Common use of Financing Condition Clause in Contracts

Financing Condition. If any lender or ground lessor that intends to acquire an interest in, or holds an Encumbrance should require either the execution by Tenant of an agreement requiring Tenant to send such lender written notice of any default by Landlord under this Lease and giving such lender the right to cure such default until such lender has completed foreclosure, and preventing Tenant from terminating this Lease (to the extent such termination right would otherwise be available) unless such default remains uncured after foreclosure has been completed (provided that in no event shall such agreement prohibit Tenant from exercising its non-termination remedies against Landlord for such breach pursuant to the terms of this Lease), and/or any modification of the agreements, covenants, conditions or provisions of this Lease, then Tenant agrees that it shall; within ten (10) Business Days after Landlord’s request, execute and deliver such agreement and modify this Lease as required by such lender or ground lessor; provided, however, that no such modification shall affect the length of the Lease term, increase the rent payable by Tenant hereunder, increase Tenant’s non-monetary obligations hereunder (other than in a non-substantial manner, such as requiring that Tenant send additional copies of notices to one or more additional parties) or diminish Tenant’s rights hereunder (other than in a non-substantial manner). Tenant acknowledges and agrees that its failure to timely execute any such agreement or modification required by such lender or ground lessor within such ten (10) Business Day period, and subsequent failure to deliver the agreement or modification within five (5) Business Days following Landlord’s second written request for the agreement or modification, may cause Landlord serious financial damage by causing the failure of a financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 below, including its right to damages caused by the loss of such financing. If Tenant receives a non-disturbance agreement from a particular lender under Paragraph 21 above, then, in the event of any inconsistency between the terms of that agreement and the terms of this Paragraph 22, the terms of the non-disturbance agreement shall govern as to that lender.

Financing Condition. If at any time or times Landlord desires to obtain financing for the Real Property, if any lender or ground lessor that which intends to acquire an interest intake, or holds an Encumbrance is holding, a mortgage or deed of trust encumbering the Real Property should require require, as a condition to such financing, either the execution by Tenant of an agreement requiring Tenant to send such lender written notice of any default by Landlord under this Lease and Lease, giving such lender the right to cure such default until such lender has completed foreclosure, and preventing Tenant from terminating this Lease (to the extent such termination right would otherwise be available) unless such default remains uncured after foreclosure has been completed (provided that in no event shall such agreement prohibit Tenant from exercising its non-termination remedies against Landlord for such breach pursuant to the terms of this Lease)completed, and/or or any modification of the agreements, covenants, conditions or provisions of this Lease, or both of them, then Tenant agrees that it shall; within ten (10) Business Days after Landlord’s request, to execute and deliver such agreement and to modify this Lease as required by such lender or ground lessorwithin ten (10) days after receipt of a written request therefor; provided, however, that no such modification shall affect the length of the Lease term, term hereof or increase the rent payable by Tenant hereunder, increase Tenant’s non-monetary obligations hereunder (other than in a non-substantial manner, such as requiring that Tenant send additional copies of notices to one or more additional parties) or diminish Tenant’s rights hereunder (other than in a non-substantial manner)under Paragraphs 5 and 7. Tenant acknowledges and agrees that its failure to timely execute any such agreement or modification required by such lender or ground lessor within such ten (10) Business Day period, and subsequent failure to deliver the agreement or modification within five (5) Business Days following Landlord’s second written request for the agreement or modification, may cause Landlord serious financial damage by causing the failure of a financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 belowhereof, including its right to damages caused by the loss of such said financing. If Tenant receives a non-disturbance shall fail or refuse to execute any such agreement from a particular lender under Paragraph 21 aboveor modification within ten (10) days after receipt thereof, thenLandlord, at its option, may, upon written notice to Tenant, terminate this Lease and, upon giving such termination notice, Landlord shall refund to Tenant any unearned rent and/or security deposit hold by Landlord in the event excess of any inconsistency between the terms of that agreement amounts which Tenant then owes to Landlord, and the terms of this Paragraph 22, the terms of the non-disturbance agreement Lease shall govern as to that lenderterminate.

Financing Condition. If any lender or ground lessor that intends to acquire an interest in, or holds an Encumbrance a mortgage, ground lease or deed of trust encumbering any portion of the Real Property should require either the execution by Tenant of an agreement requiring Tenant to send such lender written notice of any default by Landlord under this Lease and Lease, giving such lender the right to cure such default until within any period afforded to Landlord to cure the same plus an additional ninety (90) days (with such period afforded to such lender or ground lessor to commence from the giving of notice to such lender or ground lessor or, so long as Tenant shall continue to receive all of the material services Landlord is required to provide under this Lease and such lender or ground lessor is diligently pursuing appointment of a receiver, foreclosure proceedings or termination of such ground lease, such period to commence when such lender has obtained the appointment of a receiver for the Real Property or completed foreclosureforeclosure (whichever shall be first) or such ground lessor has terminated such ground lease), and preventing Tenant from terminating this Lease (to the extent such termination right would otherwise be availableis available to Tenant under this Lease) unless such default remains uncured after foreclosure has been completed (provided that in no event shall such agreement prohibit Tenant from exercising its non-termination remedies against Landlord for such breach pursuant to the terms of this Lease)period as so extended, and/or any modification of the agreements, covenants, conditions or provisions of this Lease, then Tenant agrees that it shall; , within ten fifteen (1015) Business Days days after Landlord’s 's request, execute and deliver such agreement and modify this Lease as required by such lender or ground lessor; provided, however, that no such modification shall affect the length of the Lease term, term or increase the rent payable by Tenant hereunder, under Paragraphs 5 and 7 or otherwise increase Tenant’s non-monetary 's obligations hereunder (other than in a non-substantial manner, such as requiring that Tenant send additional copies of notices to one or more additional parties) or diminish Tenant’s rights hereunder (notice requirements and other than in a non-substantial mannersimilar ministerial obligations). Tenant acknowledges and agrees that its failure to timely execute any such agreement or modification required by such lender or ground lessor within such ten (10) Business Day period, and subsequent failure to deliver the agreement or modification within five (5) Business Days following Landlord’s second written request for the agreement or modification, may cause Landlord serious financial damage by causing the failure of a financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 below, including its right to damages caused by the loss of such financing. If Tenant receives a non-disturbance agreement from a particular lender under Paragraph 21 above, then, in the event of any inconsistency between the terms of that agreement and the terms of this Paragraph 22, the terms of the non-disturbance agreement shall govern as to that lender.

Financing Condition. If any lender or ground lessor that intends to acquire an interest in, or holds an Encumbrance a mortgage, ground lease or deed of trust encumbering any portion of the Project should require either the execution by Tenant of an agreement requiring Tenant to send such lender written notice of any default by Landlord under this Lease and giving such lender the right to cure such default until such lender has completed foreclosure, and preventing Tenant from terminating this Lease (to the extent such termination right would otherwise be available) unless such default remains uncured after foreclosure has been completed (provided that in no event shall such agreement prohibit Tenant from exercising its non-termination remedies against Landlord for such breach pursuant to the terms of this Lease)completed, and/or any modification of the agreements, covenants, conditions or provisions of this Lease, then Tenant agrees that it shall; , within ten (10) Business Days days after Landlord’s 's request, execute and deliver such agreement and modify this Lease as required by such lender or ground lessor; provided, however, that no such modification shall affect the length of the Lease term, term or increase the rent payable by Tenant hereunder, increase Tenant’s non-monetary obligations hereunder (other than in a non-substantial manner, such as requiring that Tenant send additional copies of notices to one or more additional parties) or diminish Tenant’s rights hereunder (other than in a non-substantial manner)under Paragraphs 5 and 7. Tenant acknowledges and agrees that its failure to timely execute any such agreement or modification required by such lender or ground lessor within such ten (10) Business Day period, and subsequent failure to deliver the agreement or modification within five (5) Business Days following Landlord’s second written request for the agreement or modification, may cause Landlord serious financial damage by causing the failure of a financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 below, including its right to damages caused by the loss of such financing. If Tenant receives a non-disturbance agreement from a particular lender under pursuant to Paragraph 21 above, thenthe provisions of the non-disturbance agreement, in to the event of any inconsistency between extent inconsistent with the terms of that agreement and the terms provisions of this Paragraph 22, the terms of the non-disturbance agreement shall govern as to that lender.

Financing Condition. If any lender or ground lessor that intends to acquire an interest in, or holds an Encumbrance a mortgage, ground lease or deed of trust encumbering any portion of the Project should require either the execution by Tenant of an agreement requiring Tenant to send such lender written notice of any default by Landlord under this Lease and giving such lender the right to cure such default until such lender has completed foreclosure, and preventing Tenant from terminating this Lease (to the extent such termination right would otherwise be available) unless such default remains uncured after foreclosure has been completed (provided that in no event shall such agreement prohibit Tenant from exercising its non-termination remedies against Landlord for such breach pursuant to the terms of this Lease)completed, and/or any modification of the agreements, covenants, conditions or provisions of this Lease, then Tenant agrees that it shall; , within ten (10) Business Days days after Landlord’s written request, execute and deliver such agreement and modify this Lease as required by such lender or ground lessor; provided, however, that no such modification shall affect the length of the Lease term, term or increase the rent payable by Tenant hereunder, increase Tenant’s non-monetary obligations hereunder (other than in a non-substantial manner, such as requiring that Tenant send additional copies of notices to one or more additional parties) or diminish Tenant’s rights hereunder (other than in a non-substantial manner)under Paragraphs 5 and 7. Tenant acknowledges and agrees that its failure to timely execute any such agreement or modification required by such lender or ground lessor within such ten (10) Business Day period, and subsequent failure to deliver the agreement or modification within five (5) Business Days following Landlord’s second written request for the agreement or modification, may cause Landlord serious financial damage by causing the failure of a financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 below, including its right to damages caused by the loss of such financing. If , provided that such failure by Tenant receives continues for five (5) days after a non-disturbance agreement from a particular lender under Paragraph 21 abovesecond written notice the stating the following in bold, then, in capital letters on the event of any inconsistency between the terms of that agreement and the terms of this Paragraph 22, the terms first page of the non-disturbance agreement shall govern as to that lendernotice: “MUST BE RESPONDED TO BY LANDLORD WITHIN FIVE (5) DAYS OR TENANT MAY BE SUBJECT TO SERIOUS DAMAGES.”

Financing Condition. If any lender or ground lessor that intends to acquire an interest in, or holds an Encumbrance a mortgage, ground lease or deed of trust encumbering any portion of the Real Property should require either the execution by Tenant of an agreement requiring Tenant to send such lender written notice of any default by Landlord under this Lease and Lease, giving such lender the right to cure such default until such lender has completed foreclosure, and preventing Tenant from terminating this Lease (to the extent such termination right would otherwise be available) unless such default remains uncured after foreclosure has been completed (provided that in no event shall such agreement prohibit Tenant from exercising its non-termination remedies against Landlord for such breach pursuant to the terms of this Lease)completed, and/or any modification of the agreements, covenants, . conditions or provisions of this Lease, then Tenant agrees that it shall; , within ten (10) Business Days after Landlord’s request, execute and deliver such agreement and modify this Lease as required by such lender or ground lessor; provided, however, that no such modification shall affect the length of the Lease term, increase the rent payable by Tenant hereunder, increase Tenant’s non-monetary obligations hereunder (other than in a non-substantial manner, such as requiring that Tenant send additional copies of notices to one or more additional parties) or materially diminish Tenant’s rights hereunder (other than in a non-substantial manner)hereunder. Tenant acknowledges and agrees that its failure to timely execute any such agreement or modification required by such lender or ground lessor within such ten (10) Business Day period, and subsequent failure to deliver the agreement or modification within five (5) Business Days following Landlord’s second written request for the agreement or modification, may cause Landlord serious financial damage by causing the failure of a financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 below, including its right to damages caused by the loss of such financing. If Tenant receives a non-disturbance agreement from a particular lender under Paragraph 21 above, then, in the event of any inconsistency between the terms of that agreement and the terms of this Paragraph 22, the terms of the non-disturbance agreement shall govern as to that lender.

Financing Condition. If at any time or times Landlord desires to obtain financing for the Property, or any portion hereof containing the Premises, or if any lender or ground lessor that which intends to acquire an interest intake, or holds an Encumbrance is holding, a mortgage or deed of trust encumbering the Property should require require, as a condition to such financing, either the execution by Tenant of an agreement requiring Tenant to send such lender written notice of any default by Landlord under this Lease and Lease, giving such lender the right to cure such default until such lender has completed foreclosure, and preventing Tenant from terminating this Lease (to the extent such termination right would otherwise be available) unless such default remains uncured after foreclosure has been completed (provided that in no event shall such agreement prohibit Tenant from exercising its non-termination remedies against Landlord for such breach pursuant completed, except with respect to maintenance and repair or provision of services to the terms extent the default substantially interferes with Tenant's intended use of this Lease)the Premises, and/or or any modification of the agreements, covenants, conditions or provisions of this Lease, or both of them, then Tenant agrees that it shall; within ten (10) Business Days after Landlord’s request, to execute and deliver such agreement and to modify this Lease as required by such lender or ground lessorlender; provided, however, that no such modification shall unfairly increase the obligations or adversely affect the rights of Tenant hereunder nor affect the length of the Lease term, term hereof or increase the rent payable by Tenant hereunderunder Sectionsy4 and 5, increase Tenant’s non-monetary it being acknowledged that the purpose of such modifications would be only to preserve this Lease as security for payment of Landlord's obligations hereunder (other than in a non-substantial manner, to such as requiring that Tenant send additional copies of notices to one or more additional parties) or diminish Tenant’s rights hereunder (other than in a non-substantial manner)lender. Tenant acknowledges and agrees that its failure to timely execute any such agreement or modification required by such lender or ground lessor within such ten (10) Business Day period, and subsequent failure to deliver the agreement or modification within five (5) Business Days following Landlord’s second written request for the agreement or modification, may cause Landlord serious financial damage by causing the failure of a financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 belowSections 20, 21 and 22 hereof, including its right to damages caused by the loss of such said financing. If In addition to such rights and remedies, if Tenant receives a non-disturbance shall fail or refuse to execute any such agreement from a particular lender under Paragraph 21 aboveor modification within ten (10) days after receipt thereof, thenLandlord, at its option, may, upon written notice to Tenant, terminate this Lease and, upon giving such termination notice, Landlord shall refund to Tenant any unearned rent and/or security deposit held by Landlord in the event excess of any inconsistency between the terms of that agreement amounts which Tenant then owes to Landlord, and the terms of this Paragraph 22, the terms of the non-disturbance agreement Lease shall govern as to that lenderterminate.

Financing Condition. If any lender or ground lessor that intends to acquire an interest in, or holds an Encumbrance a mortgage, ground lease or deed of trust encumbering any portion of the Real Property should require either the execution by Tenant of an agreement requiring Tenant to send such lender written notice of any default by Landlord under this Lease and Lease, giving such lender the right to cure such default until such lender has completed foreclosure, and preventing Tenant from terminating this Lease (to the extent such termination right would otherwise be available) unless such default remains uncured after foreclosure has been completed (provided that in no event shall such agreement prohibit Tenant from exercising its non-termination remedies against Landlord for such breach pursuant to the terms of this Lease)completed, and/or any modification of the agreements, covenants, conditions or provisions of this Lease, then Tenant agrees that it shall; , within ten (10) Business Days days after Landlord’s request, execute and deliver such agreement and modify this Lease as required by such lender or ground lessor; provided, however, that no such modification shall affect the length of the Lease term, term or increase the rent payable by Tenant under Paragraphs 5 and 7 or otherwise materially increase the obligations of, or reduce the rights and benefits of, Tenant hereunder. If Tenant fails to execute and deliver to Landlord the required agreement or modification within the required ten (10) day period, increase Tenant’s non-monetary obligations hereunder (other than in then Landlord may send a non-substantial manner, such as requiring second written notice to Tenant requesting that Tenant send additional copies of notices execute and deliver such agreement or modification to one or more additional parties) or diminish Tenant’s rights hereunder (other than in a non-substantial manner)Landlord pursuant to the terms hereof. Tenant acknowledges and agrees that its failure to timely execute any such agreement or modification required by such lender or ground lessor within such ten (10) Business Day period, and subsequent failure to deliver the agreement or modification within five (5) Business Days business days following Landlord’s such second written request for the agreement or modification, notice from Landlord may cause Landlord serious financial damage by causing the failure of a financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 below, including its right to damages caused by the loss of such financing. If Tenant receives a non-disturbance agreement from a particular lender under Paragraph 21 above, then, in but only to the event of extent any inconsistency between the terms of that agreement and the terms of this Paragraph 22, the terms of the non-disturbance agreement shall govern as such loss is attributable primarily to that lenderTenant’s failure to deliver any such certificate.

Financing Condition. If any lender or ground lessor that intends to acquire an interest in, or holds an Encumbrance a mortgage, ground lease or deed of trust encumbering any portion of the Real Property should require either the execution by Tenant of (a) an agreement requiring Tenant to send such lender written notice of any default by Landlord under this Lease and giving such lender the right to cure such default until such lender has completed foreclosure, is entitled pursuant to the terms of its mortgage to cure the default and preventing Tenant from terminating this Lease (unless, after such lender is so entitled to cure the extent default, such termination right would otherwise be available) unless such lender does not promptly commence, and diligently continue, to remedy the default remains uncured after foreclosure has been completed (provided that in no event shall such agreement prohibit Tenant from exercising its non-termination remedies against Landlord for such breach pursuant to the terms of this the Lease), ) and/or (b) any modification of the agreements, covenants, conditions or provisions of this Lease (provided that such modification does not affect the length of the Lease term, increase the rent payable by Tenant under Paragraphs 5 and 7 hereof or have a materially adverse affect on Tenant's rights, or materially increase Tenant's obligations, under this Lease), then Tenant agrees that it shall; , within ten (10) Business Days after Landlord’s 's request, execute and deliver such agreement and modify this Lease as required by such lender or ground lessor; provided, however, that no such modification shall affect the length of the Lease term, increase the rent payable by Tenant hereunder, increase Tenant’s non-monetary obligations hereunder (other than in a non-substantial manner, such as requiring that Tenant send additional copies of notices to one or more additional parties) or diminish Tenant’s rights hereunder (other than in a non-substantial manner). Tenant acknowledges and agrees that its failure if Tenant fails to timely execute any such agreement or modification required by such lender or ground lessor within such ten (10) Business Day period, and subsequent thereafter Tenant does not deliver such executed document within ten (10) days of receipt of written notice from Landlord of such failure, such failure to deliver the agreement or modification within five (5) Business Days following Landlord’s second written request for the agreement or modification, shall constitute an Event of Default and may cause Landlord serious financial damage by causing the failure of a financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 below, including its right to damages caused by the loss of such financing, but only to the extent any such loss is attributable primarily to Tenant's failure to deliver any such certificate. If Tenant receives a non-disturbance agreement from a particular lender under pursuant to Paragraph 21 above, thenthe provisions of the non-disturbance agreement, in to the event of any inconsistency between extent inconsistent with the terms of that agreement and the terms provisions of this Paragraph 22, the terms of the non-disturbance agreement shall govern as to that lender.