Site Lease Facilities Lease, including Exhibits A-G
Ground Lease (a) The Ground Lease shall not be modified, amended or altered in any material respect, terminated or cancelled, nor shall a surrender of the Premises (as such term is defined under the Ground Lease) by Borrower be accepted by the Ground Lessor, without the prior written consent of Lender, and that any such action taken without Lender’s consent shall not be binding on Lender.
(b) If the Ground Lease is terminated for any reason prior to the expiration of its term, including, without limitation, as a result of a rejection of the Ground Lease in a bankruptcy proceeding, upon Xxxxxx’s request, the Ground Lessor shall enter into a new lease with Lender and such new lease shall be upon the same terms and conditions of the unexpired term of the Ground Lease immediately prior to such termination.
(c) With respect to the new lease referred to in Section 6(b) of this Joinder Agreement, should Lender become the tenant under a new lease:
(1) A leasehold interest in any Project Facilities (as such term is defined under the Ground Lease) shall automatically vest in Lender; and
(2) The Ground Lessor shall promptly assign to Lender the Borrower’s right, title and interest in any space leases and subleases which have attorned, with the consent of Lender, to the Ground Lessor.
(d) Any indebtedness of Borrower to Ground Lessor now or later existing (including claims under the Ground Lease, but excluding the Unassigned Issuer’s Rights (as such terms is defined under the Ground Lease), or any rights to subrogation the Ground Lessor may have as a result of the Mortgage or any action taken by Lender under the Mortgage), together with any interest thereon, will be, and such indebtedness is, hereby deferred, postponed and subordinated to the prior payment in full of the Loan.
(e) The Ground Lease provides that, without the consent of either the Ground Lessor or the holder of the Bonds, Borrower may (without prior written notice to the Ground Lessor) pledge, assign, hypothecate, or grant a leasehold mortgage or other security interest in and to its leasehold interest under the Ground Lease to a lender.
The Lease (A) Seller has delivered to Purchaser a true, correct and complete copy of the Lease;
(B) The Lease is in full force and effect, has not been amended, modified or supplemented, and constitutes the entire agreement between the Company and the Tenant concerning the Property;
(C) There is no default by the Company or Tenant under the Lease or, to the best of Seller’s knowledge, there is no condition or event that, with the passage of time or giving of notice, or both, would constitute such a default. The Tenant is not entitled to any reduction in or refund of, and has no counterclaim or offset against, and is not otherwise disputing, any rents or other charges paid, payable or to become payable by the Tenant under the Lease or any of the Tenant’s other obligations under the Lease. There are no options or rights to renew, extend or terminate the Lease, except as expressly set forth in the Lease. The Tenant has not indicated to Company or Seller its intent to terminate or attempt to renegotiate its Lease prior to expiration of the term of such Lease. To the knowledge of Seller, the Tenant has not entered into any assignment or sublease with respect to the Lease;
(D) Except as disclosed on Exhibit C, Tenant has not provided any security deposit in connection with the Lease;
(E) There are no free rent, operating expense abatements, incomplete tenant improvements, rebates, allowances, or other unexpired concessions or landlord obligations under the Lease;
(F) Other than the Lease, the Company has not entered into any leases or other occupancy agreements affecting all or any portion of the Property, and there are no tenants or other occupants of all or any part of the Property other than the Tenant under the Lease;
(G) To the knowledge of Seller, the Tenant is not the subject of any bankruptcy, reorganization, insolvency or similar proceedings;
(a) The commencement date of the Lease was ; the rent commencement date of the Lease was ; and the expiration date of the initial term of the Lease is ; (b) there are no options remaining unexercised on the part of the Tenant to renew the Lease except as follows (if none, so state): ; and (c) monthly basic rent is payable as and when set forth in the Lease;
(a) Tenant has unconditionally taken possession of and is occupying all of the Property (to the extent that the Property is to be delivered to the Tenant pursuant to the Lease); (b) Landlord has completed all work to be performed by Landlord under the Lease in a good and workmanlike manner and in accordance with the Lease; (c) Landlord has not received any notice from Tenant of any defects in the Property or any related improvements or facilities; (d) Tenant has not delivered any notice alleging any defect or deficiency in the work relating to the Property or any related improvements or facilities; and (e) Landlord has satisfied any and all commitments made to induce Tenant to enter in to the Lease;