease prior to the subordination lien of its Deed of Trust, and gives written notice to Tenant of such election, this Lease shall be deemed prior to such Deed of Trust regardless of the respective dates of execution, delivery and recordation of this Lease to and any such mortgages, deed Deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleTrust.
Appears in 1 contract
Subordination. This Lease is and all rights of Tenant hereunder are subject and subordinate to all ground underlying leases now or underlying leaseshereafter in existence, mortgages and to any supplements, amendments, modifications, and extensions of such leases heretofore or hereafter made and to any deeds to secure debt, mortgages, or other security instruments which now or hereafter cover all or any portion of trust which affect the property Project or any interest of Landlord therein, and to any advances made on the Projectsecurity thereof, including all and to any increases, renewals, modifications, consolidations, replacements replacements, and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any of such mortgage or deed of trust shall advise mortgages. This provision is declared by Landlord that they desire or require this Lease and Tenant to be prior self-operative and superior thereto, upon written request of Landlord no further instrument shall be required to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or effect such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision subordination of this Lease. Tenant agrees, within Within ten (10) days after Landlord’s written request thereforby Landlord, to Tenant shall execute, acknowledge acknowledge, and deliver upon request to Landlord any further instruments and certificates evidencing such subordination as Landlord, and any mortgagee or lessor of Landlord shall reasonably require. Tenant shall not unreasonably withhold, delay, or defer its written consent to reasonable modifications in this Lease which are a condition of any construction, interim or permanent financing for the Project or any reciprocal easement agreement with facilities in the vicinity of the Building, provided that such modifications do not (a) increase the obligations of Tenant hereunder or materially and adversely affect Tenant’s rights or use and enjoyment of the Premises, or (b) lessen the obligations of Landlord hereunder. This Lease is further subject and subordinate to: (a) all documents applicable ordinances of any government authority having jurisdiction over the Project, relating to easements, franchises, and other interests or instruments requested by rights upon, across, or appurtenant to the Project; and (b) all utility easements and agreements, now or hereafter created for the benefit of the Project. Landlord or necessary or proper shall use reasonable efforts to assure cause the subordination holder of any mortgage encumbering the Project after the date of this Lease to any execute and deliver a subordination, non-disturbance and attornment agreement in such mortgages, deed of trust, or leasehold estates. holder’s current form with Tenant agrees that in the event any proceedings are brought responsible for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so all costs imposed by such purchaser and holder to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request prepare or execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or salesame.
Appears in 1 contract
Samples: Lease Agreement (Calamos Asset Management, Inc. /DE/)
Subordination. This Lease is subject and all rights of Tenant under this Lease are subordinate to all any of the following, and any modifications thereof, which may now or hereafter affect any portion of the Building: any Mortgage, or any ground or underlying leaseslease covering any part of the Building. On sale by foreclosure of a Mortgage or sale in lieu of foreclosure, mortgages Tenant will attorn to the purchaser if requested by such purchaser, and deeds of trust which affect recognize the property or purchaser as the ProjectLandlord under this Lease, including all renewals, modifications, consolidations, replacements provided that such purchaser recognizes this Lease. These provisions are self- operative and extensions thereofno further instrument is required to effect them; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease upon demand from time to be prior and superior thereto, upon written request of Landlord to Tenanttime, Tenant agrees to promptly shall execute, acknowledge and deliver to Landlord any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure evidence such subordination and/or attornment or, if Landlord so elects, to render any of the subordination of foregoing subordinate to this Lease or to any such mortgages, deed or all rights of trust, or leasehold estatesTenant hereunder. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any such foreclosure proceeding or sale, and agrees that this Lease shall not be affected in any way whatsoever by any such proceeding or sale unless the Mortgagee, or the purchaser, shall declare otherwise. Notwithstanding the foregoing, Tenant shall not be required to subordinate its interest under this Lease unless (a) such subordination does not materially increase Tenant's obligations, or materially decrease its rights under this Lease, and (b) Landlord first obtains from the holder of the mortgage, deed of trust, or other instrument of security to which this Lease is to become subordinated a written agreement that provides substantially that as long as Tenant performs its obligations under this Lease, no foreclosure of, deed given in lieu of foreclosure of, or sale under the encumbrance, and no steps or procedures taken under the encumbrance, shall affect Tenant's rights hereunder.
Appears in 1 contract
Samples: Lease (Intuitive Surgical Inc)
Subordination. This Tenant subordinates this Lease is subject and subordinate all rights of Tenant under this Lease to all any mortgage, deed of trust, ground lease or underlying leasesvendor’s lien, mortgages or similar instrument which may from time to time be placed upon the Premises (and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; providedof such encumbrances), howeverand each such mortgage, if the lessor under any such deed of trust, ground lease or lien or other instrument shall be superior to and prior to this Lease. Notwithstanding the foregoing, the holder or holders beneficiary of any such mortgage or mortgage, deed of trust shall advise Landlord that they desire trust, ground lease, vendor’s lien or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord similar instrument shall have the right to subordinate or cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to subordinated any such mortgagesmortgage, deed of trust, ground lease, vendor’s lien or leasehold estatessimilar instrument to this Lease or to execute a non-disturbance agreement in favor of Tenant on the standard form utilized by such lender or ground lessor. Tenant agrees that in At the event any proceedings are brought for request of Landlord, the foreclosure holder of any such mortgage or deed of trust or any deed ground lessor, Tenant shall execute, acknowledge and deliver promptly in lieu thereofrecordable form any customary instrument or subordination agreement that Landlord or such holder may request, to attorn to provided that the agreement contains a commercially reasonable non-disturbance and attornment agreement and does not materially increase Tenant’s obligations or decrease its rights under this Lease. Tenant further covenants and agrees that if the lender or ground lessor acquires the Premises as a purchaser or at any successors thereto upon any such foreclosure sale or deed in lieu thereof otherwise, Tenant shall recognize and attorn to such party as so requested to do so by such purchaser and to recognize such purchaser as the lessor landlord under this Lease; Tenant shall, within five (5) days after and shall make all payments required hereunder to such new landlord without deduction or set-off and, upon the request execute such further instruments or assurances as of such purchaser may reasonably deem necessary to evidence or confirm other successor, execute, deliver and acknowledge documents confirming such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current law or future statuteregulation, rule now or law hereafter in effect, which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and or the obligations of the Tenant hereunder in the event of that any such foreclosure or termination or other proceeding is prosecuted or salecompleted.
Appears in 1 contract
Samples: Lease (Anthera Pharmaceuticals Inc)
Subordination. This Lease is subject to and Tenant agrees to comply with all matters of record affecting the Real Property. This Lease is also subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the ProjectReal Property, including as well as all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders reasonably deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten thirty (1030) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all reasonable documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estatesestates (hereinafter, an “SNDA”). If Tenant fails to timely deliver an executed SNDA to Landlord pursuant to the terms of this Section 17, then it would be impracticable or extremely difficult to fix Landlord’s actual damages; consequently, without limiting any other rights or remedies of Landlord, Landlord shall have the right to charge Tenant an amount equal to Two Hundred Fifty Dollars ($250.00) per day for each day thereafter until Tenant delivers to Landlord an SNDA pursuant to the terms hereof. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five thirty (530) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 1 contract
Samples: Office Lease (ASC Acquisition LLC)
Subordination. This Lease is and all rights of Tenant hereunder are subject and subordinate to all ground or underlying leasesany deeds of trust, mortgages or other instruments of security which do now or may hereafter cover the Building and deeds the Land or any interest of trust which affect Landlord therein, and to any and all advances made on the property or the Projectsecurity thereof, including and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any of such deeds of trust, mortgages or instruments of security. This provision is hereby declared by Landlord and Tenant to be self-operative and no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, if the lessor under upon demand at any such lease time or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly times execute, acknowledge and deliver to Landlord any and all documents or instruments which Landlord or such lessorand certificates that, holder or holders deem in the judgment of Landlord, may be necessary or desirable proper to confirm or evidence such subordination, and Tenant hereby irrevocably appoints Landlord as Tenant’s agent and attorney-in-fact for purposes thereofthe purpose of executing, acknowledging and delivering any such instruments and certificates. Landlord However, notwithstanding the generality of the foregoing provisions of this Paragraph 33, Tenant agrees that any such mortgagee shall have the right at any time to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leasessuch deeds of trust, mortgages or deeds other instruments of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or security to be made thereunder and without regard to the time or character of this Lease on such advances, together with interest thereon terms and subject to all such conditions as such mortgagee may deem appropriate in its discretion. Tenant further covenants and agrees upon demand by Landlord’s mortgagee at any time, before or after the terms and provisions thereof; providedinstitution of any proceedings for the foreclosure of any such deeds of trust, however, that Landlord obtains from the lender mortgages or other party in question a written undertaking in favor instruments of security, or sale of the Building pursuant to any such deeds of trust, mortgages or other instruments of security or voluntary sale, to attorn to such purchaser upon any such sale and to recognize and attorn to such purchaser as Landlord under this Lease. The agreement of Tenant to attorn upon demand of Landlord’s mortgagee contained in the effect that immediately preceding sentence shall survive any such lender foreclosure sale or other party will not disturb Tenanttrustee’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Leasesale. Tenant agrees, within ten (10) days after Landlord’s written request therefor, hereby agrees to execute, acknowledge and deliver upon request to Landlord’s mortgagee any and all documents or instruments requested by Landlord or and certificates that in the judgment of Landlord’s mortgagee may be necessary or proper to confirm or evidence such attornment, and Tenant hereby irrevocably appoints Landlord’s mortgagee as Tenant’s agent and attorney-in-fact for the purpose of executing, acknowledging and delivering any such instruments and certificates. Notwithstanding the foregoing, if the Premises are, as of the date hereof, subject to any mortgage, trust deed, prime lease or ground lease, Landlord shall provide Tenant prior to the Commencement Date with an agreement executed by such lender in the form of Rider No. 105 which shall assure Tenant’s continued and undisturbed right to possession of the subordination of Premises and other rights granted under this Lease in accordance with this Lease’s terms and conditions. In addition, Tenant agrees to subordinate this Lease to any such mortgagesfuture mortgage, trust deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices ground lease of Landlord, provided any lien holder shall assure Tenant, in writing, of Tenant’s default continued and undisturbed right to possession of the Premises and other rights granted under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant in accordance with this Lease’s terms and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleconditions.
Appears in 1 contract
Subordination. 44.1 This Lease lease shall be subject and subordinate at all times to the lien of any mortgages or ground rents or other encumbrances now or hereafter placed on the land and building and leased premises without the necessity of any further instrument or act on the part of Tenant to effectuate such subordination, but Tenant covenants and agrees to execute and deliver upon demand such further instrument or instruments evidencing such subordination of the lease to the lien of any such mortgage or ground rent or other encumbrances as shall be desired by a mortgagee or proposed mortgagee or by any person. Tenant appoints Landlord the attorney in fact of the Tenant irrevocably, to execute and deliver any such instrument or instruments for and in the name of Tenant.
44.2 The foregoing provisions of this Article shall be effective only in the event that any such mortgagee or holder of other encumbrance provides, or the holder thereof agrees with Tenant, as follows:
(a) That this lease is and shall be subject and subordinate to all ground or underlying leasesthe Mortgage insofar as it affects the real property of which the demised premises form a part, mortgages and deeds of trust which affect the property or the Project, including to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if to the lessor full extent of the principal sum secured thereby and interest thereon.
(b) That in the event it should become necessary to foreclose the Mortgage the Mortgagee thereunder will not join the Tenant under any such lease in summary or foreclosure proceedings so long as the holder Tenant is not in default under any of the terms, covenants, or holders conditions of any such mortgage or deed this lease.
(c) That in the event the Mortgagee shall, in accordance with the foregoing, succeed to the interest of trust shall advise the Landlord that they desire or require under this Lease lease, the Mortgagee agrees to be prior bound to the Tenant under all of the terms, covenants and superior theretoconditions of this lease, upon written request and the Tenant agrees, from and after such event, to attorn to the Mortgagee and/or purchaser at any foreclosure sale of the premises, all rights and obligations under this lease to continue as though the interest of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord had not terminated or such lessorforeclosure proceedings had not been brought, holder or holders deem necessary or desirable for purposes thereof. Landlord and the Tenant shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering same remedies against the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, Mortgagee for the full amount breach of all advances made or to be made thereunder and without regard an agreement contained in this lease that the Tenant might have had under this lease against the Landlord if the Mortgagee had not succeeded to the time or character interest of such advances, together with interest thereon and subject to all the terms and provisions thereofLandlord; provided, however, that Landlord obtains from the lender Mortgagee shall not be
(i) liable for any act or other party in question a written undertaking in favor omission of the Landlord, except as otherwise provided by law; or
(ii) subject to any offsets or defenses which the Tenant might have against the Landlord, except as otherwise provided by law; or
(iii) bound by any rent or additional rent which the Tenant might have paid to the effect that such lender Landlord for more than the current month and one additional month; or
(iv) bound by any amendment or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations modification of the Tenant hereunder in the event of any foreclosure proceeding Lease made without its consent, which consent shall not be unreasonably withheld or saledelayed.
Appears in 1 contract
Subordination. Section 27.01 This Lease is subject and subordinate in all respects to all ground leases and/or underlying leases now or underlying leases, hereafter covering the real property or any portion thereof of which the Premises form a part and to all mortgages and deeds trust indentures which may now or hereafter be placed on or affect such leases and/or the real property of trust which affect the property Premises form a part, or the Projectany part or parts of such real property, including and/or Landlord’s interest therein, and to each advance made and/or hereafter to be made under any such mortgages, or indentures and to all renewals, modifications, consolidations, replacements increases, recastings, replacements, extensions and extensions thereofsubstitutions of and for such ground leases and/or underlying leases and/or mortgages or indentures (each lease or mortgage to which this Lease shall be subject and subordinate pursuant to the provisions hereof being respectively herein called a “superior lease” or a “superior mortgage”). This Section 27.01 shall be self-operative and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall execute, at its sole cost and expense, and deliver promptly any certificate that Landlord and/or any lessor under any superior lease and/or any holder of any superior mortgage and/or their respective successors in interest may request. Tenant hereby constitutes and appoints Landlord and/or any lessor under any superior lease and/or any holder of any superior mortgage and/or their respective successors in interest as Tenant’s attorney-in-fact to execute and deliver any such certificate or certificates for and on behalf of Tenant.
Section 27.02 In the event of any act or omission of Landlord that would give Tenant the right, immediately or after lapse of a period of time, to cancel or terminate this Lease, or to claim a partial or total eviction, Tenant shall not be entitled to exercise such right:
(a) unless and until Tenant has given prompt written notice of such act or omission to the lessor under each superior lease and the holder of each superior mortgage, whose name and address shall previously have been furnished to Tenant in writing; providedand
(b) unless such act or omission shall be one which is not capable of being remedied by Landlord or such lessor or such holder within a reasonable period of time, howeveruntil a reasonable period for remedying such act or omission shall have elapsed following the giving of such notice and following the time when the lessor under such superior lease or the holder of such superior mortgage shall have become entitled under such lease or such mortgage, if as the case may be, to remedy the same (which reasonable period shall in no event be less than the period to which Landlord would be entitled under this Lease or otherwise, after similar notice, to effect such remedy}, provided such lessor or such holder shall with due diligence give Tenant written notice of intention to, and commence and continue to remedy such act or omission.
Section 27.03 Tenant covenants that neither the termination of any superior lease or any superior mortgage, nor the institution of any suit, action or other proceeding by the lessor under any such superior lease or the holder or holders of any such superior mortgage to recover possession of the Premises leased or mortgaged under any such superior lease or any such superior mortgage or deed to realize on the mortgagor’s interest under any such superior mortgage or any such superior lease (provided that Tenant is not otherwise disturbed by the lessor under any such superior lease or the holder of trust shall advise Landlord that they desire any such superior mortgage} shall, by operation of law or require otherwise, result in the cancellation or termination of this Lease (unless specific action is taken by the lessor under any such superior lease or the holder of any such superior mortgage to be prior and terminate this Lease} or the obligations of Tenant hereunder. If the lessor under any superior theretolease or the holder of any superior mortgage, or the purchaser upon written any foreclosure sale relating to such superior mortgage, or any designee of such lessor or such holder shall succeed to the rights of Landlord under this Lease, whether through possession, or any action or proceeding relating to the termination of such superior lease, or foreclosure action or delivery of a new lease or deed, then, at the request of Landlord such party so succeeding to Landlord’s rights (such party being sometimes herein called a “successor landlord”} and upon such successor landlord’s written agreement to accept Tenant’s attornment, Tenant agrees shall attorn to and recognize such successor landlord as Tenant’s landlord under this Lease, and shall promptly executeexecute and deliver, acknowledge at Tenant’s sole expense, any instrument that such successor landlord may reasonably request to evidence such attornment and deliver none of the above-described successions shall, by operation of law or otherwise, result in the cancellation or termination of this Lease (unless specific action is taken by such successor landlord to terminate this Lease) or the obligations of Tenant. In the event successor landlord requests Tenant to execute an attornment, Tenant shall acquire no rights with respect to said successor landlord until the attornment has been executed. Upon such attornment, this Lease shall continue in full force and effect as, or as if it were, a direct lease between the successor landlord and Tenant upon all of the terms, conditions and covenants set forth in this Lease, except that the successor landlord shall not:
(a) be liable for any and all documents previous act or instruments omission of Landlord under this Lease;
(b) be subject to any offset, not expressly provided for in this Lease, which shall have theretofore accrued to Tenant against Landlord; or
(c) be bound by any previous modification of this Lease, not expressly provided for in this Lease, or by any previous prepayment of more than one month’s Fixed Rent or additional rent, unless such modification or prepayment shall have been expressly approved in writing by the lessor under the superior lease or the holder of the superior mortgage through or by reason of which the successor landlord shall have succeeded to the rights of Landlord under this Lease.
Section 27.04 In the event of termination, cancellation, re-entry or dispossess by Landlord or a successor landlord under this Lease Tenant shall, at Landlord’s or the successor landlord’s request, execute an assignment by Tenant to Landlord or the successor landlord of Tenant’s interest as sublessor under any subleases to this Lease, and Tenant hereby appoints Landlord or the successor landlord as Tenant’s attorney-in-fact to execute any such lessorassignment upon Tenant’s failure or refusal to do so and shall execute any necessary documents to confirm said appointment upon Landlord’s or the successor landlord’s request. At Landlord’s or successor landlord’s option, sublessee shall attorn to Landlord or the successor landlord and upon such attornment, the sublease shall continue in full force and effect as, or as if it were, a direct lease between Landlord or the successor landlord and sublessee upon all the terms, conditions and covenants set forth in, at Landlord’s or successor landlord’s option, the Lease or the sublease, except that Landlord or the successor landlord shall not:
(a) be liable for any previous act or omission of sublessor under the sublease;
(b) be subject to any offset, which shall have theretofore accrued to sublessee against sublessor; or
(c) be bound by any previous modification of the sublease, not expressly provided for in the sublease, or by any previous prepayment of more than one month’s Fixed Rent or additional rent, unless such modification or prepayment shall have been expressly approved in writing by the Landlord under the Lease, the lessor under the superior lease or the holder of the superior mortgage through or holders deem necessary by reason of which the successor landlord shall have succeeded to the rights of sublessor under the sublease, as the case may be. In the event that Landlord or desirable for purposes thereof. a successor landlord, as the case may be, does not request Tenant to assign its interest in the sublease or have sublessee attorn to Landlord or the successor landlord, as the case may be, then Landlord or successor landlord, as the case may be, shall have the right to cause terminate the sublease immediately at any time after termination or cancellation of this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages re-entry or deeds of trust which may hereafter be executed covering the Premises, the Project dispossess by Landlord or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession successor landlord under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. All subleases made in accordance with this Lease shall be subject to the above provision.
Section 27.05 In the event the holder of any mortgage or the lessor of any lease (present or future) relating to the Premises and/or this Lease requests that (a) this Lease and Tenant’s rights hereunder be made superior, rather than subordinate, to such mortgage or lease and/or (b) Tenant agreesenter into a subordination non-disturbance and attornment agreement, then Tenant, within ten (10) days after Landlord’s written request thereforrequest, to execute, acknowledge will execute and deliver upon request without charge such agreement(s) in such form(s) acceptable to the holder of such mortgage or lessor of such lease. In any instance where the consent of any holder of any superior lease or superior mortgage is required to be given in connection with any matter relating to this Lease, Landlord shall not be required to give its consent to such matter unless and all until such required consent is given and Landlord shall not be found to have unreasonably withheld its consent if such required consent is withheld by any superior lease or superior mortgage.
Section 27.06 If Tenant fails to execute and deliver any documents or instruments requested as and when required by Landlord or necessary or proper to assure the subordination this Article 27, then, notwithstanding any other provision of this Lease to any Lease, without the requirement of notice from Landlord such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s failure will constitute a default under this Lease beyond any applicable grace period, entitling Landlord to any mortgagee or deed the same rights and remedies as if such default were with respect to nonpayment of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleFixed Rent.
Appears in 1 contract
Samples: Lease (Paramount Group, Inc.)
Subordination. (a) This Lease is subject and subordinate to all ground the lien, provisions, operation and effect of the Deeds of Trust or underlying leases, mortgages and deeds of trust other security instruments which affect may now or hereafter encumber the property Improvements or the ProjectLand or any interest therein (collectively, including "Encumbrances"), to all funds and indebtedness intended to be secured thereby, and to all renewals, extensions, modifications, consolidations, replacements and extensions recastings or refinancings thereof; provided, however, if . The holder of any Encumbrance to which this Lease is subordinate shall have the lessor under right (subject to any such lease or required approval of the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require superior Encumbrance) at any time to declare this Lease to be prior superior to the lien, provisions, operation and superior theretoeffect of such Encumbrance, upon written request of Landlord to Tenant, and Tenant agrees to promptly shall execute, acknowledge and deliver any and all documents or instruments which Landlord or required by such lessor, holder or holders deem necessary or desirable for purposes in confirmation thereof. Landlord shall have Simultaneous with the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leasesexecution hereof, mortgages or deeds of trust which may hereafter be executed covering the PremisesLandlord, Tenant, the Project or Credit Facility Provider and the property or any renewalsState shall execute the Assignments. In the event that the Improvements and/or the Land become subject to an Encumbrance after the date hereof, modifications, consolidations, replacements or extensions thereof, for Landlord agrees to obtain a non-disturbance agreement from the full amount of all advances made or to be made thereunder and without regard to the time or character holder of such advancesEncumbrance, together in such holder's standard form, provided that Tenant shall pay or reimburse Landlord for any costs associated with interest thereon such efforts and subject agrees to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party execute such agreement in question a written undertaking in favor of Tenant order to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure confirm the subordination of this Lease to any the Encumbrance, if requested by the holder of such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five Encumbrance.
(5b) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide at Landlord's request promptly execute any requisite or appropriate document confirming such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultsubordination. Tenant waives the provisions of any current Law now or future statute, rule or law hereinafter in effect which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the Tenant's obligations of the Tenant hereunder in the event of any foreclosure proceeding is prosecuted or salecompleted or in the event the Improvements, the Land or Landlord's interest therein is transferred by foreclosure, by deed in lieu of foreclosure or otherwise. At the request of such transferee, Tenant shall attorn to such transferee and shall recognize such transferee as the Landlord under this Lease. Tenant agrees that upon any such attornment, such transferee shall not be (i) bound by any payment of Basic Rent or Additional Rent more than one month in advance, except prepayments in the nature of security for the performance by Tenant of its obligations under this Lease, but only to the extent such prepayments have been delivered to such transferee, (ii) bound by any amendment of this Lease made without the consent of the holder of each Encumbrance existing as of the date of such amendment, (iii) liable for damages for any breach, act or omission of any prior landlord, or (iv) subject to any offsets or defenses which Tenant might have against any prior landlord; provided, however, that after succeeding to Landlord's interest under this Lease, such transferee shall agree to perform in accordance with the terms of this Lease all obligations of Landlord arising after the date of transfer. Within five days after the request of such transferee, Tenant shall execute, acknowledge and deliver any requisite or appropriate document submitted to Tenant confirming such attornment.
(c) If any prospective or current holder of an Encumbrance requires that modifications to this Lease be obtained, and provided that such modifications (i) are reasonable, (ii) do not adversely affect in a material manner Tenant's use of the Leased Premises for the Permitted Use, (iii) do not increase the rent and other sums to be paid by Tenant, (iv) do not change Tenant's affirmative or negative covenants set forth herein, or (v) affect Tenant's option to purchase the Leased Premises as provided in Paragraph 6(b), then Landlord may submit to Tenant an amendment to this Lease incorporating such required modifications, and Tenant shall execute, acknowledge and deliver such amendment to Landlord within five days after Tenant's receipt thereof.
Appears in 1 contract
Subordination. This Lease is and all rights of the Tenant hereunder are subject and subordinate to all ground or underlying leasesany deeds of trust, mortgages or other instruments of security which do now or may hereafter cover the building and deeds the land or any interest of trust which affect Landlord therein, and to any and all advances made on the property or the Projectsecurity thereof, including and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any such deeds of trust, mortgages or instruments of security. This provision is hereby declared by Landlord and Tenant to be self-operative and no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, if the lessor under any such lease or the holder or holders from time to time within 10 days of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior theretodemand, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver to Landlord any and all documents or instruments which and certificates that in the judgment of Landlord or such lessor, holder or holders deem may be necessary or desirable proper to confirm or evidence such subordination, and Tenant hereby irrevocably appoints Landlord as Tenant's agent and attorney-in-fact for purposes thereofthe purpose of executing, acknowledging and delivering any such instruments and certificates. Landlord This Lease and all rights of Tenant hereunder are further subject and subordinate to all ground or primary leases in existence at the date hereof and to any and all supplements, modifications, and extensions thereof heretofore or hereafter made. However, notwithstanding the foregoing provisions of this Section 31, Tenant agrees that any such mortgagee shall have the right at any time to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leasessuch deeds of trust, mortgages or deeds other instruments of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or security to be made thereunder and without regard to the time or character of this Lease on such advances, together with interest thereon terms and subject to all such conditions as such mortgagee may deem appropriate in its discretion. Tenant further agrees, upon demand by Landlord's mortgagee at any time, before or after the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach institution of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage such deeds of trust, mortgages or deed other instruments of trust security, or sale of the building pursuant to any deed in lieu thereofsuch deeds of trust, mortgages or other instruments of security, to attorn to the such purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor Landlord under this Lease; . This agreement of Tenant shallto attorn upon demand of Landlord's mortgagee shall survive any such foreclosure sale or trustee's sale. Tenant shall upon demand at any time or times, within five (5) days or after request execute any such further foreclosure sale or trustee's sale, execute, acknowledge and deliver to Landlord's mortgagee any and all instruments and certificates that in the judgment of Landlord's mortgagee may be necessary or assurances as such purchaser may reasonably deem necessary proper to confirm or evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant , and Tenant shall provide such hereby irrevocably appoints Landlord's mortgagee or deed as Tenant's agent and attorney-in-fact for the purpose of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure executing, acknowledging and delivering any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease instruments and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or salecertificates.
Appears in 1 contract
Subordination. This Lease is subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property Premises, Building or Business Park, regardless of the Projecttiming of same, including including, without limitation, all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project Building or the property Business Park, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from . The provisions of this Section 21 shall be self-operative and shall not require the lender or other party in question a written undertaking in favor execution of Tenant to the effect that such lender or other party will not disturb any documents (without limiting Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Leaseobligations hereunder). However, Tenant agrees, within ten (10) days after Landlord’s Landlords written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale. Prior to the Commencement Date and after receipt of written request from Tenant, Landlord shall request that its lender provide its customary non-disturbance and attornment agreement to Tenant.
Appears in 1 contract
Samples: Lease Agreement (Novan, Inc.)
Subordination. (a) This Lease is shall be subject and subordinate at all times to all ground or underlying leasesthe Ground Lease, mortgages and deeds of trust which affect to the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders lien of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may of the Ground Lessor or the Landlord in any amount or amounts whatsoever now or hereafter be executed covering placed on or against the Demised Premises, the Project Ground Lease, or Landlord's leasehold estate in this Lease without the property or necessity of the execution and delivery of any renewals, modifications, consolidations, replacements or extensions thereof, for further instruments on the full amount part of all advances made or Tenant to be made thereunder and without regard to the time or character of effectuate such advances, together with interest thereon and subject to all the terms and provisions thereofsubordination; provided, however, that Landlord obtains from so long as no Default exists, the lender terms of this Lease shall not be affected by termination proceedings in respect to the Ground Lease or by foreclosure or other party proceedings under such mortgages or deeds of trust, Tenant hereby agreeing, at the written request of the Ground Lessor, or the purchaser in question a written undertaking in favor of Tenant such foreclosure or other proceedings, to attorn to the effect that Ground Lessor, or to such lender purchaser, as applicable (provided the Ground Lessor or other party will such purchaser agrees to recognize Tenant's leasehold estate and not disturb Tenant’s right of possession under this Lease if 's tenancy so long as Tenant is not then in Default under any of the terms, covenants or thereafter in breach of any covenant or provision conditions of this Lease), or, at Ground Lessor's or such purchaser's option, as the case may be, to enter into a new lease for the balance of the term hereof upon the same terms and provisions as are contained in this Lease. Notwithstanding the foregoing, Tenant agreesshall execute and deliver such further instrument or instruments evidencing such subordination of this Lease to the Ground Lease, or the lien of any such mortgage or mortgages or deeds of trust as may be requested by Landlord within ten (10) days after from Tenant's receipt of such request provided such instrument also evidences Tenant's rights of recognition and non-disturbance.
(b) Any transfer by Landlord of its leasehold estate under this Lease shall be subject to the rights and obligations of Tenant hereunder; and Tenant shall attorn to Landlord’s 's transferee. Upon any such transfer and the assumption of liability therefor by Landlord's transferee, and written request therefornotice of such transfer to Tenant, to execute, acknowledge Landlord shall be and deliver upon request is hereby entirely freed and released of all liability under any and all documents of its covenants and obligations contained in or instruments requested by Landlord derived from this Lease arising out of any act or necessary omission related to the Research Park, the Demised Premises or proper to assure this Lease occurring after the subordination consummation of such transfer.
(c) To evidence the agreements set forth in paragraphs (a) and (b) above, simultaneously with the execution of this Lease to any such mortgagesLease, deed of trustGround Lessor, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant Landlord and Tenant shall provide such mortgagee or deed of trust beneficiary execute and record a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statuteRecognition, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease Non-Disturbance and the obligations of the Tenant hereunder Attornment Agreement in the event form of any foreclosure proceeding or saleExhibit E attached hereto.
Appears in 1 contract
Samples: Ground Lease Agreement (Wells Real Estate Investment Trust Inc)
Subordination. This Lease is (a) The indebtedness evidenced by the Series B Equipment Notes, if issued, shall be, to the extent and in the manner provided in this Indenture (as in the case of any Series B Equipment Notes issued after the Closing Date, may be amended in connection with the issuance of such Series B Equipment Notes), subordinate and subject in right of payment to the prior payment in full of the Secured Obligations in respect of the Series A Equipment Notes, and the Series B Equipment Notes, if issued, shall be issued subject to such provisions. The indebtedness evidenced by the Series A Equipment Notes is, and the indebtedness evidenced by the Series B Equipment Notes, if issued, shall be, to the extent and in the manner provided in each Related Indenture, subordinate and subject in right of payment to all ground the prior payment in full of the “Secured Obligations” in respect of the “Equipment Notes” issued under such Related Indenture, and the Series A Equipment Notes are, and the Series B Equipment Notes shall be, issued subject to such provisions. By acceptance of its Equipment Notes of any Series, each Noteholder of such Series (i) agrees to and shall be bound by such provisions, (ii) authorizes and directs Loan Trustee or underlying leasesthe Related Loan Trustee under the applicable Related Indenture, mortgages as appropriate, on such Noteholder’s behalf to take any action necessary or appropriate to effectuate the subordination as provided in this Indenture and deeds the applicable Related Indenture and (iii) appoints Loan Trustee or the Related Loan Trustee under the applicable Related Indenture, as appropriate, as such Noteholder’s attorney-in-fact for such purpose.
(b) Company, Loan Trustee and, by acceptance of trust which affect its Equipment Notes of any Series, each Noteholder of such Series, hereby agree that no payment or distribution shall be made on or in respect of the Secured Obligations, or the “Secured Obligations” under any Related Indenture, owed to such Noteholder of such Series, including any payment or distribution of cash, property or securities after the Projectoccurrence of any of the events referred to in Section 4.01(f) or after the commencement of any proceedings of the type referred to in Sections 4.01(g), including all renewals(h) or (i), modificationsexcept, consolidationsin each case, replacements as expressly provided in Article III of this Indenture or Article III of the applicable Related Indenture, as appropriate.
(c) By the acceptance of its Equipment Notes of any Series, each Noteholder of such Series agrees that (i) if such Noteholder, in its capacity as a Noteholder, receives any payment or distribution on any Secured Obligations in respect of such Series that it is not entitled to receive under this Section 2.13 or Article III, it will hold any amount so received in trust for Loan Trustee and extensions thereof; providedforthwith turn over such amount to Loan Trustee in the form received to be applied as provided in Article III and (ii) if such Noteholder, however, if the lessor in its capacity as a “Noteholder” under any such lease Related Indenture, receives any payment or the holder or holders distribution on any “Secured Obligations” in respect of “Equipment Notes” of any “Series” issued under such mortgage Related Indenture that it is not entitled to receive under Section 2.13 or deed Article III of such Related Indenture, it will hold any amount so received in trust shall advise Landlord that they desire or require this Lease for the Related Loan Trustee under such Related Indenture and forthwith turn over such amount to such Related Loan Trustee under such Related Indenture in the form received to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character applied as provided in Article III of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleRelated Indenture.
Appears in 1 contract
Samples: Indenture and Security Agreement (Delta Air Lines Inc /De/)
Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases, leases of the Land and to the lien of any mortgages or trust deeds now and deeds of trust which affect hereafter in force against the property Land or the Project, including Building and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewalsextensions, modifications, consolidations, consolidation and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character of such advances, together with interest thereon and subject to all the terms and provisions security thereof; provided, however, that such subordination is subject to delivery by Landlord obtains of a Non-Disturbance Agreement (defined below) executed by any such mortgagee or ground or underlying lessor. At Landlord’s request (and after consent from the lender any prior mortgagee or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease lessor if Tenant is has agreed not then or thereafter in breach of any covenant or provision of this Lease. to so subordinate without such consent), Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request shall execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence evidence, confirm or confirm effectuate such attornmentsubordination of this Lease thereto or, if requested, to make Tenant’s interest in this Lease superior thereto. Tenant agrees to provide copies If any mortgage shall be foreclosed or property encumbered thereby is transferred in lieu of foreclosure, or if any notices ground or underlying lease be terminated, (i) the liability of Landlord’s default the mortgagee or trustee hereunder or purchaser at such foreclosure sale or the liability of a subsequent owner designated as Landlord under this Lease shall exist only with respect to the period during which such trustee, mortgagee, purchaser or owner is the owner of the Land or Building and such liability shall not exist with respect to the period after further transfer of ownership and in no event shall any such party have any liability whatsoever for the acts of the Landlord prior to any mortgagee such transfer or deed any liability for any deposits made by Tenant hereunder unless such deposits have been transferred to such party; provided however, that such party shall have liability to perform all of trust beneficiary whose address has the Landlord’s continuing obligations, if any, that have not been provided performed as of the date of transfer; and (ii) in return for and upon delivery to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure by any such default. Tenant waives the provisions mortgagee, trustee, purchaser or owner of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder an agreement (a “Non-Disturbance Agreement”) agreeing that in the event of a foreclosure of such mortgage or the giving of a deed in lieu of foreclosure or termination of any such ground or underlying lease, this Lease shall not be terminated and Tenant may remain in possession of the Premises pursuant to the terms of this Lease and retain all of the rights, options and privileges granted to it hereunder as long as Tenant continues to perform its obligations hereunder and further agreeing that the purchaser at a foreclosure sale or transferee in the case of a deed in lieu of foreclosure or ground or underlying lessor or trustee, as the case may be, will assume all of the obligations of Landlord in such case, Tenant will agree to attorn to and recognize as Landlord, the purchaser at any foreclosure proceeding sale under any mortgage or saleany transferee in the case of a deed in lieu of foreclosure or any ground lessor or trustee, by executing such instruments as may be required by the mortgagee, trustee, transferee or ground lessor. Tenant shall also, as a condition to its execution of this Lease receive a Non-Disturbance Agreement from the current mortgagee of the Land and Building.
Appears in 1 contract
Samples: Lease Agreement (Wells Real Estate Investment Trust Inc)
Subordination. (a) This Lease is and all rights of Tenant hereunder are subject and subordinate to any first deed of trust, first mortgage or other first instrument of security (a "Mortgage"), and at Landlord's option, this Lease and all rights of Tenant hereunder are subject and subordinate to any junior deed of trust, junior mortgage or other junior instrument of security, as well as to any ground lease or underlying leasesprimary lease (an "Underlying Lease") that now or thereafter covers all or any part of the Shopping Center, mortgages the land, or any interest of Landlord therein, and deeds of trust which affect to any and all advances made on the property or the Projectsecurity thereof and to any and all increase, including all renewals, modifications, consolidations, replacements and extensions thereof; providedof such Mortgage or Underlying Lease. This provision is self-operative and no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, if the lessor under any such lease within 10 days after receipt of a written request from Landlord, execute, acknowledge and deliver to Landlord or to the holder or holders ("Holder") of any Mortgage, or lessor ("Lessor") in any Underlying Lease, all instruments and certificates that in the judgment of Landlord, Holder or Lessor may be necessary or desirable to confirm or evidence such mortgage or deed subordination. Not in limitation of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request the generality of Landlord to Tenantthe foregoing, Tenant agrees that any Holder shall have the right at any time to promptly subordinate any Mortgage to this Lease on such terms and subject to such conditions as such Holder may deem appropriate in its sole discretion. Tenant further covenants and agrees upon demand by Holder or Lessor at any time, before or after the institution of any proceedings for foreclosure or sale pursuant to any Mortgage, or termination of any Underlying Lease, to attorn to the purchaser upon such foreclosure or sale or to Lessor upon such termination, and to recognize such purchaser or Lessor preceding sentence shall survive any such foreclosure, sale or termination. Tenant, upon demand, before or after any such foreclosure, sale or termination, shall execute, acknowledge and deliver to Holder or Lessor any and all instruments that in the judgment of Holder or Lessor may be necessary or desirable to confirm or evidence such attornment and Tenant hereby irrevocably authorizes Holder or Lessor to execute, acknowledge and deliver any such instruments on Tenant's behalf. It is understood and all documents or instruments which agreed that Tenant's obligation to furnsh to Landlord or such lessor, holder or holders deem necessary or desirable any instrument described in this Article 21 promptly as requested is a material inducement for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision Landlord's execution of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents No cure or instruments requested by Landlord or necessary or proper to assure the subordination of grace period provided in this Lease shall apply to Tenant's obligations to timely deliver such instruments. Tenant acknowledges that it may be difficult, if not impossible, for Landlord to finance or sell the Shopping Center without such instruments from Tenant. Tenant's failure to deliver said instruments in the time and manner provided herein shall constitute an event of default. In addition to any other remedies set forth herein, Landlord shall be entitled all remedies available at law with respect to such mortgages, deed of trust, breach.
(b) If Landlord shall be or leasehold estates. Tenant agrees that is alleged to be in the event any proceedings are brought for the foreclosure default of any mortgage or deed of trust or any deed in lieu thereof, its obligations owing to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor Tenant under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies give to Holder and Lessor a copy of any notices written notice (by registered or certified mail or by delivery service) of any such default which Tenant shall have served upon Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address , provided that prior thereto Tenant has been provided to Tenant notified in writing (by way of notice of assignment of rents and/or leases, or otherwise) of the name and addresses of any such Holder and Lessor. Tenant shall provide not be entitled to exercise any right or remedy as may exist because of any default by Landlord without having given such mortgagee notice to Holder and Lessor. Tenant further agrees that if Landlord shall fail to cure such default, Holder or deed Lessor shall have an additional 30 days (measured from the later of trust beneficiary a commercially reasonable time after the date on which the default should have been cured by Landlord, or the date of Holder's or Lessor's receipt of such notice from Tenant), provided that if such default cannot be cured within which such 30-day period and Holder or Lessor is diligently pursuing the remedies necessary to effectuate the cure any (including, but not limited to, foreclosure or termination proceedings, if appropriate) such default. Tenant waives cure period shall be extended to allow the provisions of any current or future statute, rule or law which may give or purport cure to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or salebe completed.
Appears in 1 contract
Samples: Shopping Center Lease (Southern Concepts Restaurant Group, Inc.)
Subordination. This At the option of Master Landlord's first mortgagee, this Lease is and all rights of Tenant hereunder shall be subject and subordinate (i) to all ground any first mortgage or underlying leasesfirst deed of trust, mortgages and deeds of trust blanket or otherwise, which does now or may hereafter affect the Building (and which may also affect other property or the Projectand (ii) to any and all increases, including all renewals, modifications, consolidations, replacements replacements, and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require trust. If Master Landlord's first mortgagee elects to make this Lease to be prior subordinate, Landlord and superior theretoTenant shall, however, upon written request of Landlord to Tenant, Tenant agrees to promptly demand at any time or times execute, acknowledge acknowledge, and deliver to each other, or to Master Landlord's first mortgagee, a Subordination, Non-Disturbance and Attornment Agreement, substantially in the form of Exhibit G. In the event Tenant shall fail or neglect to execute, acknowledge, and deliver any and all documents such subordination agreement or instruments which Landlord or such lessorcertificate, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate Landlord, in addition to any other remedies it may have, as the agent and all ground or underlying leasesattorney in fact of Tenant, mortgages or deeds execute, acknowledge, and deliver the same and Tenant hereby irrevocably nominates, constitutes and appoints Landlord as Tenant's proper and legal agent and attorney in fact for such purposes. Such power of trust which may hereafter be executed covering attorney shall not terminate on disability of the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Leaseprincipal. Tenant covenants and agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any such mortgage or if the Building be sold pursuant to any such deed of trust or any deed in lieu thereoftrust, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as trustee's sale if so requested to do so by such purchaser and to recognize such purchaser as the lessor Landlord under this Lease; . Tenant shallagrees to execute, within five (5acknowledge and deliver at any time and from time to time, upon the request of Landlord or any holder(s) days after request execute of any of the indebtedness or other obligations secured by any of the mortgages or deeds of trust referred to in this paragraph any instrument at certificate which, in the sole judgment of Landlord or of such further instruments holder(s), may be necessary or assurances as appropriate in any such purchaser may reasonably deem necessary foreclosure proceeding or otherwise to evidence or confirm such attornment. Tenant agrees to provide copies hereby irrevocably appoints Landlord and the holder(s) of any notices of Landlord’s default under this Lease to any mortgagee the indebtedness or deed other obligations secured by the aforesaid mortgages and/or deeds of trust beneficiary whose address has been provided jointly and severally the agent and attorney in fact of Tenant to execute and deliver for and on behalf of Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultinstrument or certificate. Such power of attorney shall not terminate on disability of the principal. Tenant further waives the provisions of any current statute or future statuterule of law, rule now or law hereafter in effect, which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations obligation of the Tenant hereunder in the event of any such foreclosure proceeding is brought or trustee's sale occurs and agrees that this Lease shall not be affected in any way whatsoever by any such foreclosure proceeding or saletrustee's sale unless the holder(s) of the indebtedness or other obligations secured by said mortgages and/or deeds of trust shall declare otherwise. This Lease and all rights of Tenant hereunder are further subject and subordinate, to the extent that the same relate to the Leased Premises, to all Applicable Laws and to all liens, leases, restrictions, easements, and encumbrances to the extent same are valid, subsisting, and recorded in the Real Property Records of Dallas County, Texas.
Appears in 1 contract
Samples: Office Sublease (Advancepcs)
Subordination. Section 27.01 This Lease is subject and subordinate in all respects to all ground leases and/or underlying leases now or underlying leases, hereafter covering the real property or any portion thereof of which the Premises form a part and to all mortgages and deeds trust indentures which may now or hereafter be placed on or affect such leases and/or the real property of trust which affect the property Premises form a part, or the Projectany part or parts of such real property, including and/or Landlord’s interest therein, and to each advance made and/or hereafter to be made under any such mortgages, or indentures and to all renewals, modifications, consolidations, replacements increases, recastings, replacements, extensions and extensions thereofsubstitutions of and for such ground leases and/or underlying leases and/or mortgages or indentures (each lease or mortgage to which this Lease shall be subject and subordinate pursuant to the provisions hereof being respectively herein called a “superior lease” or a “superior mortgage”). This Section 27.01 shall be self-operative and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall execute, at its sole cost and expense, and deliver promptly any certificate that Landlord and/or any lessor under any superior lease and/or any holder of any superior mortgage and/or their respective successors in interest may request. Tenant hereby constitutes and appoints Landlord and/or any lessor under any superior lease and/or any holder of any superior mortgage and/or their respective successors in interest as Tenant’s attorney-in-fact to execute and deliver any such certificate or certificates for and on behalf of Tenant.
Section 27.02 In the event of any act or omission of Landlord that would give Tenant the right, immediately or after lapse of a period of time, to cancel or terminate this Lease, or to claim a partial or total eviction, Tenant shall not be entitled to exercise such right:
(a) unless and until Tenant has given prompt written notice of such act or omission to the lessor under each superior lease and the holder of each superior mortgage, whose name and address shall previously have been furnished to Tenant in writing; providedand
(b) unless such act or omission shall be one which is not capable of being remedied by Landlord or such lessor or such holder within a reasonable period of time, howeveruntil a reasonable period for remedying such act or omission shall have elapsed following the giving of such notice and following the time when the lessor under such superior lease or the holder of such superior mortgage shall have become entitled under such lease or such mortgage, if as the case may be, to remedy the same (which reasonable period shall in no event be less than the period to which Landlord would be entitled under this Lease or otherwise, after similar notice, to effect such remedy), provided such lessor or such holder shall with due diligence give Tenant written notice of intention to, and commence and continue to remedy such act or omission.
Section 27.03 Tenant covenants that neither the termination of any superior lease or any superior mortgage, nor the institution of any suit, action or other proceeding by the lessor under any such superior lease or the holder or holders of any such superior mortgage to recover possession of the Premises leased or mortgaged under any such superior lease or any such superior mortgage or deed to realize on the mortgagor’s interest under any such superior mortgage or any such superior lease (provided that Tenant is not otherwise disturbed by the lessor under any such superior lease or the holder of trust shall advise Landlord that they desire any such superior mortgage) shall, by operation of law or require otherwise, result in the cancellation or termination of this Lease (unless specific action is taken by the lessor under any such superior lease or the holder of any such superior mortgage to be prior and terminate this Lease) or the obligations of Tenant hereunder. If the lessor under any superior theretolease or the holder of any superior mortgage, or the purchaser upon written any foreclosure sale relating to such superior mortgage, or any designee of such lessor or such holder shall succeed to the rights of Landlord under this Lease, whether through possession, or any action or proceeding relating to the termination of such superior lease, or foreclosure action or delivery of a new lease or deed, then, at the request of Landlord such party so succeeding to Landlord’s rights (such party being sometimes herein called a “successor landlord”) and upon such successor landlord’s written agreement to accept Tenant’s attornment, Tenant agrees shall attorn to and recognize such successor landlord as Tenant’s landlord under this Lease, and shall promptly executeexecute and deliver, acknowledge at Tenant’s sole expense, any instrument that such successor landlord may reasonably request to evidence such attornment and deliver none of the above-described successions shall, by operation of law or otherwise, result in the cancellation or termination of this Lease (unless specific action is taken by such successor landlord to terminate this Lease) or the obligations of Tenant. In the event successor landlord requests Tenant to execute an attornment, Tenant shall acquire no rights with respect to said successor landlord until the attornment has been executed. Upon such attornment, this Lease shall continue in full force and effect as, or as if it were, a direct lease between the successor landlord and Tenant upon all of the terms, conditions and covenants set forth in this Lease, except that the successor landlord shall not:
(a) be liable for any and all documents previous act or instruments omission of Landlord under this Lease;
(b) be subject to any offset, not expressly provided for in this Lease, which shall have theretofore accrued to Tenant against Landlord; or
(c) be bound by any previous modification of this Lease, not expressly provided for in this Lease, or by any previous prepayment of more than one month’s Fixed Rent or additional rent, unless such modification or prepayment shall have been expressly approved in writing by the lessor under the superior lease or the holder of the superior mortgage through or by reason of which the successor landlord shall have succeeded to the rights of Landlord under this Lease.
Section 27.04 In the event of termination, cancellation, re-entry or dispossess by Landlord or a successor landlord under this Lease Tenant shall, at Landlord’s or the successor landlord’s request, execute an assignment by Tenant to Landlord or the successor landlord of Tenant’s interest as sublessor under any subleases to this Lease, and Tenant hereby appoints Landlord or the successor landlord as Tenant’s attorney-in-fact to execute any such lessorassignment upon Tenant’s failure or refusal to do so and shall execute any necessary documents to confirm said appointment upon Landlord’s or the successor landlord’s request. At Landlord’s or successor landlord’s option, sublessee shall attorn to Landlord or the successor landlord and upon such attornment, the sublease shall continue in full force and effect as, or as if it were, a direct lease between Landlord or the successor landlord and sublessee upon all the terms, conditions and covenants set forth in, at Landlord’s or successor landlord’s option, the Lease or the sublease, except that Landlord or the successor landlord shall not:
(a) be liable for any previous act or omission of sublessor under the sublease;
(b) be subject to any offset, which shall have theretofore accrued to sublessee against sublessor; or
(c) be bound by any previous modification of the sublease, not expressly provided for in the sublease, or by any previous prepayment of more than one month’s Fixed Rent or additional rent, unless such modification or prepayment shall have been expressly approved in writing by the Landlord under the Lease, the lessor under the superior lease or the holder of the superior mortgage through or holders deem necessary by reason of which the successor landlord shall have succeeded to the rights of sublessor under the sublease, as the case may be. In the event that Landlord or desirable for purposes thereof. a successor landlord, as the case may be, does not request Tenant to assign its interest in the sublease or have sublessee attorn to Landlord or the successor landlord, as the case may be, then Landlord or successor landlord, as the case may be, shall have the right to cause terminate the sublease immediately at any time after termination or cancellation of this Lease or re-entry or dispossess by Landlord or a successor landlord under this Lease. All subleases made in accordance with this Lease shall be subject to the above provision.
Section 27.05 In the event the holder of any mortgage or the lessor of any lease (present or future) relating to the Premises and/or this Lease requests that (a) this Lease and Tenant’s rights hereunder be made superior, rather than subordinate, to such mortgage or lease and/or (b) Tenant enter into a subordination non-disturbance and attornment agreement, then Tenant, within fourteen (14) days after written request, will execute and deliver without charge such agreement(s) in such form(s) acceptable to the holder of such mortgage or lessor of such lease. In any instance where the consent of any holder of any superior lease or superior mortgage is required to be given in connection with any matter relating to this Lease, Landlord shall not be required to give its consent to such matter unless and become until such required consent is given and remain subject Landlord shall not be found to have unreasonably withheld its consent if such required consent is withheld by any superior lease or superior mortgage.
Section 27.06 If Tenant fails to execute and subordinate to deliver any documents as and all ground or underlying leaseswhen required by this Article 27, mortgages or deeds of trust which may hereafter be executed covering the Premisesthen, the Project or the property or notwithstanding any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by without the requirement of notice from Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s failure will constitute a default under this Lease beyond any applicable grace period, entitling Landlord to any mortgagee or deed the same rights and remedies as if such default were with respect to nonpayment of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleFixed Rent.
Appears in 1 contract
Samples: Lease (Hudson Holding Corp)
Subordination. This Lease is and all rights of Tenant hereunder shall be and are subject and subordinate at all times to all any deeds of trust, mortgages, installment sale agreements and other instruments or encumbrances, as well as to any ground leases or underlying primary leases, mortgages that now or hereafter cover all or any part of the Building, the Land or an interest of Landlord therein, and deeds of trust which affect to any and all advances made on the property or the Projectsecurity thereof, including and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any of such deeds of trust, mortgages, installment sale agreements, instruments, encumbrances or leases, as well as any substitutions therefor, all automatically and without the necessity of any further action on the part of Tenant to effectuate such subordination. Tenant shall, however, within five (5) business days execute, acknowledge and deliver to Landlord any and all instruments and certificates that in the reasonable judgment of Landlord may be necessary or proper to confirm or evidence such subordination. If Tenant does not respond within such five (5) business days, Tenant hereby appoints Landlord as its Attorney-in-Fact to execute any and all such documents on behalf of Tenant. Notwithstanding the foregoing, if any mortgagee, trust beneficiary or ground lessor shall elect to have this Lease treated as if it became effective and Tenant had taken possession prior to the lessor under any such lease or the holder or holders lien of any such its mortgage or deed of trust or prior to its ground lease, and shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord give notice thereof to Tenant, Tenant agrees this Lease shall be deemed to promptly execute, acknowledge have become effective and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the Tenant's right to cause this Lease possession shall be considered prior to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgagesmortgage, deed of trust, or leasehold estatesprior to its ground lease whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. Tenant agrees that in In the event any proceedings are brought for the foreclosure of any mortgage or deed of trust to which this Lease is subordinate is foreclosed or any a deed in lieu thereofof foreclosure is given to the mortgagee or beneficiary, to Tenant shall attorn to the purchaser or any successors thereto upon any such at the foreclosure sale or to the grantee under the deed in lieu thereof as so requested of foreclosure; in the event any ground lease to do so by such purchaser which this Lease is subordinate is terminated, Tenant shall attorn to the ground lessor. Tenant shall upon demand at any time execute, acknowledge and deliver to recognize such purchaser as Landlord's mortgagee (including the lessor beneficiary under this Lease; Tenant shall, within five (5any deed of trust) days after request execute such further or other holder any and all instruments and certificates that in the judgment of Landlord's mortgagee may be necessary or assurances as such purchaser may reasonably deem necessary proper to confirm or evidence or confirm such attornment. Tenant agrees Notwithstanding anything to provide copies the contrary contained in this Section or the Lease, no mortgagee of the Building or Land shall be liable to Tenant: (i) for the return of or responsibility for the Security Deposit, unless and until such Security Deposit is actually received by said mortgagee, (ii) for any act or omission of any notices of prior landlord (including Landlord’s default under this Lease ); (iii) for any offsets, defenses or counterclaims which Tenant might have against any prior landlord (including Landlord); (iv) for any rent, Additional Rent or advance rent which Tenant might have paid for more than the current month to any mortgagee or deed of trust beneficiary whose address has been provided prior landlord (including Landlord); (v) with respect to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current amendment or future statutemodification of the Lease made without its consent and without written approval; or (vi) required to restore the Building, rule or law which may give or purport to give Tenant complete any right or election to terminate improvements or otherwise adversely affect this Lease and perform the obligations of Landlord under the Tenant hereunder Lease in the event of a foreclosure of the Deed of Trust or acceptance by such mortgagee of a deed in lieu of foreclosure, in either instances prior to full restoration of the Building or completion of any foreclosure proceeding or saleimprovements.
Appears in 1 contract
Subordination. This Lease is subject to and Tenant agrees to comply with all matters of record affecting the Real Property. This Lease is also subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the ProjectReal Property, including as well as all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estatesestates (hereinafter, a “SNDA”). If Tenant fails to timely deliver an executed SNDA to Landlord pursuant to the terms of this Article 17, then without limiting any other rights or remedies of Landlord, Landlord shall have the right to charge Tenant an amount equal to Five Hundred Dollars ($500.00) per day for each day thereafter until Tenant delivers to Landlord a SNDA pursuant to the terms hereof. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 1 contract
Samples: Reaffirmation, Consent to Transfer and Substitution of Indemnitor (Hudson Pacific Properties, Inc.)
Subordination. This Lease is and Tenant's interest and rights hereunder are and shall be subject and subordinate at all times to all ground the lien of any first mortgage, now existing or underlying leases, mortgages and deeds of trust which affect hereafter created on or against the property Project or the ProjectPremises, including and all amendments, restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant agrees, if at the lessor under any such lease or election of the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease mortgage, to be prior and superior thereto, upon written request of Landlord attorn to Tenant, any such holder. Tenant agrees upon demand to promptly execute, acknowledge and deliver such instruments, confirming such subordination and such instruments of adornment as shall be requested by any such holder. Tenant hereby appoints Landlord attorney in fact for Tenant irrevocably (such power of attorney being coupled with an interest) to execute, acknowledge and deliver any such instrument and all documents instruments for and in the name of the Tenant and to cause any such instrument to be recorded. Notwithstanding the foregoing, any such holder may at any time subordinate its mortgage to this Lease, without Tenant's consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such mortgage without regard to their respective dates of execution, delivery or instruments which Landlord or recording and in that event such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right same rights with respect to cause this Lease as though this Lease had been executed prior to the execution, delivery and recording of such mortgage and had been assigned to such holder. The term "mortgage" whenever used in this Lease shall be and become and remain subject and subordinate deemed to any and all ground or underlying leases, mortgages or include deeds of trust which may hereafter be executed covering the Premisestrust, the Project or the property or security assignments and any renewalsother encumbrances, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard any reference to the time or character "holder" of such advancesa mortgage shall be deemed to include the beneficiary under a deed of trust. Provided, together with interest thereon and subject Tenant is not in default under the Lease, Landlord, at the request of Tenant, agrees to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession subordinate Landlord's lien arising under this Lease against Tenant's property located on the Premises. Such subordination shall be required only if Tenant is not then the lender shall be a bank or thereafter in breach other financial institution or the vendor of any covenant Tenant's equipment or provision of this Leasea financing entity related to such vendor and shall be subject to such conditions as Landlord may reasonably require. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and shall reimburse Landlord for all documents or instruments requested reasonable out-of-pocket expenses incurred by Landlord or necessary or proper to assure the subordination of this Lease to any in negotiating and executing such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleagreement with Tenant's lender.
Appears in 1 contract
Subordination. This Lease is shall be subject and subordinate to all present and future ground or underlying leases of the Building or Project and to the lien of any first mortgage or trust deed, now or hereafter in force against the Building or Project, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds (the “Lender”), or the lessors under such ground lease or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord require in writing that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge covenants and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any such mortgage or deed of trust or any deed in lieu thereof, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as if so requested to do so by such purchaser purchaser, and to recognize such purchaser as the lessor under this Lease; . Tenant shall, within five (5) business days after of request by Landlord or the Lender, execute a commercially reasonable subordination and non-disturbance agreement or such further instruments or assurances as such purchaser Landlord or Landlord’s mortgagee may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or, if applicable, the superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed underlying leases and agrees that if Tenant fails or refuses to do so within five (5) days after request therefor by Landlord, such failure or refusal shall constitute a default by Tenant under this Lease, but such failure or refusal shall in no way affect the validity or enforceability of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultsubordination made by such Lender. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale. Notwithstanding the foregoing, Landlord shall use commercially reasonable efforts to cause its existing Lender (within thirty (30) days of mutual execution and delivery of this Lease) to execute a subordination, non-disturbance and attornment agreement with Tenant on such Xxxxxx’s standard form.
Appears in 1 contract
Samples: Office Lease (Doma Holdings, Inc.)
Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Real Property and to the lien of any mortgages or trust deeds, now or hereafter in force against the Real Property and the Building, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord require in writing that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge covenants and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage such mortgage, or deed of trust if any ground or any deed in lieu thereofunderlying lease is terminated, to attorn to the purchaser or any successors thereto upon any such foreclosure sale sale, or deed in lieu thereof to the lessor of such ground or underlying lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease; . Tenant shall, within five fifteen (515) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed underlying leases. Landlord agrees that thirty (30) days after the date of trust beneficiary whose address has been full execution of the Lease, it will provide, without cost to or charge of, Tenant with non-disturbance, subordination and attornment agreements ("non-disturbance agreement") in favor of Tenant from any ground lessors, mortgage holders or lien holders (each, a "Superior Mortgagee") then in existence, on the form provided by such Superior Mortgagee(s), with such changes as are approved by Tenant and such parties. Said non-disturbance agreements shall be in recordable form and may be recorded at Tenant's election and expense. In the event Landlord fails to provide commercially reasonable non-disturbance agreements within the time frame set forth in this Article 18, Tenant shall have the right, exercisable at any time thereafter, to give ten (10) business days written notice to Landlord terminating the Lease, which notice must be given, if at all, no later than ten (10) days after Tenant's receipt of Landlord's notice to Tenant that Landlord was unable to obtain such non-disturbance agreements. In addition, Tenant may give such notice of termination after the expiration of the thirty (30) day period and prior to receipt of Landlord's notice. Landlord agrees to provide Tenant with commercially reasonable non-disturbance agreement(s) in favor of Tenant from any Superior Mortgagee(s) of Landlord who later come(s) into existence at any time prior to the expiration of the Lease Term, as it may be extended, in consideration of, and as a condition precedent to, Tenant's agreement to subordinate this Lease in accordance with this Article 18. Said non-disturbance agreements shall be in recordable form and may be recorded at Tenant's election and expense. Notwithstanding anything to the contrary set forth in this Lease, the non-disturbance agreement shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder that in the event that Landlord fails to reimburse Tenant, in accordance with this Lease, for the Tenant Improvement Allowance, the Superior Mortgagee, if such Superior Mortgagee succeeds to Landlord's interest hereunder, or such other successor to the interests of Landlord hereunder, shall pay to Tenant, such unpaid amounts and shall recognize and honor any remaining credit of Base Rent and/or Direct Expenses. All non-disturbance agreements shall acknowledge that, and Landlord hereby independently agrees that, to the extent Landlord has failed to fulfill its obligations with respect to the reimbursement of Tenant, in accordance herewith, of any foreclosure proceeding Tenant Improvement Allowance or saleremaining credit of Base Rent and/or Direct Expenses ("Key Obligations"), and to the extent Superior Mortgagee has failed to fulfill its obligations with regard to the payment of such Key Obligations as provided in the preceding paragraph, Tenant may deduct the amount of the Key Obligation which Landlord has not paid from the Rent next coming due and payable, from time to time, under the Lease. In addition to the foregoing, Landlord agrees that in the event Landlord has failed to pay its Key Obligations, Tenant may deduct the amount of the Key Obligations which Landlord has not paid, together with interest at the Interest Rate, from the Rent next coming due and payable, from time to time, under the Lease.
Appears in 1 contract
Subordination. This Lease is and all rights of Tenant hereunder are subject and subordinate (i) to all ground any mortgage or underlying leasesdeed of trust, mortgages and deeds of trust blanket or otherwise, which does now or may hereafter affect the property or the ProjectBuilding (and which may also affect other properties) and (ii) to any and all increases, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust trust. This provision is hereby declared by Landlord and Tenant to be self-operative and no further instruments shall advise be required to effect such subordination of this Lease. Tenant shall, however, upon demand at any time or times execute, acknowledge and deliver to Landlord any and all instruments and certificates that they desire may be necessary or require proper to more effectively subordinate this Lease and all rights of Tenant hereunder to be prior and superior thereto, upon written request any such mortgage or deed of Landlord trust or to Tenant, confirm or evidence such subordination. In the event Tenant agrees shall fail or neglect to promptly execute, acknowledge and deliver any and all documents subordination agreement or instruments which certificate, Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate in addition to any other remedies it may have, as the agent and all ground or underlying leasesattorney in fact of Tenant, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any the same and all documents or instruments requested by Tenant hereby irrevocably nominates, constitutes and appoints Landlord or necessary or Tenant's proper to assure and legal agent and attorney in fact for such purposes. Such power of attorney shall not terminate on disability of the subordination of this Lease to any such mortgages, deed of trust, or leasehold estatesprincipal. Tenant agrees that covenants and agrees, in the event any proceedings are brought for the foreclosure of any such mortgage or deed of trust, or if the Building is sold to any purchaser, to attorn to and recognize such purchaser as the Landlord under this Lease. Tenant expressly recognizes and agrees that the holder of any mortgage or deed of trust or any of their successors or assigns or any other holder of such instrument may sell the Project or the Building in the manner provided for by law in such instrument; and further, such sale may be made subject to this Lease. In the event of the enforcement by the grantee under any such mortgage or deed in lieu thereofof trust of the remedies provided for by law or by such mortgage or deed of trust, to attorn Tenant will, upon request of any person or party succeeding to the purchaser interest of said lessor or grantee, as a result of such enforcement, automatically become Tenant of such successor in interest without change in the terms or provisions of this Lease; provided, however, that such successor in interest shall not be bound by (i) any successors thereto payment of rent for more than one month in advance except prepayments in the nature of security for the performance by Tenant of its obligations under this Lease, (ii) any assignment, subletting, amendment or modification of this Lease made without the written consent of such lessor or grantee or such successor in interest if such lessor, grantee or successor in interest is a grantee of a mortgage or beneficiary of a deed of trust in the real property records where the Property is located on the date of this Lease, or had previously notified Tenant in writing of its interest or (iii) any offsets against or liabilities of Landlord, except to the extent they accrue after such lessor, grantee or successor in interest obtains possession of the Property. Notwithstanding anything contained in this Lease to the contrary, in the event of any default by Landlord in performing its covenants or obligations hereunder which would give Tenant the right to terminate this Lease, Tenant shall not exercise such right unless and until (i) Tenant gives written notice of such default (which notice shall specify the exact nature of said default) to any holder(s) of any mortgage or deed of trust where such holder is a grantee of a mortgage or beneficiary of a deed of trust in the real property records where the Property is located on the date of this Lease, or who has heretofore notified Tenant in writing of its interest and the address to which notices are to be sent, and (ii) said holder(s) fail to cure said default within thirty (30) days (or such longer period of time as may be reasonably necessary) after the expiration of Landlord's cure period under this Lease. The provisions of Paragraph 27 below shall govern the manner and effective date of any notice to be given by Tenant to any such parties. Tenant agrees to execute and deliver at any time and from time to time, upon the request of Landlord or of any holder(s) of any of the indebtedness or other obligations secured by any of the mortgages or deeds of trust be necessary or appropriate in any such foreclosure sale proceeding or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary otherwise to evidence or confirm such attornment. Tenant agrees to provide copies hereby irrevocably appoints Landlord and the holders of any notices of Landlord’s default under this Lease to any mortgagee the indebtedness or deed other obligations secured by the aforesaid mortgages and/or deeds of trust beneficiary whose address has been provided to Tenant jointly and Tenant severally the agent and attorney shall provide such mortgagee or deed not terminate on disability of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultthe principal. Tenant further waives the provisions of any current statute or future statuterule of law, rule now or law hereafter in effect, which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations obligation of the Tenant hereunder in the event of any such foreclosure proceedings is brought or trustee's sale occurs and agrees that this Lease shall not be affected in any way whatsoever by any such foreclosure proceeding or saletrustee's sale unless the holder(s) of the indebtedness or other obligations secured by said mortgages and/or deeds of trust shall declare otherwise.
Appears in 1 contract
Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Real Property and to the lien of any mortgages or trust deeds, now or hereafter in force against the Real Property and the Building, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord require in writing that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge covenants and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage such mortgage, or deed of trust if any ground or any deed in lieu thereofunderlying lease is terminated, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale sale, or deed in lieu thereof to the lessor of such ground or underlying lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease; . Tenant shall, within five (5) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies attornment and/or the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such mortgages, trust deeds, ground leases or deed underlying leases. Tenant hereby irrevocably authorizes Landlord to execute and deliver in the name of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such defaultinstrument or instruments if Tenant fails to do so, provided that such authorization shall in no way relieve Tenant from the obligation of executing such instruments of subordination or superiority. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 1 contract
Samples: Office Lease (Central Coast Bancorp)
Subordination. This Lease is and Tenant's interest and rights hereunder are and shall be subject and subordinate at all times to all ground the lien of any first mortgage, hereafter created on or underlying leases, mortgages and deeds of trust which affect against the property Project or the ProjectPremises, including and all amendments, restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant agrees, if at the lessor under election of the holder of any such mortgage, to attorn to any such holder, provided that, Tenant shall not be obligated to subordinate this Lease or its interest herein to any future mortgage, deed of trust or ground lease or on the Project unless concurrently with such subordination the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require the ground lessor under such ground lease agrees not to disturb Tenant's possession of the Premises under the terms of this Lease in the event such holder or ground lessor acquires title to be prior and superior theretothe Premises through foreclosure, upon written request deed in lieu of Landlord to Tenant, foreclosure or otherwise. Tenant agrees upon demand to promptly execute, acknowledge and deliver such instruments, confirming such subordination and such instruments of attornment as shall be requested by any such holder. Tenant hereby appoints Landlord attorney in fact for Tenant irrevocably (such power of attorney being coupled with an interest) to execute, acknowledge and deliver any such instrument and all documents instruments for and in the name of the Tenant and to cause any such instrument to be recorded. Notwithstanding the foregoing, any such holder may at any time subordinate its mortgage to this Lease, without Tenant's consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such mortgage without regard to their respective dates of execution, delivery or instruments which Landlord or recording and in that event such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right same rights with respect to cause this Lease as though this Lease had been executed prior to the execution, delivery and recording of such mortgage and had been assigned to such holder. The term "mortgage" whenever used in this Lease shall be and become and remain subject and subordinate deemed to any and all ground or underlying leases, mortgages or include deeds of trust which may hereafter be executed covering the Premisestrust, the Project or the property or security assignments and any renewalsother encumbrances, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard any reference to the time or character "holder" of such advances, together with interest thereon and subject a mortgage shall be deemed to all include the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question beneficiary under a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 1 contract
Subordination. This Lease is subject and subordinate to all ground the lien of any mortgages or underlying leasestrust deeds, mortgages now or hereafter in force against the Project and/or the Buildings, if any, and deeds of trust which affect the property or the Project, including to all renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements and extensions thereof; providedto all advances made or hereafter to be made upon the security of such mortgages or trust deeds, however, if unless the lessor under any such lease or the holder or holders of any such mortgage mortgages or deed of trust shall advise Landlord deeds, require in writing that they desire or require this Lease be superior thereto. In consideration of, and as a condition precedent to, Tenant's agreement to permit its interest pursuant to this Lease to be prior subordinated to the lien of any first trust deed, and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, extensions, modifications, consolidations, consolidations and replacements or extensions thereof, for Landlord shall deliver to Tenant a commercially reasonable nondisturbance agreement executed by the full amount of all advances made or to be made thereunder and without regard to the time or character holder of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Leasetrust deed. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge covenants and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereofsuch mortgage, to attorn attorn, without any deductions or set-offs other than those expressly authorized by this Lease, to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as if so requested to do so by such purchaser purchaser, and to recognize such purchaser as the lessor under this Lease; . Tenant shall, within five fifteen (515) days after of request by Landlord, execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm the subordination or superiority of this Lease to any such attornmentmortgages or trust deeds, including the Attornment and Nondisturbance Agreement attached hereto as Exhibit F. Further, this Lease shall be subject and subordinate to any future ground lease or underlying lease of the Project and/or the Buildings by Landlord to a third party. Tenant agrees As a condition precedent to provide copies of any notices of Landlord’s default Tenant's agreement to permit its interest under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided be subordinated to such future leases, Landlord shall deliver to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of nondisturbance agreement executed by the landlord under such notice within which leases confirming Tenant's right to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder remain in the event of any foreclosure proceeding or salePremises so long as Tenant performs its obligations under this Lease.
Appears in 1 contract
Samples: Office Lease (Trinet Group Inc)
Subordination. This Lease is and all rights of Tenant under this Lease are subject and subordinate to all any of the following, and any modifications thereof, which may now or hereafter affect any portion of the Building: (i) any Mortgage, (ii) any ground or underlying leaseslease covering any part of the Building, mortgages (iii) any applicable laws, rules, statutes and deeds ordinances of trust which affect any governmental authority having jurisdiction, and (iv) all utility easements and agreements. On sale by foreclosure of a Mortgage or sale in lieu of foreclosure, Tenant will attorn to the property or purchaser if requested by such purchaser, and recognize the Project, including all renewals, modifications, consolidations, replacements purchaser as the Landlord under this Lease. These provisions are self- operative and extensions thereofno further instrument is required to effect them; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease upon demand from time to be prior and superior thereto, upon written request of Landlord to Tenanttime, Tenant agrees to promptly shall execute, acknowledge and deliver to Landlord any instruments and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or certificates necessary or proper to assure evidence such subordination and/or attornment or, if Landlord so elects, to render any of the subordination of foregoing subordinate to this Lease or to any such mortgages, deed or all rights of trust, or leasehold estatesTenant hereunder. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, statute or rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations obligation of the Tenant hereunder in the event of any such foreclosure proceeding or sale, and agrees that this Lease shall not be affected in any way whatsoever by any such proceeding or sale unless the Mortgagee, or the purchaser, shall declare otherwise.
Appears in 1 contract
Samples: Office Lease (Total Entertainment & Restaurant Corp)
Subordination. This Lease is and shall be expressly subject and subordinate at all times to all (i) any ground or underlying leaseslease of the Building, mortgages now or hereafter existing, and deeds all amendments, renewals and modifications to any such lease, and (ii) the lien of any mortgage or trust which affect deed now or hereafter encumbering fee title to the property or Building and/or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor leasehold estate under any such lease, unless such ground lease or the holder ground lessor, or holders of any such mortgage or deed of trust mortgagee, expressly provides or elects that the Lease shall advise Landlord that they desire be superior to such lease or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereofmortgage; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if so long as Tenant is not then or thereafter in breach of any covenant or provision Default under the terms and conditions of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations Tenant's possession of the Tenant Premises and rights hereunder shall not be disturbed in the event of any foreclosure proceeding of such mortgage or saletermination of such ground lease. Landlord represents and warrants to Tenant that as of the date hereof, there are no existing ground or underlying leases of the Building or mortgage or trust deeds encumbering the Building. If any such mortgage or trust deed is foreclosed, or if any such lease is terminated, upon request of the mortgagee, holder or lessor, as the case may be, Tenant will attorn to the purchaser at the foreclosure sale or to the lessor under such lease, as the case may be. The foregoing provisions are declared to be self-operative and no further instruments shall be required to effect such subordination and/or attornment; provided, however, that Tenant agrees upon request by any such mortgagee, holder, lessor or purchaser at foreclosure, to execute and deliver such subordination and/or attornment instruments as may be required by such person to confirm such subordination and/or attornment, or any other documents required to evidence superiority of the ground lease or mortgage, should ground lessor or mortgagee elect such superiority; provided, however, that any such subordination and/or attornment instrument shall include the agreement of such ground lessor or mortgagee to the effect that so long as Tenant is not in Default under the terms and conditions of this Lease, Tenant's possession of the Premises and rights hereunder shall not be disturbed in the event of any foreclosure of such mortgage or termination of such ground lease. If Tenant fails to execute and deliver any such instrument or document within ten (10) business days after request, and does not cure such failure within five (5) business days after a second notice from Landlord, then Tenant shall be in Default hereunder with no additional notice or cure periods.
Appears in 1 contract
Subordination. As used throughout this Section 18, the term ------------- "mortgagee" shall refer to the holder of a Mortgage or deed of trust or ground lease affecting the Premises. This Lease is and the tights of Tenant hereunder shall be and are hereby made subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders provisions of any such ground lease, mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering affecting the Premises, and to each advance made or hereafter to be made under the Project or the property or any same, and to ad renewals, modifications, consolidationsconsolidations and extensions thereof and ad substitutions therefor. This Section 18 shall be self-operative and no further instrument of subordination shall be required. However, replacements in confirmation of the provisions of this Section 18, Tenant shall execute and deliver promptly any certification or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, instrument that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant any mortgagee may request, and failing to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, do so within ten (10) days after Landlord’s written request therefordemand, Tenant does hereby make, constitute and irrevocably appoint Landlord as Tenant's attorney-in-fact and Tenant's name, place and stead, to executedo so, acknowledge and deliver upon request any and all documents or instruments requested by and/or Landlord or necessary or proper to assure the subordination of may declare this Lease to be in default. If any such mortgagesmortgagee or ground lessor shall elect to have this Lease prior to the lien of its mortgage, deed of trusttrust or ground lease, and shall give written notice thereof to Tenant, this Lease shall be deemed prior to such mortgage, deed of trust or leasehold estatesground lease, whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. Tenant agrees that shall and does hereby agree to attorn to any mortgagee or successor in title and to recognize such mortgagee or successor as its Landlord in the event any proceedings are brought for the foreclosure of any mortgage such person or deed of trust or any deed in lieu thereof, to attorn entity succeeds to the purchaser or interest of Landlord. Notwithstanding any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under other provision of this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to in the event that any mortgagee or deed its respective successor in title shall succeed to the interest or Landlord hereunder, the liability of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives successor shall exist only so long as it is the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations owner of the Tenant hereunder in Building, or any interest therein, or is the event of any foreclosure proceeding or saletenant under said ground lease.
Appears in 1 contract
Subordination. This Tenant agrees that this Lease is shall, at the option of ------------- Landlord, be subject and subordinate to all ground any mortgage, deed of trust, or underlying leasesother instrument of security, mortgages which has been or shall be placed on the land and deeds Building, or land or Building of trust which affect the property Premises form a part, and this subordination is hereby made effective without any further act of Tenant or the ProjectLandlord provided that this Lease and Tenant's rights hereunder shall not be limited, including all renewalsaltered or terminated so long as Tenant observes and performs its obligations hereunder. The Tenant shall, modificationsat any time hereinafter, consolidationson demand, replacements and extensions thereof; provided, however, if the lessor execute any documents that may be required by a mortgagee or beneficiary under any such lease deed of trust, solely for the purpose of subjecting or subordinating this Lease to the holder or holders lien of any such mortgage or mortgage, deed of trust shall advise Landlord that they desire trust, or require this Lease other instrument of security. If Tenant fails to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge execute and deliver any and all such documents or instruments which Landlord or such lessorinstruments, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause execute and deliver any such documents or instruments on behalf of Tenant. If this Lease to be and become and remain subject and is or becomes subordinate to any and all ground encumbrance now of record or underlying leases, mortgages or deeds of trust which may hereafter be executed covering encumbrance recorded after this date affecting the Premises, the Project or the property or then Tenant agrees to attorn to any renewalspurchaser at any foreclosure sale, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder any grantee or transferee designated in any deed given in lieu of foreclosure and without regard Landlord shall use its best efforts to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question obtain a written undertaking in favor of Tenant agreement from such purchaser, grantee or transferee agreeing to the effect that such lender or other party will not disturb Tenant’s right of possession perform Landlord's obligations under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agreesHowever, within ten (10) days after Landlord’s failure to obtain such written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested consent shall not constitute a breach by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; . In such event, Tenant shallshall execute, within five (5) days after request execute at Landlord's or lender's request, such further instruments or assurances recognition and attornment agreement as such purchaser lender, at its option, may reasonably deem necessary require solely to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.
Appears in 1 contract
Subordination. This Lease is subject and subordinate to all ground or underlying leases, mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord that this lease shall have the right to cause this Lease to be and become and remain unconditionally subject and subordinate to any and all ground or underlying leasesmortgage, mortgages or deeds deed of trust which may or like encumbrance heretofore or hereafter be executed covering the Premises, placed upon the Project or the property premises by Landlord or its successors in interest, to secure the payment of monies loaned, interest thereon and/or other obligations, and this lease also shall be unconditionally subject and subordinate to any renewalsground lease or underlying lease heretofore or hereafter affecting the Project. In the event that, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard subsequent to the time execution of this lease, a new mortgage, deed of trust or character of like encumbrance on the premises is created, or a ground lease or underlying lease to which this lease shall be subordinate is entered into, then this lease shall be subject and subordinate to such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that encumbrance or lease only if Landlord obtains from the lender such mortgagor or other party in question lessor a written undertaking agreement in favor of Tenant form acceptable to the effect such mortgagor or lessor, providing substantially that such lender or other party will not disturb Tenant’s right of possession rights under this Lease if lease shall not be affected by any foreclosure or deed in lieu of foreclosure of, or sale under such encumbrances for so long as Tenant is performs its obligations under this lease (or, in the case of a ground lease or underlying lease, Tenant’s rights shall not then or thereafter in breach be affected by any termination of any covenant or provision of such lease for so long as Tenant performs its obligations under this Leaselease). Tenant agreesagrees to execute and deliver, within ten (10) days after upon demand of Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments desired by Landlord, subordinating in the manner requested by Landlord or necessary or proper Landlord, this lease to assure the subordination of this Lease to any such mortgagesmortgage, deed of trust, like encumbrance, ground lease, or leasehold estates. Tenant agrees underlying lease, provided that in such written instrument contains the event any proceedings are brought non-disturbance language provided for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or saleherein.
Appears in 1 contract
Samples: Sublease Agreement (PRN Corp)
Subordination. This Lease is and the rights of Tenant hereunder are subject and subordinate to all any ground or underlying leases, mortgages lease and deeds the lien of trust which affect the property holder of or beneficiary under a Mortgage that now or in the future encumbers the Building or the ProjectProject and to any and all advances made thereunder, including and interest thereon, and all modifications, renewals, modificationssupplements, consolidationsconsolidations and replacements thereof. Tenant agrees that any ground or underlying lessor or lender may at its option, replacements and extensions thereof; providedunilaterally elect to subordinate in whole or in part, however, if the lessor under any such ground or underlying lease or the holder lien of such Mortgage to this Lease. Such subordination or holders priority of this Lease, as the case may be, will be effective without the necessity of executing any further instrument or agreement to effect such mortgage subordination or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, priority. Tenant agrees to promptly execute, acknowledge and deliver to Landlord upon demand any and all documents or instruments which required by Landlord or any such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages lessor or deeds of trust which may hereafter be executed covering lender evidencing the Premises, the Project subordination or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision priority of this Lease, as the case may be. Tenant agrees, Failure to execute and return such instrument or agreement within ten (10) days after Landlord’s written request therefor, receipt will constitute an Event of Default under this Lease. Tenant hereby irrevocably appoints Landlord as its agent and attorney-in-fact to execute, acknowledge and deliver upon any such instruments in the name of and on behalf of Tenant if Tenant fails to so execute, acknowledge and deliver such instruments within ten (10) days after Tenant’s receipt of a written request therefore. If at any and all documents time after the Commencement Date, any lender or instruments requested by Landlord or necessary or proper to assure the subordination of lessor requires that this Lease be subordinate to any such mortgagesMortgage, deed of trust, Landlord will use commercially reasonable efforts to assist Tenant in obtaining an agreement from the lender or leasehold estates. Tenant agrees lessor that in the event any proceedings are brought for the of foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to of foreclosure, the lender or lessor will recognize such purchaser as the lessor under this Lease; , and will not disturb Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant in its use and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations occupancy of the Premises for so long as Tenant hereunder is not in default during the event Term of any foreclosure proceeding or salethe Lease.
Appears in 1 contract
Subordination. (a) This Lease is shall be subject and subordinate at all times to all ground the lien of any mortgage or underlying leasesdeed of trust, mortgages heretofore or hereafter placed by Landlord on the Property or any part thereof and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; providedthereof (all of which are hereinafter referred to collectively as a "mortgage"), howeverall automatically and without the necessity of any further act on the part of Tenant to effectuate such subordination. Tenant shall, if at the lessor under request of the holder of any such lease mortgage, upon foreclosure thereof attorn to such holder. Subject to the provisions of the Rider, Tenant shall also execute, acknowledge and deliver, within 15 days after Tenant's receipt of demand from Landlord or such holder, such other instrument or instruments evidencing such subordination of Tenant's right, title and interest under this Lease to the lien of any such mortgage, and such other instrument or instruments of attornment, as shall be desired by such holder. Notwithstanding the foregoing provisions of this Paragraph 18(a) as a condition precedent to Tenant's attornment and subordination to the lien of any mortgage or deed of trust hereafter placed by Landlord on the Property or any portion thereof, the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require agree in writing not to disturb Tenant's rights under this Lease provided Tenant is not in default in the performance of its obligations hereunder.
(b) Anything contained in the foregoing provisions of this Paragraph to the contrary notwithstanding, any such holder may at any time subordinate its mortgage to this Lease, without the necessity of obtaining Tenant's consent, by giving notice of the same in writing to Tenant, and thereupon this Lease shall be deemed to be prior to such mortgage without regard to their respective dates of execution, delivery or recordation and/or the date of commencement of Tenant's possession, and superior theretoin that event such holder shall have the same rights with respect to this Lease as though this Lease shall have been executed, upon written request delivered and recorded prior to the execution and delivery of such mortgage.
(c) If Landlord to Tenantis or becomes lessee of premises of which the Premises are a part, Tenant agrees that, automatically and without the necessity of any further act, Tenant's possession shall be as a subtenant and shall be subordinate to promptly the interest of Landlord's lessor, its heirs, personal representatives, successors and assigns (which lessor, its heirs, personal representatives, successors and assigns, or any of them, is hereinafter called "Paramount Lessor"), but notwithstanding the foregoing, if Landlord's tenancy shall terminate by expiration, by forfeiture or otherwise, then Tenant hereby agrees, upon request of Paramount Lessor, to attorn to Paramount Lessor, and to recognize such lessor as Tenant's landlord for the balance of the term of this lease and any extensions or renewals hereof. Tenant shall execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessordeliver, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested demand by Landlord or necessary Paramount Lessor, such other instrument or proper to assure the instruments evidencing such subordination of this Lease to any such mortgagesTenant's right, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser title and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default interest under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt the interest of such notice within which lessor, and such other instrument or instruments of attornment, as shall be prescribed by such lessor. As a condition precedent to cure the foregoing subordination and attornment under this Paragraph 18(c), any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport Paramount Lessor shall agree in writing not to give Tenant any right or election to terminate or otherwise adversely affect disturb Tenant's rights under this Lease and the obligations of the provided Tenant hereunder is not in default in the event performance of any foreclosure proceeding or saleits obligations hereunder after the expiration of applicable notice and cure periods.
Appears in 1 contract
Subordination. This Lease is and all rights of Lessee hereunder are subject and subordinate to any mortgage or mortgages and any deed or deeds of trust, blanket or otherwise, which are now or may hereafter be placed on the Land and any and all ground or underlying leasesincreases, renewals, indemnifications, consolidation, replacements and extension of any of such mortgages and deeds of trust which affect the property or the Project, including all renewals, modifications, consolidations, replacements trust. This provision shall be self-operative and extensions thereof; providedno further instrument shall be required to effect subordination of this Lease. Lessee shall, however, if upon demand at any time or times, execute, and acknowledge and deliver to Lessor any and all instruments and certificates that may be necessary or proper to more effectively document the lessor under any such lease or the holder or holders subordination of this Lease and all rights of Lessee hereunder to any such mortgage or mortgages and/or deed or deeds of trust or to confirm or evidence such subordination. In the event Lessee shall advise Landlord that they desire fail or require this Lease neglect to be prior execute, acknowledge, and superior theretodeliver any such subordination instrument or certificate, upon written request Lessor, in addition to any other remedies it may have, may, as Agent and Attorney-In-Fact of Landlord to TenantLessee, Tenant agrees to promptly execute, acknowledge and deliver any the same and all documents or instruments which Landlord or Lessee hereby irrevocably nominates and constitutes and appoints Lessor as Lessee's proper and legal Agent and Attorney-In-Fact for such lessor, holder or holders deem necessary or desirable for purposes thereofpurposes. Landlord shall have the right to cause this Lease to be Lessee covenants and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any such mortgage or deed if the Building be sold pursuant to any such Deed of trust or any deed in lieu thereofTrust, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as trustee's sale if so requested to do so by such purchaser and to recognize such purchaser as the lessor Lessor under this Lease; Tenant shall. Lessee agrees to execute and deliver at any time and from time to time, within five (5) days after upon request execute of Lessor or of any holders of any indebtedness or other obligation secured by any such further instruments mortgages and deeds of trust any instrument or assurances as certificate which, in the sole judgment of Lessor or of such purchaser holders, may reasonably deem be necessary or appropriate in any such foreclosure proceedings or otherwise to evidence or confirm such attornment. Tenant agrees to provide copies Lessee hereby irrevocably appoints Lessor and the holders of any notices of Landlord’s default under this Lease to any mortgagee the indebtedness or deed other obligation secured by the aforesaid mortgages and/or deeds of trust beneficiary whose address has been provided jointly and severally the Agent and Attorney-In-Fact of Lessee to Tenant execute and Tenant shall provide such mortgagee or deed deliver for and on behalf of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure Lessee any such defaultinstrument or certificate. Tenant Lessee further waives the provisions of any current statute or future statuterule of law, rule now or law hereafter in effect, which may give or purport to give Tenant Lessee any right or election to elect to terminate or otherwise adversely affect this Lease and the obligations of the Tenant Lessee hereunder in the event of any such foreclosure proceeding is brought or trustee's sale occurs, and agrees that this Lease shall not be effected in any way whatsoever by any such foreclosure proceeding or saletrustee's sale unless the holders of the indebtedness or other obligations secured by said mortgages and/or deeds of trust shall declare otherwise.
Appears in 1 contract
Subordination. This Lease is subject and subordinate to all present and future ground or underlying leasesleases of the Land and to the lien of any first mortgage or first trust deed, mortgages now or hereafter in force against the Land and deeds of trust which affect the property Office Section, or the Projectany, including and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character security of such advancesfirst mortgage or first trust deed, together with interest thereon and subject to all unless the terms and provisions thereof; providedholders of such first mortgage or first trust deed, however, or the lessors under such ground lease or underlying leases require in writing that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Leaseshall be superior thereto. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge covenants and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereofsuch first mortgage, to attorn attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as if so requested to do so by such purchaser purchaser, and to recognize such purchaser as the lessor under this Lease; . Tenant shall, within five (5) days after shall at Landlord's request execute such further instruments or assurances as such purchaser Landlord may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies the subordination or superiority of any notices of Landlord’s default under this Lease to any mortgagee such first mortgage, first trust deed, ground leases or deed of trust beneficiary whose address has been provided to Tenant and underlying leases; provided, however, that Tenant shall provide such mortgagee not (unless it is in default under this Lease) be required to subordinate to any documents that are entered into after the Commencement Date unless Tenant is furnished with an Agreement of Subordination, Non-Disturber and Attornment in the mortgagee's or deed lessor's usual form in connection with any request for subordination. Tenant hereby grants to Landlord an irrevocable power of trust beneficiary a commercially reasonable time after receipt attorney, coupled with an interest, to execute and deliver in the name of such notice within which to cure Tenant any such defaultinstrument or instruments if Tenant fails to do so, provided that such shall in no way relieve Tenant from the obligation of executing such instruments of subordination or superiority. Tenant waives shall execute and deliver, upon the provisions execution of any current or future statutethis Lease, rule or law which may give or purport and Landlord shall use reasonable efforts to give Tenant any right or election cause the mortgagee and ground lessor to terminate or otherwise adversely affect execute and deliver to Tenant, as promptly as feasible after the execution of this Lease Lease, an Agreement of Subordination, Non-Disturber and the obligations of the Tenant hereunder Attornment in the event form of any foreclosure proceeding or saleExhibit D attached hereto and made a part hereof.
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Subordination. This Lease is and Tenant's interest hereunder shall have priority over, and be senior to, the lien of any Mortgage made by Landlord after the date of this Lease. However, if at any time or from time to time during the Term, a mortgagee or prospective mortgagee ("Mortgagee") requests that this Lease be subject and subordinate to all ground its mortgage or underlying leasesdeed or trust or similar lien ("Mortgage"), mortgages and deeds if Landlord consents to such subordination, this Lease and Tenant's interest hereunder shall be subject and subordinate to the lien of trust which affect the property or the Project, including such Mortgage and to all renewals, modifications, consolidationsreplacements, replacements consolidations and extensions thereofthereof and to any and all advances made thereunder and the interest thereon. Tenant agrees that, within ten (10) business days after receipt of a written request therefor from Landlord, it will, from time to time, execute and deliver any reasonable instrument or other document required by any such Mortgagee to subordinate this Lease and its interest in the Premises to the lien of such Mortgage; provided, however, if the lessor under that Tenant shall not be required to execute any such lease instrument or other document unless it contains a "non-disturbance" provision (i.e., a clause providing that, in the holder or holders event of any such mortgage a foreclosure or deed of trust shall advise Landlord that they desire or require in lieu thereof, Mortgagee will not disturb this Lease or Tenant's occupancy of the Premises as long as Tenant is not in default hereunder). If, at any time or from time to be time during the Term, a Mortgagee of a Mortgage made prior to the date of this Lease shall request that this Lease have priority over the lien of such Mortgage, and superior if Landlord consents thereto, upon written this Lease shall have priority over the lien of such Mortgage and all renewals, modifications, replacements, consolidations and extensions thereof and all advances made thereunder and the interest thereon, and Tenant shall, within ten (10) business days after receipt of a request of Landlord to Tenanttherefor from Landlord, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.reasonable
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Samples: Lease Agreement (Crosswalk Com)
Subordination. This Lease For purposes of this Debenture and specifically this Section 2 hereof, the term “Superior Bank Indebtedness” shall not include obligations to insiders and shall be defined as follows: The principal of, and accrued and unpaid interest on (a) indebtedness of the Company incurred in the ordinary course of business for money borrowed or in respect of letters of credit issued for its own account, to (i) any bank or trust company organized under the laws of the United States or any state or (ii) any savings and loan association; (b) obligations of the Company incurred pursuant to agreements to factor the accounts receivable of the Company; (c) purchase money obligations entered into in the ordinary course of business, evidenced by notes, lease-settlement agreements, purchase contracts or agreements, or similar instruments for the payment of which the Company is subject and subordinate to all ground responsible or underlying leasesliable, mortgages and deeds by guarantees or otherwise; (d) obligations of trust which affect the property or Company incurred in the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor ordinary course of business under any such agreement to lease, or lease of, any real or personal property which are required to be capitalized in accordance with generally accepted accounting principles, or any other agreement to lease, or lease of, any real or personal property for the holder benefit of the Company which, by the terms thereof, are expressly designated as Superior Bank Indebtedness; and (e) any modification, renewal, extension or holders refunding of any such mortgage indebtedness, guarantee or deed obligation; in every case, whether such indebtedness, guarantee or obligation, or such modification, renewal, extension or refunding thereof, was outstanding on the date of trust execution of this Debenture or thereafter created, incurred or assumed; unless, in the instrument creating or evidencing the same or pursuant to which the same is outstanding, it is provided that such indebtedness, guarantee or obligation, or such modification, renewal, extension or refunding thereof, is not superior in right of payment to the Debenture. The Company agrees, and the Holder of the Debenture issued hereunder by its acceptance thereof likewise agrees, that the Debenture shall advise Landlord that they desire be issued subject to the provisions of this Section 2, each person holding any Debenture, whether upon original issue or require this Lease upon transfer or assignment thereof, accepts and agrees to be bound by such provisions. This Dxxxxxxxx issued hereunder shall, to the extent and in the manner hereinafter set forth, be subordinated and subject in right of payment or satisfaction to the prior payment of Superior Bank Indebtedness. Subject to the payment of Superior Bank Indebtedness as provided above and superior thereto, upon written request of Landlord subject to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premisesapplicable law, the Project rights of the Holder shall be appropriately subrogated to the rights of the holders of Superior Bank Indebtedness to receive payments or the distributions of cash, property or any renewalssecurities of the Company to the extent applicable to the Superior Bank Indebtedness until the principal of, modificationsand premium, consolidationsif any, replacements or extensions thereofand Interest on the Debenture shall be paid in full; and, for the full amount purposes of all advances made such subrogation, no payments or to be made thereunder and without regard distributions to the time or character holders of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach Superior Bank Indebtedness of any covenant cash, property or provision securities to which the Holder of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought Debenture would be entitled except for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and Section 2. It is understood that the obligations provisions of the Tenant hereunder in the event of any foreclosure proceeding or sale.this
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Subordination. This Lease is and shall be expressly subject and subordinate at all times to all (i) any ground or underlying leaseslease of the Building, mortgages and deeds of trust which affect the property now or the Projecthereafter existing, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such mortgage or deed of trust shall advise Landlord that they desire or require this Lease to be prior and superior thereto, upon written request of Landlord to Tenant, Tenant agrees to promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessoramendments, holder or holders deem necessary or desirable for purposes thereof. Landlord shall have the right to cause this Lease to be renewals and become and remain subject and subordinate to any and all ground or underlying leases, mortgages or deeds of trust which may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, however, that Landlord obtains from the lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this Lease. Tenant agrees, within ten (10) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease modifications to any such mortgageslease, deed of trust, or leasehold estates. Tenant agrees that in and (ii) the event any proceedings are brought for the foreclosure lien of any mortgage or deed of trust now or hereafter encumbering fee title to the Building or the leasehold estate, or both, under any such lease, and all amendments, renewals and modifications to any such mortgage or deed in lieu thereofof trust, unless such ground lease or ground lessor, or mortgage or mortgagee, expressly provides or elects that the Lease shall be superior to such lease or mortgage. If any such mortgage or trust deed is foreclosed, or if any such lease is terminated, upon request of the mortgagee, holder or lessor, as the case may be, Tenant will attorn to the purchaser or any successors thereto upon any such at the foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under such lease, as the case may be, and at the request of such purchaser enter into a new lease with such purchaser or lessor with the identical terms and conditions of this Lease. The foregoing provisions are declared to be self-operative and no further instruments shall be required to effect such subordination or attornment, or both; provided, however, that Tenant shallagrees upon request by any such mortgagee, holder, lessor or purchaser at foreclosure, to execute and deliver such subordination or attornment, or both, instruments as may be required by such person to confirm such subordination or attornment, or both, or any other documents required to evidence superiority of the ground lease or mortgage, should ground lessor or mortgagee elect such superiority. If Tenant fails to execute and deliver any such instrument or document within five ten (510) business days after request, Tenant shall be deemed to have irrevocably appointed Landlord and Landlord's beneficiaries as Tenant's attorneys-in-fact, coupled with an interest, to execute and deliver such instrument or document in Tenant's name. Landlord agrees that within fifteen (15) days after request execute of execution of this Lease, Landlord shall obtain a subordination, non-disturbance and attornment agreement for Tenant from NationsBank in its customary form. Landlord hereby represents and warrants that as of the date of this Lease, NationsBank is the only mortgagee that currently has a security interest in the Land and Building and that there is no ground lease currently affecting the Land and Building. Notwithstanding the foregoing provisions of this Section 21, Tenant's subordination and attornment to any mortgage or ground lease, as set forth in this Section 21, shall be conditioned upon Landlord obtaining a subordination, non-disturbance and attornment agreement for Tenant from the holder of such further instruments mortgage ("mortgagee") or assurances as the ground lessor under such purchaser may reasonably deem necessary ground lease; provided that (i) if such mortgagee or ground lessor is a Qualified Lender (hereinafter defined), then the form of such subordination, attornment and non-disturbance agreement shall be in such mortgagee's or such ground lessor's customary form, and (ii) if such mortgagee or ground lessor is not a Qualified Lender, then the form of such subordination, attornment and non-disturbance agreement shall either be in a form that such mortgagee or ground lessor has in the past provided to evidence a tenant leasing comparably sized office space, or confirm such attornmentin a form otherwise commercially reasonable. For purposes hereof, the term "Qualified Lender" shall mean any entity that is in the business of, or regularly engages in, underwriting or originating commercial real estate loans, including without limitation, any life insurance company, bank, financial institution, savings and loan institution, pension fund, real estate investment trust, conduit, correspondent loan originator, investment banking company or real estate investment trust. Tenant agrees to provide copies of shall reimburse Landlord for any notices of Landlord’s default under this Lease fee paid by Landlord to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide ground lessor for providing such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.agreement
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