Substitute Premises. Tenant shall have the right, from time to time, to substitute a property for any one of the Premises (collectively, “Substitute Premises”) on the terms and conditions set forth below provided that Tenant, at Tenant’s sole cost and expense (except with respect to costs and expenses relating to Clauses (xiii), (xiv) and (xv), which shall be borne by Landlord and for which Landlord shall be required to provide satisfactory evidence to Landlord’s Mortgagee (defined below) of Landlord’s ability to pay such costs as a condition to such substitution, failure of which shall not constitute a default by Landlord under this Lease, but shall give Tenant the option to pay for such costs and expenses and if so paid by Tenant, Tenant shall have the right to offset on the next Increase Date (and on subsequent Annual Rent payment dates if necessary) any amount so paid plus interest at the rate set forth in Section 17.03 only from the amount by which the Annual Rent is increased on such Increase Date pursuant to Section 6.02), delivers to Landlord and any mortgagee or beneficiary of Landlord (“Landlord’s Mortgagee”) all of the following: (i) Written notice of Tenant’s election to provide a Substitute Premises (a “Substitution Notice”) at least sixty (60) days prior to the date on which the substitution transaction is to close (the “Substitution Date”). Such Substitution Notice shall identify the Substitute Premises, the Premises for which the Substitute Premises is offered as a substitute and the scheduled Substitution Date; (ii) On or prior to the date that is twenty (20) days prior to the Substitution Date, an appraisal by an independent appraisal firm which is a member of the American Institute of Real Estate Appraisers of the National Association of Realtors, with at least ten years’ experience in the valuation of commercial real estate in the metropolitan area in which the Substitute Premises is located and otherwise who is reasonably acceptable to the Landlord and the Landlord’s Mortgagee (x) indicating that the fair market value of the Substitute Premises (taking into account utility and the remaining useful life of the land and improvements as if encumbered by this Lease and as vacant assuming a use comparable to Tenant’s use of the Premises) (the “Substitute Premises Value”) is not less than the fair market value of the Premises (taking into account utility and the remaining useful life of the land and improvements constituting the Premises as encumbered by this Lease and as vacant assuming a use comparable to Tenant’s use of the Premises) for which the Substitute Premises is offered as a substitute (the “Premises Value”) and (y) otherwise reasonably satisfactory in all respects to the Landlord and the Landlord’s Mortgagee. In the event that the Substitute Premises Value is less than the Premises Value, provided that such differential in value does not exceed ten percent (10%) of the Premises Value and further provided that all other requirements of this Article 24 are satisfied, Tenant shall deposit with Landlord’s Mortgagee, as additional collateral for Landlord’s Mortgagee’s loan to Landlord, funds in an amount equal to the difference between the Substitute Premises Value and the Premises Value (an “Appraisal Shortfall Deposit”) and the requirement in (x) above shall be deemed satisfied. Upon the full satisfaction of the Landlord’s Mortgagee’s loan, any Appraisal Shortfall Deposit shall be returned by Landlord’s Mortgagee to Tenant; (iii) Special warranty deed (or the approximate local equivalent) in form and substance satisfactory to the Landlord and the Landlord’s Mortgagee, duly executed and acknowledged by the Tenant, conveying to the Landlord good and marketable fee simple title to the land and improvements constituting the Substitute Premises, subject only to liens and matters of record which are reasonably approved by Landlord and Landlord’s Mortgagee; (iv) An amendment to this Lease duly executed by the Tenant providing for the lease of the Substitute Premises by the Landlord to the Tenant upon all of the terms and conditions set forth in this Lease, except that the term shall be equal to the then remaining term under this Lease, and the Annual Rent for all of the Premises (including the Substitute Premises and excluding the Premises for which the Substitute Premises is a substitute) shall be equal to the Annual Rent under this Lease immediately prior to the substitution; (v) A memorandum of lease (or the approximate local equivalent) with respect to the Substitute Premises, duly executed and acknowledged by the Tenant and in proper form for recording; (vi) Such amendments, supplements and/or confirmations of the Guaranty and of any other related documents as the Landlord or the Landlord’s Mortgagee reasonably may require in connection with such substitution, including without limiting the generality of the foregoing, amendments, supplements and/or confirmations to any loan agreement, promissory note, mortgage or deed of trust by and between Landlord and Landlord’s Mortgagee or by Landlord in favor of Landlord’s Mortgagee (all of the documents in this Clause (vi) and in Clauses (ii) through (v) above, being referred collectively as the “Substitution Documents”); (vii) Opinion(s) of counsel to Tenant, including local counsel in the jurisdiction in which the Substitute Premises is located, opining, subject only to reasonable and customary assumptions, exceptions and qualifications (A) that the execution and delivery by the Tenant of the Substitution Documents and the performance by the Tenant of its obligations under the Substitution Documents have been duly authorized by all necessary corporate actions on the part of the Tenant, (B) that the Substitution Documents have been validly executed and delivered by the Tenant, (C) that the Substitution Documents constitute the legal, valid and binding obligations of the Tenant enforceable against the Tenant in accordance with their respective terms, (D) that each of the Substitution Documents to be recorded or filed in the jurisdiction in which the Substitute Premises is located is in proper form for recording or filing in the appropriate land records or in the appropriate filing office, as the case may be, in such jurisdiction and, when recorded or filed, as the case may be, will be effective (x) to validly transfer legal fee title in the Substitute Premises to the Landlord, (y) to create a valid leasehold estate in the Substitute Premises in favor of the Tenant and (z) to create a valid and perfected mortgage lien on the Substitute Premises in favor of the Landlord’s Mortgagee, and (E) as to such other matters as the Landlord or the Landlord’s Mortgagee reasonably may require in connection with the Substitute Premises and the Substitution Documents; (viii) (A) to the Landlord’s Mortgagee, a reissued ALTA extended coverage Lender’s Policy of Title Insurance or an endorsement to the Landlord’s Mortgagee’s ALTA extended coverage Lender’s Policy of Title Insurance, as applicable, in form reasonably acceptable to the Landlord’s Mortgagee, issued by the title insurance company, its successor and/or assigns, which issued Landlord’s Mortgagee’s existing ALTA extended coverage Lender’s Policy of Title Insurance, ensuring that the lien of the mortgage or deed of trust in favor of Landlord’s Mortgagee continues to be a valid first priority mortgage lien on the Premises and is a valid first priority lien on the Substitute Premises, subject only to liens and other matters of record reasonably acceptable to Landlord’s Mortgagee and (B) to the Landlord, an ALTA extended coverage Owner’s Policy of Title Insurance, issued by a title insurance company reasonably acceptable to Landlord’s Mortgagee in an amount equal to the fair market value of the Substitute Premises, and ensuring that the Landlord has good and marketable fee simple title to the Substitute Premises, subject only to liens and other matters of record reasonably acceptable to Landlord; (ix) An ALTA survey of the Substitute Premises, dated no more than (90) days before the Substitution Date, certified to the Landlord, the title insurance company issuing the title insurance or title endorsement referred to in Clause (viii) above and the Landlord’s Mortgagee, by land surveyor duly registered and licensed in the state where the Substitute Premises is located and in form and substance similar to the surveys delivered in connection with the closing of the loan from Landlord’s Mortgagee to Landlord and otherwise reasonably acceptable to the Landlord and the Landlord’s Mortgagee; (x) A Phase I environmental study in respect of the Substitute Premises by a qualified, independent environmental consulting firm reasonably acceptable to the Landlord and the Landlord’s Mortgagee showing that the Substitute Premises is in full compliance with all applicable environmental laws or otherwise showing such manner of environmental noncompliance or risk as shall be acceptable in the reasonable discretion of the Landlord and the Landlord’s Mortgagee; (xi) An engineering study in respect of the Substitute Premises by a qualified, independent engineering firm reasonably acceptable to the Landlord and the Landlord’s Mortgagee, reasonably acceptable in form and substance to the Landlord and the Landlord’s Mortgagee; (A) evidence that Tenant has paid any and all transfer taxes, recording fees, mortgage recording taxes, intangible taxes and similar charges in connection with such substitution and (B) a commitment by the Tenant to pay all of the reasonable costs and expenses (including reasonable attorney’s fees) incurred by the Landlord and the Landlord’s Mortgagee and such other persons party to any Substitution Documents or that shall have provided services in connection with such substitution; (xiii) In the event that the debt of Landlord to Landlord’s Mortgagee shall have been deposited with a trust or other entity, which trust or other entity shall have sold certificates to investors evidencing an ownership interest in the assets of such trust or other entity, or securities collateralized by such debt shall have been sold to one or more investors (in either event, a “Secondary Market Transaction”), Standard & Poor’s Ratings Service (and/or any other rating agency then rating such certificates or securities) shall have confirmed in writing or Landlord’s Mortgagee has determined to its reasonable satisfaction that the substitution of the Substitute Premises for the Premises being substituted will not result in a downgrade, withdrawal or qualification of the rating then assigned to such certificates or securities; (xiv) If requested by Landlord’s Mortgagee, an opinion of tax counsel selected by Landlord and reasonably acceptable to the Tenant and Landlord’s Mortgagee confirming that neither the Landlord nor the Landlord’s Mortgagee will suffer or incur any adverse tax consequences in connection with the substitution; (xv) In the event that a Secondary Market Transaction shall have occurred, and if the debt of the Landlord to the Landlord’s Mortgagee is at such time held by a real estate mortgage investment conduit (“REMIC”) as defined in Section 860D of the Internal Revenue Code of 1986, as amended (the “Code”) or a financial asset securitization investment trust (“FASIT”) as defined in Section 860L of the Code, an opinion of tax counsel selected by Landlord’s Mortgagee or its successor in interest confirming that such REMIC or FASIT, as the case may be, will not fail to maintain its status as a REMIC or FASIT as the result of such substitution; and (xvi) Such other documents, instruments, due diligence, reports and information as the Landlord or the Landlord’s Mortgagee may reasonably request, it being understood that a request for documents, instruments, due diligence, reports and information similar to that delivered at or in connection with the closing of the loan by Landlord’s Mortgagee to Landlord are deemed reasonable. Upon the satisfaction of all of the conditions contained in Clauses (i) through (xvi) above and the payment by Tenant to Landlord of any accrued but unpaid Annual Rent and other amounts, if any, due under this Lease as of the closing date of such substitution, (x) the Landlord shall convey the Premises for which the Substitute Premises is a substitute on an “as is, where is” basis and without recourse to or warranty by the Landlord, except as to the absence of liens caused or imposed by the Landlord without the knowledge and consent of the Tenant and subject to the same disclaimers as set forth above, (y) Landlord’s Mortgagee shall reconvey or release the lien of Landlord’s Mortgagee’s mortgage or deed of trust with respect to the Premises for which such substitution is being effectuated, and (z) Tenant shall convey the Substitute Premises to the Landlord.
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Samples: Master Lease (American Restaurant Group Inc), Master Lease (American Restaurant Group Inc)
Substitute Premises. Tenant shall have the right, from time to time, to substitute a property for any one of the Premises (collectively, “Substitute Premises”) on the terms and conditions set forth below provided that Tenant, at Tenant’s sole cost and expense (except with With respect to costs and expenses relating to Clauses (xiii)the Ninth Floor Premises, (xiv) and (xv), which shall be borne by Landlord and for which Landlord shall be required to provide satisfactory evidence to Landlord’s Mortgagee (defined below) of Landlord’s ability to pay such costs as a condition to such substitution, failure of which shall not constitute a default by Landlord under this Lease, but shall give Tenant the option to pay for such costs and expenses and if so paid by Tenant, Tenant shall have the right to offset on at any time during the next Increase Date (and on subsequent Annual Rent payment dates if necessary) any amount so paid plus interest at the rate set forth in Section 17.03 only from the amount by which the Annual Rent is increased on such Increase Date pursuant to Section 6.02)Lease Term, delivers to Landlord and any mortgagee or beneficiary of Landlord (“Landlord’s Mortgagee”) all of the following:
(i) Written notice of Tenant’s election to provide a Substitute Premises (a “Substitution Notice”) at least upon giving Tenant not less than sixty (60) days prior written notice, to the date on which the substitution transaction is to close (the “Substitution Date”). Such Substitution Notice shall identify the Substitute Premises, the Premises for which the Substitute Premises is offered as a substitute provide and the scheduled Substitution Date;
(ii) On or prior to the date that is twenty (20) days prior to the Substitution Date, an appraisal by an independent appraisal firm which is a member of the American Institute of Real Estate Appraisers of the National Association of Realtors, furnish Tenant with at least ten years’ experience space elsewhere in the valuation of commercial real estate in the metropolitan area in which the Substitute Premises is located and otherwise who is reasonably acceptable to the Landlord and the Landlord’s Mortgagee Building (x) indicating that the fair market value of the Substitute Premises (taking into account utility and the remaining useful life of the land and improvements as if encumbered by this Lease and as vacant assuming a use comparable to Tenant’s use of the Premises) (the “Substitute Premises Value”) is not less than the fair market value of the Premises (taking into account utility and the remaining useful life of the land and improvements constituting the Premises as encumbered by this Lease and as vacant assuming a use comparable to Tenant’s use of the Premises) for which the Substitute Premises is offered as a substitute (the “Premises Value”) and (y) otherwise reasonably satisfactory in all respects to the Landlord and the Landlord’s Mortgagee. In the event that the Substitute Premises Value is less than the Premises Value, provided that such differential in value does not exceed ten percent space shall be located on or above the ninth (10%9th) floor of the Building) of approximately the Premises Value same size and further provided that all other requirements of this Article 24 are satisfied, Tenant containing the same tenant improvements (which tenant improvements shall deposit with be constructed by Landlord at Landlord’s Mortgageesole cost and expense) as the Ninth Floor Premises and remove and place Tenant in such space, with Landlord to pay all verified and previously approved costs and expenses incurred as additional collateral for Landlord’s Mortgagee’s loan to Landlorda result of such removal of Tenant, funds in an amount equal to the difference between the Substitute Premises Value and the Premises Value (an “Appraisal Shortfall Deposit”) and the requirement in (x) above shall be deemed satisfied. Upon the full satisfaction exclusive of the Landlordcost of replacing Tenant’s Mortgagee’s loanexisting supply of stationery and business cards. Should Tenant refuse to permit Landlord to move Tenant to such new space at the end of said sixty (60) day period, any Appraisal Shortfall Deposit Landlord shall be returned by Landlord’s Mortgagee have the right to Tenant;
(iii) Special warranty deed (or the approximate local equivalent) in form cancel and substance satisfactory to the Landlord and the Landlord’s Mortgagee, duly executed and acknowledged by the Tenant, conveying to the Landlord good and marketable fee simple title to the land and improvements constituting the Substitute Premises, subject only to liens and matters of record which are reasonably approved by Landlord and Landlord’s Mortgagee;
(iv) An amendment to terminate this Lease duly executed by the Tenant providing for the lease of the Substitute Premises by the Landlord to the Tenant upon all of the terms and conditions set forth in this Lease, except that the term shall be equal to the then remaining term under this Lease, and the Annual Rent for all of the Premises (including the Substitute Premises and excluding the Premises for which the Substitute Premises is a substitute) shall be equal to the Annual Rent under this Lease immediately prior to the substitution;
(v) A memorandum of lease (or the approximate local equivalent) with respect to the Substitute Premises, duly executed Ninth Floor Premises and acknowledged by the Tenant and in proper form for recording;
(vi) Such amendments, supplements and/or confirmations of the Guaranty and of any other related documents as the Landlord or the LandlordTenant’s Mortgagee reasonably may require in connection prospective obligations hereunder with such substitution, including without limiting the generality of the foregoing, amendments, supplements and/or confirmations to any loan agreement, promissory note, mortgage or deed of trust by and between Landlord and Landlord’s Mortgagee or by Landlord in favor of Landlord’s Mortgagee (all of the documents in this Clause (vi) and in Clauses (ii) through (v) above, being referred collectively as the “Substitution Documents”);
(vii) Opinion(s) of counsel to Tenant, including local counsel in the jurisdiction in which the Substitute Premises is located, opining, subject only to reasonable and customary assumptions, exceptions and qualifications (A) that the execution and delivery by the Tenant of the Substitution Documents and the performance by the Tenant of its obligations under the Substitution Documents have been duly authorized by all necessary corporate actions on the part of the Tenant, (B) that the Substitution Documents have been validly executed and delivered by the Tenant, (C) that the Substitution Documents constitute the legal, valid and binding obligations of the Tenant enforceable against the Tenant in accordance with their respective terms, (D) that each of the Substitution Documents to be recorded or filed in the jurisdiction in which the Substitute Premises is located is in proper form for recording or filing in the appropriate land records or in the appropriate filing office, as the case may be, in such jurisdiction and, when recorded or filed, as the case may be, will be effective (x) to validly transfer legal fee title in the Substitute Premises respect to the Landlord, (y) to create a valid leasehold estate in the Substitute Ninth Floor Premises in favor of the Tenant and (z) to create a valid and perfected mortgage lien on the Substitute Premises in favor of the Landlord’s Mortgagee, and (E) as to such other matters as the Landlord or the Landlord’s Mortgagee reasonably may require in connection with the Substitute Premises and the Substitution Documents;
(viii) (A) to the Landlord’s Mortgagee, a reissued ALTA extended coverage Lender’s Policy of Title Insurance or an endorsement to the Landlord’s Mortgagee’s ALTA extended coverage Lender’s Policy of Title Insurance, as applicable, in form reasonably acceptable to the Landlord’s Mortgagee, issued by the title insurance company, its successor and/or assigns, which issued Landlord’s Mortgagee’s existing ALTA extended coverage Lender’s Policy of Title Insurance, ensuring that the lien of the mortgage or deed of trust in favor of Landlord’s Mortgagee continues to be a valid first priority mortgage lien on the Premises and is a valid first priority lien on the Substitute Premises, subject only to liens and other matters of record reasonably acceptable to Landlord’s Mortgagee and (B) to the Landlord, an ALTA extended coverage Owner’s Policy of Title Insurance, issued by a title insurance company reasonably acceptable to Landlord’s Mortgagee in an amount equal to the fair market value of the Substitute Premises, and ensuring that the Landlord has good and marketable fee simple title to the Substitute Premises, subject only to liens and other matters of record reasonably acceptable to Landlord;
(ix) An ALTA survey of the Substitute Premises, dated no more than effective ninety (90) days before after the Substitution Date, certified to the Landlord, the title insurance company issuing the title insurance or title endorsement referred to in Clause (viii) above and the Landlord’s Mortgagee, by land surveyor duly registered and licensed in the state where the Substitute Premises is located and in form and substance similar to the surveys delivered in connection with the closing of the loan from Landlord’s Mortgagee to Landlord and otherwise reasonably acceptable to the Landlord and the Landlord’s Mortgagee;
(x) A Phase I environmental study in respect of the Substitute Premises by a qualified, independent environmental consulting firm reasonably acceptable to the Landlord and the Landlord’s Mortgagee showing that the Substitute Premises is in full compliance with all applicable environmental laws or otherwise showing such manner of environmental noncompliance or risk as shall be acceptable in the reasonable discretion of the Landlord and the Landlord’s Mortgagee;
(xi) An engineering study in respect of the Substitute Premises by a qualified, independent engineering firm reasonably acceptable to the Landlord and the Landlord’s Mortgagee, reasonably acceptable in form and substance to the Landlord and the Landlord’s Mortgagee;
(A) evidence that Tenant has paid any and all transfer taxes, recording fees, mortgage recording taxes, intangible taxes and similar charges in connection with such substitution and (B) a commitment by the Tenant to pay all of the reasonable costs and expenses (including reasonable attorney’s fees) incurred by the Landlord and the Landlord’s Mortgagee and such other persons party to any Substitution Documents or that shall have provided services in connection with such substitution;
(xiii) In the event that the debt of Landlord to Landlord’s Mortgagee shall have been deposited with a trust or other entity, which trust or other entity shall have sold certificates to investors evidencing an ownership interest in the assets of such trust or other entity, or securities collateralized by such debt shall have been sold to one or more investors (in either event, a “Secondary Market Transaction”), Standard & Poor’s Ratings Service (and/or any other rating agency then rating such certificates or securities) shall have confirmed in writing or Landlord’s Mortgagee has determined to its reasonable satisfaction that the substitution of the Substitute Premises for the Premises being substituted will not result in a downgrade, withdrawal or qualification of the rating then assigned to such certificates or securities;
(xiv) If requested by Landlord’s Mortgagee, an opinion of tax counsel selected by Landlord and reasonably acceptable to the Tenant and Landlord’s Mortgagee confirming that neither the Landlord nor the Landlord’s Mortgagee will suffer or incur any adverse tax consequences in connection with the substitution;
(xv) In the event that a Secondary Market Transaction shall have occurred, and if the debt of the Landlord to the Landlord’s Mortgagee is at such time held by a real estate mortgage investment conduit (“REMIC”) as defined in Section 860D of the Internal Revenue Code of 1986, as amended (the “Code”) or a financial asset securitization investment trust (“FASIT”) as defined in Section 860L of the Code, an opinion of tax counsel selected by Landlord’s Mortgagee or its successor in interest confirming that such REMIC or FASIT, as the case may be, will not fail to maintain its status as a REMIC or FASIT as the result of such substitution; and
(xvi) Such other documents, instruments, due diligence, reports and information as the Landlord or the Landlord’s Mortgagee may reasonably request, it being understood that a request for documents, instruments, due diligence, reports and information similar to that delivered at or in connection with the closing of the loan by Landlord’s Mortgagee to Landlord are deemed reasonable. Upon the satisfaction of all of the conditions contained in Clauses (i) through (xvi) above and the payment by Tenant to Landlord of any accrued but unpaid Annual Rent and other amounts, if any, due under this Lease as of the closing date of such substitution, (x) the Landlord shall convey the Premises for which the Substitute Premises is a substitute on an “as is, where is” basis and without recourse to or warranty by the Landlord, except as to the absence of liens caused or imposed by the Landlord without the knowledge and consent of the Tenant and subject to the same disclaimers as set forth above, (y) Landlord’s Mortgagee shall reconvey or release the lien of Landlord’s Mortgagee’s mortgage or deed original notification to Tenant of trust its intent to relocate Tenant. If Landlord moves Tenant to such new space, this Lease and each and all of its terms, covenants and conditions shall remain in full force and effect and shall be deemed applicable to such new space and such new space shall thereafter be deemed to be the “Substituted Ninth Floor Premises” as though Landlord and Tenant had entered into an express written amendment of this Lease with respect to the Premises for which such substitution is being effectuated, and (z) Tenant shall convey the Substitute Premises to the Landlordthereto.
Appears in 1 contract
Substitute Premises. Tenant shall have the right, from time to time, to substitute a property for any one of the Premises (collectively, “Substitute Premises”) on the terms and conditions set forth below provided that Tenant, at Tenant’s sole cost and expense (except with respect to costs and expenses relating to Clauses (xiii), (xiv) and (xv), which shall be borne by Landlord and for which Landlord shall be required to provide satisfactory evidence to Landlord’s Mortgagee (defined below) of Landlord’s ability to pay such costs as a condition to such substitution, failure of which shall not constitute a default by Landlord under this Lease, but shall give Tenant the option to pay for such costs and expenses and if so paid by Tenant, Tenant shall have the right at any time before the Commencement Date through the end of the Term of this Lease to offset on substitute other Storage Space (at least equal to or greater than the next Increase Date area of the Storage Space) in the Building (and on subsequent Annual Rent payment dates if necessary) any amount so paid plus interest at the rate set forth in Section 17.03 only from the amount by which the Annual Rent is increased on such Increase Date pursuant to Section 6.02), delivers to Landlord and any mortgagee or beneficiary of Landlord (“Landlord’s MortgageeSubstitution Space”) all for the Storage Space.
(a) If Landlord desires to exercise such right prior to the start of any work within the Storage Space, upon notice to Tenant, Landlord shall designate as the Storage Space another part of the followingfloor originally anticipated to be leased to Tenant or a part of any other floor(s) in the Office Complex that approximately correspond(s) to the Storage Space. Such notice shall specify and designate the Substitution Space to substitute for the Storage Space. Notwithstanding the substitution of space, all terms, covenants and conditions of this Lease shall remain and continue in full force and effect and shall apply to the Substituted Space. If the Substituted Space contains more square footage than the Premises, the Base Rent and Supplemental Electric Charge shall be increased proportionately (provided that such Base Rent increase shall not be in excess of five percent (5%) of the Base Rent for the current Storage Space).
(b) If Landlord desires to exercise such right after the start of any work within the Storage Space:
(i) Written notice of Tenant’s election to provide a Substitute Premises (a “Substitution Notice”) Landlord shall give Tenant at least sixty (60) days prior notice thereof specifying the effective date of such substitution, whereupon, as of such effective date: (x) the description of the leased Storage Space set forth in this Lease shall, without further act on the part of Landlord or Tenant, be deemed to be amended so that the date on which Substitution Space shall, for all intents and purposes, be deemed to be the substitution transaction is to close (Storage Space hereunder, and all the “Substitution Date”). Such Substitution Notice terms, covenants, conditions, provisions and agreements of this Lease shall identify the Substitute Premises, the Premises for which the Substitute Premises is offered as a substitute continue in full force and the scheduled Substitution Date;
(ii) On or prior to the date that is twenty (20) days prior effect and shall apply to the Substitution DateSpace except that if the Substitution Space contains more square footage than the current Storage Space, an appraisal by an independent appraisal firm which is a member the Base Rent and Supplemental Electric Charge shall be increased proportionately (provided that such Base Rent increase shall not be in excess of five percent (5%) of the American Institute of Real Estate Appraisers of the National Association of Realtors, with at least ten years’ experience in the valuation of commercial real estate in the metropolitan area in which the Substitute Premises is located and otherwise who is reasonably acceptable to the Landlord and the Landlord’s Mortgagee (x) indicating that the fair market value of the Substitute Premises (taking into account utility and the remaining useful life of the land and improvements as if encumbered by this Lease and as vacant assuming a use comparable to Tenant’s use of the Premises) (the “Substitute Premises Value”) is not less than the fair market value of the Premises (taking into account utility and the remaining useful life of the land and improvements constituting the Premises as encumbered by this Lease and as vacant assuming a use comparable to Tenant’s use of the Premises) for which the Substitute Premises is offered as a substitute (the “Premises Value”) Base Rent immediately preceding such increase); and (y) otherwise reasonably satisfactory in all respects Tenant shall move from the current Storage Space into the Substitution Space and shall vacate and surrender possession to the Landlord and the Landlord’s Mortgagee. In the event that the Substitute Premises Value is less than the Premises Value, provided that such differential in value does not exceed ten percent (10%) of the Premises Value current Storage Space, and further provided that all other requirements if Tenant continues to occupy the current Storage Space after such effective date, then thereafter, during the period of this Article 24 are satisfiedoccupancy, Tenant shall deposit with Landlord’s Mortgagee, as additional collateral for Landlord’s Mortgagee’s loan to Landlord, funds in an amount equal to the difference between the Substitute Premises Value and the Premises Value (an “Appraisal Shortfall Deposit”) and the requirement in (x) above shall be deemed satisfied. Upon the full satisfaction of the Landlord’s Mortgagee’s loan, any Appraisal Shortfall Deposit shall be returned by Landlord’s Mortgagee to Tenant;
(iii) Special warranty deed (or the approximate local equivalent) in form and substance satisfactory to the Landlord and the Landlord’s Mortgagee, duly executed and acknowledged by the Tenant, conveying to the Landlord good and marketable fee simple title to the land and improvements constituting the Substitute Premises, subject only to liens and matters of record which are reasonably approved by Landlord and Landlord’s Mortgagee;
(iv) An amendment to this Lease duly executed by the Tenant providing pay Rent for the lease of current Storage Space at the Substitute Premises by the Landlord to the Tenant upon all of the terms and conditions rate set forth in this Lease, except that in addition to the term Rent for the Substitution Space at the above-described rate.
(ii) Tenant shall have the option either to accept possession of the Substitution Space in its “as is” condition as of such effective date or to require Landlord to alter the Substitution Space in the same manner as the present Storage Space were altered or were to be altered. Such option shall be equal exercised by notice from Tenant to Landlord within ten (10) days after the then remaining term aforesaid notice from Landlord to Tenant of such proposed relocation. If Tenant fails to deliver to Landlord within such ten (10) day period notice of its election, or if Tenant is in default under any of the terms, covenants, conditions, provisions or agreements of this Lease, and Tenant shall be deemed to have elected to accept possession of the Annual Rent for Substitution Space in its “as is” condition. If Tenant elects to require Landlord to alter the Substitution Space, then (x) Tenant shall continue to occupy the current Storage Space (upon all of the Premises (terms, covenants, conditions, provisions, and agreements of this Lease, including the Substitute Premises covenant for the payment of Rent) until the date on which Landlord shall have Substantially Completed such alteration work in the Substitution Space, and excluding (y) Tenant shall move from the Premises for which current Storage Space into the Substitute Premises is a substitute) Substitution Space immediately upon the date of such Substantial Completion by Landlord and shall be equal vacate and surrender possession to Landlord of the current Storage Space on such date. During the period of such Landlord’s alterations to the Annual Substitution Space, Tenant shall pay Rent under for the current Storage Space at the rate set forth in this Lease or if the Substitution Space contains more square footage than the current Storage Space, at such increased rate set forth in subsection (b)(i) above. With respect to such alteration work in the Substitution Space, if Tenant shall make changes in the work and if such changes shall delay the work to be performed by Landlord, or if Tenant shall otherwise delay the Substantial Completion of Landlord’s work, the happening of such delays shall in no event postpone the date for the commencement of the payment of Rent for such Substitution Space, beyond the date on which such work would have been Substantially Completed but for such delay, and, in addition, Tenant shall continue to pay Rent for the current Storage Space at the rate set forth in this Lease until it vacates and surrenders the same as aforesaid. Landlord at its discretion may substitute materials of like quality for the materials originally utilized.
(iii) If Landlord exercises this relocation right, Landlord shall reimburse Tenant for Tenant’s reasonable out-of-pocket expenses for moving Tenant’s furniture, equipment, supplies and telephones and telephone equipment from the current Storage Space to the Substitution Space and for reprinting Tenant’s stationery of the same quality and quantity of Tenant’s stationery supply on hand immediately prior to the substitution;
(v) A memorandum of lease (or the approximate local equivalent) with respect to the Substitute Premises, duly executed and acknowledged by the Tenant and in proper form for recording;
(vi) Such amendments, supplements and/or confirmations of the Guaranty and of any other related documents as the Landlord or the Landlord’s Mortgagee reasonably may require in connection with such substitution, including without limiting the generality of the foregoing, amendments, supplements and/or confirmations notice to any loan agreement, promissory note, mortgage or deed of trust by and between Landlord and Landlord’s Mortgagee or by Landlord in favor of Landlord’s Mortgagee (all of the documents in this Clause (vi) and in Clauses (ii) through (v) above, being referred collectively as the “Substitution Documents”);
(vii) Opinion(s) of counsel to Tenant, including local counsel in the jurisdiction in which the Substitute Premises is located, opining, subject only to reasonable and customary assumptions, exceptions and qualifications (A) that the execution and delivery by the Tenant of the Substitution Documents and the performance by the Tenant exercise of its obligations under this substitution right. If the Substitution Documents have been duly authorized by all necessary corporate actions on Space contains more square footage than the part of the Tenant, (B) that the Substitution Documents have been validly executed and delivered by the Tenant, (C) that the Substitution Documents constitute the legal, valid and binding obligations of the Tenant enforceable against the Tenant in accordance with their respective terms, (D) that each of the Substitution Documents to be recorded or filed in the jurisdiction in which the Substitute Premises is located is in proper form for recording or filing in the appropriate land records or in the appropriate filing office, as the case may be, in such jurisdiction and, when recorded or filed, as the case may be, will be effective (x) to validly transfer legal fee title in the Substitute Premises to the Landlord, (y) to create a valid leasehold estate in the Substitute Premises in favor of the Tenant and (z) to create a valid and perfected mortgage lien on the Substitute Premises in favor of the Landlord’s Mortgagee, and (E) as to such other matters as the Landlord or the Landlord’s Mortgagee reasonably may require in connection with the Substitute Premises and the Substitution Documents;
(viii) (A) to the Landlord’s Mortgagee, a reissued ALTA extended coverage Lender’s Policy of Title Insurance or an endorsement to the Landlord’s Mortgagee’s ALTA extended coverage Lender’s Policy of Title Insurance, as applicable, in form reasonably acceptable to the Landlord’s Mortgagee, issued by the title insurance company, its successor and/or assigns, which issued Landlord’s Mortgagee’s existing ALTA extended coverage Lender’s Policy of Title Insurance, ensuring that the lien of the mortgage or deed of trust in favor of Landlord’s Mortgagee continues to be a valid first priority mortgage lien on the Premises and is a valid first priority lien on the Substitute Premises, subject only to liens and other matters of record reasonably acceptable to Landlord’s Mortgagee and (B) to the Landlord, an ALTA extended coverage Owner’s Policy of Title Insurance, issued by a title insurance company reasonably acceptable to Landlord’s Mortgagee in an amount equal to the fair market value of the Substitute Premises, and ensuring that the Landlord has good and marketable fee simple title to the Substitute Premises, subject only to liens and other matters of record reasonably acceptable to Landlord;
(ix) An ALTA survey of the Substitute Premises, dated no more than (90) days before the Substitution Date, certified to the Landlord, the title insurance company issuing the title insurance or title endorsement referred to in Clause (viii) above and the Landlord’s Mortgagee, by land surveyor duly registered and licensed in the state where the Substitute Premises is located and in form and substance similar to the surveys delivered in connection with the closing of the loan from Landlord’s Mortgagee to Landlord and otherwise reasonably acceptable to the Landlord and the Landlord’s Mortgagee;
(x) A Phase I environmental study in respect of the Substitute Premises by a qualified, independent environmental consulting firm reasonably acceptable to the Landlord and the Landlord’s Mortgagee showing that the Substitute Premises is in full compliance with all applicable environmental laws or otherwise showing such manner of environmental noncompliance or risk as shall be acceptable in the reasonable discretion of the Landlord and the Landlord’s Mortgagee;
(xi) An engineering study in respect of the Substitute Premises by a qualified, independent engineering firm reasonably acceptable to the Landlord and the Landlord’s Mortgagee, reasonably acceptable in form and substance to the Landlord and the Landlord’s Mortgagee;
(A) evidence that Tenant has paid any and all transfer taxes, recording fees, mortgage recording taxes, intangible taxes and similar charges in connection with such substitution and (B) a commitment by the Tenant to pay all of the reasonable costs and expenses (including reasonable attorney’s fees) incurred by the Landlord and the Landlord’s Mortgagee and such other persons party to any Substitution Documents or that shall have provided services in connection with such substitution;
(xiii) In the event that the debt of Landlord to Landlord’s Mortgagee shall have been deposited with a trust or other entity, which trust or other entity shall have sold certificates to investors evidencing an ownership interest in the assets of such trust or other entity, or securities collateralized by such debt shall have been sold to one or more investors (in either event, a “Secondary Market Transaction”), Standard & Poor’s Ratings Service (and/or any other rating agency then rating such certificates or securities) shall have confirmed in writing or Landlord’s Mortgagee has determined to its reasonable satisfaction that the substitution of the Substitute Premises for the Premises being substituted will not result in a downgrade, withdrawal or qualification of the rating then assigned to such certificates or securities;
(xiv) If requested by Landlord’s Mortgagee, an opinion of tax counsel selected by Landlord and reasonably acceptable to the Tenant and Landlord’s Mortgagee confirming that neither the Landlord nor the Landlord’s Mortgagee will suffer or incur any adverse tax consequences in connection with the substitution;
(xv) In the event that a Secondary Market Transaction shall have occurredcurrent Storage Space, and if the debt current Storage Space were carpeted, Landlord shall supply and install an equal amount of carpeting of the Landlord to the Landlord’s Mortgagee is at such time held by a real estate mortgage investment conduit (“REMIC”) as defined in Section 860D of the Internal Revenue Code of 1986, as amended (the “Code”) same or a financial asset securitization investment trust (“FASIT”) as defined in Section 860L of the Code, an opinion of tax counsel selected by Landlord’s Mortgagee or its successor in interest confirming that such REMIC or FASIT, as the case may be, will not fail to maintain its status as a REMIC or FASIT as the result of such substitution; and
(xvi) Such other documents, instruments, due diligence, reports equivalent quality and information as the Landlord or the Landlord’s Mortgagee may reasonably request, it being understood that a request for documents, instruments, due diligence, reports and information similar to that delivered at or in connection with the closing of the loan by Landlord’s Mortgagee to Landlord are deemed reasonable. Upon the satisfaction of all of the conditions contained in Clauses (i) through (xvi) above and the payment by Tenant to Landlord of any accrued but unpaid Annual Rent and other amounts, if any, due under this Lease as of the closing date of such substitution, (x) the Landlord shall convey the Premises for which the Substitute Premises is a substitute on an “as is, where is” basis and without recourse to or warranty by the Landlord, except as to the absence of liens caused or imposed by the Landlord without the knowledge and consent of the Tenant and subject to the same disclaimers as set forth above, (y) Landlord’s Mortgagee shall reconvey or release the lien of Landlord’s Mortgagee’s mortgage or deed of trust with respect to the Premises for which such substitution is being effectuated, and (z) Tenant shall convey the Substitute Premises to the Landlordcolor.
Appears in 1 contract
Samples: Lease Agreement (Pdi Inc)
Substitute Premises. Tenant shall have the rightAt any time hereafter, from time to time, to Landlord may substitute a property for any one of the Premises other premises (collectively, “Substitute herein referred to as the "New Premises”") on the terms and conditions set forth below provided that Tenant, at Tenant’s sole cost and expense (except with respect to costs and expenses relating to Clauses (xiii), (xiv) and (xv), which provided:
A. The New Premises shall be borne by Landlord located on a floor not lower than the ninth floor in the Building and for which be similar to the Premises in area;
B. Landlord shall be required to provide satisfactory evidence to Landlord’s Mortgagee (defined below) pay the reasonable out-of-pocket expenses of Landlord’s ability to pay such costs as a condition to such substitution, failure of which shall not constitute a default by Landlord under this Lease, but shall give Tenant the option to pay for such costs and expenses and if so paid by Tenant, Tenant shall have the right to offset on the next Increase Date (and on subsequent Annual Rent payment dates if necessary) any amount so paid plus interest at the rate set forth in Section 17.03 only moving from the amount by which the Annual Rent is increased on such Increase Date pursuant to Section 6.02), delivers to Landlord and any mortgagee or beneficiary of Landlord (“Landlord’s Mortgagee”) all of the following:
(i) Written notice of Tenant’s election to provide a Substitute Premises (a “Substitution Notice”) at least sixty (60) days prior to the date on which the substitution transaction is to close (the “Substitution Date”). Such Substitution Notice shall identify the Substitute New Premises, for improving the New Premises for which the Substitute Premises is offered as a substitute and the scheduled Substitution Date;
(ii) On or prior so that they are substantially similar to the date that is twenty (20) days prior to the Substitution Date, an appraisal by an independent appraisal firm which is a member of the American Institute of Real Estate Appraisers of the National Association of Realtors, with at least ten years’ experience in the valuation of commercial real estate in the metropolitan area in which the Substitute Premises is located and otherwise who is reasonably acceptable to the Landlord and the Landlord’s Mortgagee (x) indicating that the fair market value of the Substitute Premises (taking into account utility and the remaining useful life of the land and improvements as if encumbered by this Lease and as vacant assuming a use comparable to Tenant’s use of the Premises) (the “Substitute Premises Value”) is not less than the fair market value of the Premises (taking into account utility and the remaining useful life of the land and improvements constituting the Premises as encumbered by this Lease and as vacant assuming a use comparable to Tenant’s use of the Premises) for which the Substitute Premises is offered as a substitute (the “Premises Value”) and (y) otherwise reasonably satisfactory in all respects to the Landlord and the Landlord’s Mortgagee. In the event that the Substitute Premises Value is less than the Premises Value, provided that such differential in value does not exceed ten percent (10%) of the Premises Value and further provided that all other requirements of this Article 24 are satisfied, Tenant shall deposit with Landlord’s Mortgagee, as additional collateral for Landlord’s Mortgagee’s loan to Landlord, funds in an amount equal to the difference between the Substitute Premises Value and the Premises Value (an “Appraisal Shortfall Deposit”) and the requirement in (x) above shall be deemed satisfied. Upon the full satisfaction of the Landlord’s Mortgagee’s loan, any Appraisal Shortfall Deposit shall be returned by Landlord’s Mortgagee to Tenant;
(iii) Special warranty deed (or the approximate local equivalent) in form and substance satisfactory to the Landlord and the Landlord’s Mortgagee, duly executed and acknowledged by the Tenant, conveying to the Landlord good and marketable fee simple title to the land and improvements constituting the Substitute Premises, subject only to liens and matters of record which are reasonably approved by Landlord and Landlord’s Mortgagee;
(iv) An amendment to this Lease duly executed by the Tenant providing for the lease of the Substitute Premises by the Landlord to the Tenant upon all of the terms and conditions set forth in this Lease, except that the term shall be equal to the then remaining term under this Lease, and the Annual Rent for all of the Premises (including wiring and kitchen), and for the Substitute Premises relocation of Tenant's office equipment including, but not limited to, telephone and excluding computer systems; provided, however, instead of paying the expenses of moving Tenant's property, Landlord may elect to move Tenant's property under the reasonable direction of Tenant;
C. Such move shall be made during evenings, weekends, or otherwise so as to incur the least inconvenience to Tenant as reasonably possible;
D. Landlord shall give Tenant at least ninety (90) days notice before making such a substitution. The substitution date may be changed from time to time thereafter upon at least seven (7) days further notice by Landlord. On the actual date of relocation, Tenant shall vacate the Premises as if the term of the Lease expired on such date and comply with the requirements of this Lease imposed on Tenant upon the expiration of the Lease. If Landlord shall exercise its right hereunder, the New Premises shall thereafter be deemed for which the Substitute Premises is a substitute) purposes of the Lease to be the Premises; and
E. Tenant shall not be equal entitled to the Annual Rent any compensation for any inconvenience or interference with Tenant's business, nor to any abatement or reduction in Rent, nor shall Tenant's obligations under this Lease immediately prior be otherwise affected as a result of the substitution. However, Base Rent and Additional Rent shall be adjusted on a per square foot basis to reflect the rentable square footage of the New Premises as compared to the substitution;
(v) A memorandum Premises. Such adjustment shall be set forth in writing by Landlord and considered an amendment to this Lease. Tenant agrees to cooperate with Landlord so as to facilitate the prompt completion by Landlord of lease (or the approximate local equivalent) with respect to the Substitute Premises, duly executed and acknowledged by the Tenant and in proper form for recording;
(vi) Such amendments, supplements and/or confirmations of the Guaranty and of any other related documents as the Landlord or the Landlord’s Mortgagee reasonably may require in connection with such substitution, including without its obligations under this Paragraph 3.06. Without limiting the generality of the foregoingpreceding sentence, amendments, supplements and/or confirmations Tenant agrees to any loan agreement, promissory note, mortgage or deed of trust by and between Landlord and Landlord’s Mortgagee or by Landlord in favor of Landlord’s Mortgagee (all of the documents in this Clause (vi) and in Clauses (ii) through (v) above, being referred collectively as the “Substitution Documents”);
(vii) Opinion(s) of counsel to Tenant, including local counsel in the jurisdiction in which the Substitute Premises is located, opining, subject only to reasonable and customary assumptions, exceptions and qualifications (A) that the execution and delivery by the Tenant of the Substitution Documents and the performance by the Tenant of its obligations under the Substitution Documents have been duly authorized by all necessary corporate actions on the part of the Tenant, (B) that the Substitution Documents have been validly executed and delivered by the Tenant, (C) that the Substitution Documents constitute the legal, valid and binding obligations of the Tenant enforceable against the Tenant in accordance with their respective terms, (D) that each of the Substitution Documents to be recorded or filed in the jurisdiction in which the Substitute Premises is located is in proper form for recording or filing in the appropriate land records or in the appropriate filing office, as the case may be, in such jurisdiction and, when recorded or filed, as the case may be, will be effective (x) to validly transfer legal fee title in the Substitute Premises to the Landlord, (y) to create a valid leasehold estate in the Substitute Premises in favor of the Tenant and (z) to create a valid and perfected mortgage lien on the Substitute Premises in favor of the Landlord’s Mortgagee, and (E) as to such other matters as the Landlord or the Landlord’s Mortgagee reasonably may require in connection with the Substitute Premises and the Substitution Documents;
(viii) (A) to the Landlord’s Mortgagee, a reissued ALTA extended coverage Lender’s Policy of Title Insurance or an endorsement to the Landlord’s Mortgagee’s ALTA extended coverage Lender’s Policy of Title Insurance, as applicable, in form reasonably acceptable to the Landlord’s Mortgagee, issued by the title insurance company, its successor and/or assigns, which issued Landlord’s Mortgagee’s existing ALTA extended coverage Lender’s Policy of Title Insurance, ensuring that the lien of the mortgage or deed of trust in favor of Landlord’s Mortgagee continues to be a valid first priority mortgage lien on the Premises and is a valid first priority lien on the Substitute Premises, subject only to liens and other matters of record reasonably acceptable to Landlord’s Mortgagee and (B) to the Landlord, an ALTA extended coverage Owner’s Policy of Title Insurance, issued by a title insurance company reasonably acceptable to Landlord’s Mortgagee in an amount equal to the fair market value of the Substitute Premises, and ensuring that the Landlord has good and marketable fee simple title to the Substitute Premises, subject only to liens and other matters of record reasonably acceptable to Landlord;
(ix) An ALTA survey of the Substitute Premises, dated no more than (90) days before the Substitution Date, certified to the Landlord, the title insurance company issuing the title insurance or title endorsement referred to in Clause (viii) above and the Landlord’s Mortgagee, by land surveyor duly registered and licensed in the state where the Substitute Premises is located and in form and substance similar to the surveys delivered in connection with the closing of the loan from Landlord’s Mortgagee promptly provide to Landlord and otherwise reasonably acceptable to the Landlord and the Landlord’s Mortgagee;
(x) A Phase I environmental study in respect of the Substitute Premises by a qualifiedsuch approvals, independent environmental consulting firm reasonably acceptable to the Landlord and the Landlord’s Mortgagee showing that the Substitute Premises is in full compliance with all applicable environmental laws or otherwise showing such manner of environmental noncompliance or risk as shall be acceptable in the reasonable discretion of the Landlord and the Landlord’s Mortgagee;
(xi) An engineering study in respect of the Substitute Premises by a qualifiedinstructions, independent engineering firm reasonably acceptable to the Landlord and the Landlord’s Mortgageeplans, reasonably acceptable in form and substance to the Landlord and the Landlord’s Mortgagee;
(A) evidence that Tenant has paid any and all transfer taxes, recording fees, mortgage recording taxes, intangible taxes and similar charges in connection with such substitution and (B) a commitment by the Tenant to pay all of the reasonable costs and expenses (including reasonable attorney’s fees) incurred by the Landlord and the Landlord’s Mortgagee and such other persons party to any Substitution Documents or that shall have provided services in connection with such substitution;
(xiii) In the event that the debt of Landlord to Landlord’s Mortgagee shall have been deposited with a trust specifications or other entity, which trust or other entity shall have sold certificates to investors evidencing an ownership interest in the assets of such trust or other entity, or securities collateralized by such debt shall have been sold to one or more investors (in either event, a “Secondary Market Transaction”), Standard & Poor’s Ratings Service (and/or any other rating agency then rating such certificates or securities) shall have confirmed in writing or Landlord’s Mortgagee has determined to its reasonable satisfaction that the substitution of the Substitute Premises for the Premises being substituted will not result in a downgrade, withdrawal or qualification of the rating then assigned to such certificates or securities;
(xiv) If information as may be reasonably requested by Landlord’s Mortgagee, an opinion of tax counsel selected by Landlord and reasonably acceptable to the Tenant and Landlord’s Mortgagee confirming that neither the Landlord nor the Landlord’s Mortgagee will suffer or incur any adverse tax consequences in connection with the substitution;
(xv) In the event that a Secondary Market Transaction shall have occurred, and if the debt of the Landlord to the Landlord’s Mortgagee is at such time held by a real estate mortgage investment conduit (“REMIC”) as defined in Section 860D of the Internal Revenue Code of 1986, as amended (the “Code”) or a financial asset securitization investment trust (“FASIT”) as defined in Section 860L of the Code, an opinion of tax counsel selected by Landlord’s Mortgagee or its successor in interest confirming that such REMIC or FASIT, as the case may be, will not fail to maintain its status as a REMIC or FASIT as the result of such substitution; and
(xvi) Such other documents, instruments, due diligence, reports and information as the Landlord or the Landlord’s Mortgagee may reasonably request, it being understood that a request for documents, instruments, due diligence, reports and information similar to that delivered at or in connection with the closing of the loan by Landlord’s Mortgagee to Landlord are deemed reasonable. Upon the satisfaction of all of the conditions contained in Clauses (i) through (xvi) above and the payment by Tenant to Landlord of any accrued but unpaid Annual Rent and other amounts, if any, due under this Lease as of the closing date of such substitution, (x) the Landlord shall convey the Premises for which the Substitute Premises is a substitute on an “as is, where is” basis and without recourse to or warranty by the Landlord, except as to the absence of liens caused or imposed by the Landlord without the knowledge and consent of the Tenant and subject to the same disclaimers as set forth above, (y) Landlord’s Mortgagee shall reconvey or release the lien of Landlord’s Mortgagee’s mortgage or deed of trust with respect to the Premises for which such substitution is being effectuated, and (z) Tenant shall convey the Substitute Premises to the Landlord.
Appears in 1 contract
Samples: Office Lease (Ebix Com Inc)
