FINANCING BY TENANT. (a) Landlord agrees that Tenant shall have the right to place one (1) or more deeds of trust, mortgages or similar security interests on all or any portion of Tenant's leasehold interest in the Leased Property and the Hospital Improvements in connection with the Loan; provided, however, and except as provided below Tenant shall have no right whatsoever to encumber Landlord's reversionary interest in the Premises and such security instrument shall encumber only Tenant's rights under this Lease and the leasehold estate created hereby. Notwithstanding any other provision of this Lease to the contrary, in the event Tenant shall obtain the Loan, Landlord, upon request by Tenant, shall subordinate this Lease and Landlord's interest therein and in the Leased Property to the Loan and shall timely execute any and all documents reasonably requested by the construction lender to evidence such subordination. (b) In the event of a termination of this Lease prior to the expiration of the Term, for any reason other than Landlord's acquisition of the Hospital Improvements, Landlord, within fifteen (15) days prior to the termination of the Lease, shall serve upon Lender written notice of such termination, together with a statement of any and all sums which would be due under the Lease as of the date of notice (but for the termination of the Lease) and a description of any and all events of default. Within thirty (30) days from its receipt of the notice of termination, Lender shall have the option to obtain a new lease for the Leased Property by providing Landlord with written notice of its desire to exercise such option. Upon Landlord's receipt of such notice, Landlord shall enter into a new lease for the Leased Property with Lender which shall: (i) Commence as of the date of the termination of the Lease, and shall be effective for the remainder of the Term, and contain all of the terms and conditions that were set forth in the Lease, including, but not limited to, those pertaining to rental payments; and (ii) Require the tenant under the new lease to cure any monetary events of default under the terminated Lease. Landlord shall promptly take all actions necessary to evict Tenant or any other unauthorized party from the Leased Property and, subject to the rights of any sublessee, shall provide the tenant under the new lease with the sole and exclusive possession of the Leased Property upon execution of the new lease. (c) For the benefit of Lender, Landlord agrees, subject nevertheless to all of the terms, covenants, agreements, provisions, conditions and limitations contained in this Lease, not to accept a voluntary surrender of this Lease at any time during which Lender shall hold an outstanding mortgage, deed of trust or other security interest. It is further understood and agreed that Landlord and Tenant shall not modify this Lease without the prior written consent of Lender and no sale of the Leased Property and the Hospital Improvements or any portion thereof to Tenant shall terminate this Lease by merger or otherwise so long as Lender holds an outstanding deed to secure debt, mortgage or other security interest with respect to the portion of the Leased Property and the Hospital Improvements so sold. Landlord and Tenant hereby acknowledge and agree that Lender is an intended third party beneficiary of this Section 28.2.
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FINANCING BY TENANT. (a) Landlord agrees that Tenant shall have the right to place one (1) or more deeds of trust, mortgages or similar security interests on all or any portion of Tenant's leasehold interest in the Leased Property and the Hospital Improvements in connection with the Loan; provided, however, and except as provided below Tenant shall have no right whatsoever to encumber Landlord's reversionary interest in the Premises and such security instrument shall encumber only Tenant's rights under this Lease and the leasehold estate created hereby. Notwithstanding any other provision of this Lease anything to the contrary, in the event Tenant shall obtain the Loan, Landlord, upon request by Tenant, shall subordinate this Lease and Landlord's interest therein and in the Leased Property to the Loan and shall timely execute any and all documents reasonably requested by the construction lender to evidence such subordination.
(b) In the event of a termination of this Lease prior to the expiration of the Term, for any reason other than Landlord's acquisition of the Hospital Improvements, Landlord, within fifteen (15) days prior to the termination of the Lease, shall serve upon Lender written notice of such termination, together with a statement of any and all sums which would be due under the Lease as of the date of notice (but for the termination of the Lease) and a description of any and all events of default. Within thirty (30) days from its receipt of the notice of termination, Lender shall have the option to obtain a new lease for the Leased Property by providing Landlord with written notice of its desire to exercise such option. Upon Landlord's receipt of such notice, Landlord shall enter into a new lease for the Leased Property with Lender which shall:
(i) Commence as of the date of the termination of the Lease, and shall be effective for the remainder of the Term, and contain all of the terms and conditions that were set forth in the Lease, including, but not limited to, those pertaining to rental payments; and
(ii) Require the tenant under the new lease to cure any monetary events of default under the terminated Lease. Landlord shall promptly take all actions necessary to evict Tenant or any other unauthorized party from the Leased Property and, subject to the rights of any sublessee, shall provide the tenant under the new lease with the sole and exclusive possession of the Leased Property upon execution of the new lease.
(c) For the benefit of Lender, Landlord agrees, subject nevertheless to all of the terms, covenants, agreements, provisions, conditions and limitations contrary contained in this Lease, not the Landlord agrees that the Tenant may from time to accept time finance its business operations and in relation to such financing the Tenant may mortgage the Tenant's leasehold interest herein, and such mortgage may be registered against the Lease without the need for consent from the Landlord. The Landlord agrees that upon the request of the Tenant the Landlord will promptly provide any person (in this paragraph called the "Lender") proposing to take or having a voluntary surrender charge against the Tenant's leasehold interest with confirmation as to the status of this Lease at any time during which and the Tenant's compliance with its terms. Without limiting the Lender's rights in law or equity, the Landlord agrees that the Lender shall hold an outstanding mortgage, deed will receive the benefit of trust or other security interest. It is further understood all notices and agreed that Landlord and Tenant shall not modify this Lease without the prior written consent of Lender and no sale rights of the Leased Property Tenant hereunder; that the Landlord will not terminate the Lease in the event of default by the Tenant without first giving the Lender a reasonable opportunity to cure the default and that the Hospital Improvements or any portion thereof to Tenant shall terminate this Lease by merger or otherwise will not be terminated thereafter so long as the Lender holds an outstanding deed to secure debt, mortgage or other security interest with respect maintains the Lease in good standing; that the Landlord will not unreasonably withhold consent to the portion assignment of the Leased Property and Lease or subletting of the Hospital Improvements so sold. Landlord and Tenant hereby acknowledge and agree that demised premises in whole or in part by the Lender is an intended to a third party beneficiary in the event that the Lender realises on its security taken against the Lease; and that the Landlord will enter an agreement with the Lender upon the Lender's request in confirmation of these agreements; PROVIDED in all cases that all reasonable expense of the Landlord incurred in giving any confirmation, notice or agreement pursuant to this Section 28.2paragraph will be paid by the Tenant or Lender.
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