Common use of Subtenant Attornment Clause in Contracts

Subtenant Attornment. Subject to any applicable Nondisturbance Agreement, every subletting hereunder is subject to the express condition, and by accepting a Sublease hereunder of all or any portion of the Demised Premises each Subtenant shall be conclusively deemed to have agreed, that if this Lease should be terminated prior to the Scheduled Expiration Date or if Landlord should succeed to Tenant’s estate in the Demised Premises, then, at Landlord’s election, to be exercised in Landlord’s sole judgment and discretion, the Subtenant shall attorn to and recognize Landlord as the Subtenant’s landlord under the Sublease, provided that Landlord shall not (i) be liable for any act or omission or negligence of Tenant under such Sublease, (ii) be subject to any counterclaim, offset or defense which theretofore accrued to such Subtenant against Tenant, (iii) be bound by any modification or amendment of such Sublease (unless such modification or amendment shall have been approved in writing by Landlord), (iv) be bound by any payment of rent or additional rent for more than one (1) month in advance (unless actually received by Landlord), (v) be obligated to perform any Alteration in the Demised Space, (vi) in the event of a Casualty, be obligated to repair or restore the Demised Premises or any portion thereof, (vii) in the event of a partial Taking, be obligated to repair or restore the Demised Premises or any part thereof (except that, in the event that Landlord receives Insurance Proceeds and determines not to restore in such circumstances, the Subtenant can terminate its Sublease), (viii) be obligated to make any payment to such Subtenant (other than any overpayment of rent made to Landlord), or (viii) be bound by any obligations which Landlord lacks the capacity or reasonable ability to perform. The Subtenant shall promptly execute and deliver any instrument Landlord may reasonably request to evidence such attornment. With respect to any Sublease for which Landlord has entered into a Nondisturbance Agreement, the foregoing provisions of this Section 13.2(c) shall be superseded by such Nondisturbance Agreement. Upon such a termination of this Lease, Tenant shall pay over to Landlord all sums held by Tenant for the benefit of Subtenants or as security under the provisions of then existing Subleases except if such termination of this Lease results from Tenant’s exercise of the Purchase Option.

Subtenant Attornment. Subject to any applicable Nondisturbance Agreement, every subletting ‌ Every Sublease hereunder is subject to the express condition, and by accepting a Sublease hereunder of all or any portion of the Demised Premises each Subtenant shall be conclusively deemed to have agreed, that if this Lease should be terminated prior to the Scheduled Expiration Date terminates or if Landlord should succeed succeeds to Tenant’s 's estate in the Demised Premises, then, at Landlord’s election, to be exercised in Landlord’s sole judgment and discretion, the Subtenant shall shall, at the option of Landlord, attorn to and recognize Landlord as the Subtenant’s 's landlord under the Sublease, provided that Landlord shall not (i) be liable for any act or omission or negligence of Tenant under such SubleaseTenant, (ii) be subject to any counterclaim, offset or defense which theretofore accrued to such Subtenant against Tenant, (iii) be bound by any modification or amendment of such Sublease (unless such modification or amendment shall have been approved in writing by Landlord), (iv) be bound by any payment of rent Rent or additional rent other sums of money for more than one (1) month in advance or any security deposit (unless actually received by Landlord), (viv) be obligated to perform any Alteration work in the Demised Spacesublet space, (viv) in the event of a Casualtycasualty, be obligated to repair or restore the Demised Premises or any portion thereofImprovements, (viivi) in the event of a partial Taking, be obligated to repair or restore the Demised Premises or any part thereof (except that, in the event that Landlord receives Insurance Proceeds and determines not to restore in such circumstances, the Subtenant can terminate its Sublease)Improvements, (viiivii) be obligated to make any payment to such Subtenant (other than any overpayment of rent made to Landlord)Subtenant, or (viii) be bound by any obligations which that Landlord lacks the capacity or reasonable ability to perform; provided, however, that, if Landlord elects not to perform any of the obligations set forth in clause (v) to the extent that the Subtenant has not caused such casualty and such casualty affects the entirety of Subtenant’s operations on the Premises and/or the Improvements, as applicable, or clause (vi) to the extent that such partial Taking affects the Subtenant’s operations in their entirety on the Premises and/or the Improvements, as applicable, then Subtenant shall have the right to terminate the applicable Sublease, in its reasonable discretion, by providing notice thereof to Landlord. The Any Subtenant shall promptly execute and deliver any instrument that Landlord may reasonably request to evidence such attornment. With respect to any Sublease for which Landlord has entered into a Nondisturbance Agreement, the foregoing provisions of this Section 13.2(c) shall be superseded by such Nondisturbance Agreement. Upon such a early termination of this Lease, Tenant shall pay over to Landlord all sums held by Tenant for the benefit of Subtenants or as security under the provisions of then the existing Subleases except Subleases. In addition, at Tenant’s request, Xxxxxxxx may agree, in its sole and absolute discretion and without obligation to Tenant or Subtenant and without liability to the Landlord, to negotiate a non- disturbance agreement with a Subtenant with a Sublease in excess of 50% of the Project if Landlord has previously approved the Sublease in writing to such termination Subtenant pursuant to which such non-disturbance agreement Landlord would agree not to disturb the possession of such Subtenant in the event this Lease results from Tenant’s exercise of the Purchase Optionis terminated.

Subtenant Attornment. Subject to any applicable Nondisturbance Agreement, every subletting hereunder is subject to the express condition, and by accepting a Sublease hereunder of all or any portion of the Demised Premises Property each Subtenant shall be conclusively deemed to have agreed, that if this Lease should be terminated prior to the Scheduled Expiration Date or if Landlord should succeed to Tenant’s 's estate in the Demised PremisesProperty, then, at Landlord’s 's election, to be exercised in Landlord’s 's sole judgment and discretion, the Subtenant shall attorn to and recognize Landlord as the Subtenant’s 's landlord under the Sublease, provided PROVIDED that Landlord shall not (i) be liable for any act or omission or negligence of Tenant under such Sublease, (ii) be subject to any counterclaim, offset or defense which theretofore accrued to such Subtenant against Tenant, (iii) be bound by any modification or amendment of such Sublease (unless such modification or amendment shall have been approved in writing by Landlord), (iv) be bound by any payment of rent or additional rent for more than one (1) month in advance (unless actually received by Landlord), (v) be obligated to perform any Alteration Construction Work in the Demised Space, (vi) in the event of a Casualty, be obligated to repair or restore the Demised Premises Property or any portion thereof, (vii) in the event of a partial Taking, be obligated to repair or restore the Demised Premises Property or any part thereof (except that, in the event that Landlord receives Insurance Proceeds and determines not to restore in such circumstances, the Subtenant can terminate its Sublease), (viii) be obligated to make any payment to such Subtenant (other than any overpayment of rent made to Landlord), or (viii) be bound by any obligations which Landlord lacks the capacity or reasonable ability to perform. The Subtenant shall promptly execute and deliver any instrument Landlord may reasonably request to evidence such attornment. With respect to any Sublease for which Landlord has entered into a Nondisturbance Agreement, the foregoing provisions of this Section SECTION 13.2(c) shall be superseded by such Nondisturbance Agreement. Upon such a termination of this Lease, Tenant shall pay over to Landlord all sums held by Tenant for the benefit of Subtenants or as security under the provisions of then existing Subleases except if such termination of this Lease results from Tenant’s 's exercise of the Purchase Option.