Common use of Ground Lease Covenants Clause in Contracts

Ground Lease Covenants. (a) With respect to each Ground Lease, (a) Borrower shall cause each Mortgage Borrower that is the holder of the leasehold interest under such Ground Lease to (i) pay all rents, additional rents and other sums required to be paid by such Mortgage Borrower, as tenant under and pursuant to the provisions of such Ground Lease, (ii) diligently perform and observe in all material respects all of the terms, covenants and conditions of such Ground Lease on the part of such Mortgage Borrower, as tenant thereunder, (iii) promptly notify Lender of the giving of any notice by the landlord under such Ground Lease to such Mortgage Borrower of any default by such Mortgage Borrower, as tenant thereunder, and deliver to Lender a true copy of each such notice within five (5) Business Days of receipt and (iv) promptly notify Lender of any bankruptcy, reorganization or insolvency of the landlord under such Ground Lease or of any notice thereof, and deliver to Lender a true copy of such notice within five (5) Business Days of Borrower’s receipt. Borrower shall not, without the prior consent of Lender, cause such Mortgage Borrower to surrender the leasehold estate created by such Ground Lease or terminate or cancel such Ground Lease or modify, change, supplement, alter or amend such Ground Lease in any material respect, either orally or in writing, and if such Mortgage Borrower shall default in the performance or observance of any term, covenant or condition of such Ground Lease on the part of such Mortgage Borrower, as tenant thereunder, and shall fail to cure the same prior to the expiration of any applicable cure period provided thereunder, Borrower shall permit Lender to have the right to pay any sums and to perform any act or take any action as may be appropriate to cause all of the terms, covenants and conditions of such Ground Lease on the part of such Mortgage Borrower to be performed or observed on behalf of Borrower, to the end that the rights of such Mortgage Borrower in, to and under such Ground Lease shall be kept unimpaired and free from default; provided, however, that Lender shall have no such obligation to perform any such actions. If the landlord under such Ground Lease shall deliver to Lender a copy of any notice of default under such Ground Lease, such notice shall constitute full protection to Lender for any action taken or omitted to be taken by Lender, in good faith, in reliance thereon. Borrower shall cause such Mortgage Borrower to exercise each individual option, if any, to extend or renew the term of such Ground Lease upon written demand by Lender made at any time within one (1) year prior to the last day upon which any such option may be exercised.

Ground Lease Covenants. (a) With respect to each Ground Lease, (a) Borrower shall cause each Mortgage Borrower that is the holder of the leasehold interest under such Ground Lease to covenants and agrees as follows: (i) pay all rentspromptly and faithfully to observe, additional rents and other sums required to be paid by such Mortgage Borrower, as tenant under and pursuant to the provisions of such Ground Lease, (ii) diligently perform and observe comply in all material respects with all of the terms, covenants and conditions provisions of such the Ground Lease on the part of such Mortgage BorrowerLease; (ii) to refrain from doing anything and not do or permit any act, event or omission, as tenant thereundera result of which, there is likely to occur a default or breach under the Ground Lease; (iii) to promptly notify give Lender of the giving of any notice by the landlord under such Ground Lease to such Mortgage Borrower of any default by such Mortgage Borrower, as tenant thereunder, and deliver to Lender a true copy of each such notice within five (5) Business Days of receipt and (iv) promptly notify Lender of any bankruptcy, reorganization or insolvency of under the landlord under such Ground Lease or of any notice thereof, and deliver to Lender a true copy upon learning of such notice within five (5) Business Days of Borrower’s receipt. Borrower shall not, without the prior consent of Lender, cause such Mortgage Borrower to surrender the leasehold estate created by such Ground Lease or terminate or cancel such Ground Lease or modify, change, supplement, alter or amend such Ground Lease in any material respect, either orally or in writing, default and if such Mortgage Borrower shall default in the performance or observance of any term, covenant or condition of such Ground Lease on the part of such Mortgage Borrower, as tenant thereunder, and shall fail to cure the same prior to the expiration of any applicable cure period provided thereunder, Borrower shall permit Lender to have the right to pay any sums and to perform any act or take any action as may be appropriate to cause all of the terms, covenants and conditions of such Ground Lease on the part of such Mortgage Borrower to be performed or observed on behalf of Borrower, to the end that the rights of such Mortgage Borrower in, to and under such Ground Lease shall be kept unimpaired and free from default; provided, however, that Lender shall have no such obligation to perform any such actions. If the landlord under such Ground Lease shall immediately deliver to Lender a copy of any each notice of default and all responses to such notice of default and all other material instruments, notices or demands received or delivered by Borrower under or in connection with the Ground Lease; (iv) to promptly notify Lender in writing in the event of the initiation of any litigation or arbitration proceeding affecting Borrower or the Property under or in connection with the Ground Lease; (v) within ten (10) Business Days of each request by Lender to furnish to Lender an estoppel certificate from Borrower in such form as Lender may reasonably request from time to time (provided no Event of Default exists, in no event more than two (2) times in any twelve (12) month period) concerning Borrower’s due observance, performance and compliance in all material respects with the terms, covenants and provisions of the Ground Lease; (vi) it will not voluntarily or involuntarily, directly or indirectly, assign, transfer or convey the Property or the Leasehold Estate in violation of the Ground Lease or this Agreement, nor surrender, terminate or cancel the Ground Lease nor, without the prior written consent of Lender, fail to exercise in a timely manner any purchase option(s) or renewal option(s) contained in the Ground Lease, such notice shall constitute full protection to Lender for any action taken if applicable, nor, without the prior written consent of Lender; and (vii) modify, alter or omitted to be taken by Lenderamend the Ground Lease, either orally or in good faithwriting Any assignment, in reliance thereon. Borrower shall cause such Mortgage Borrower to exercise each individual optiontransfer, if anyconveyance, to extend surrender, termination, cancellation, modification, alteration or renew amendment of the term of such Ground Lease upon written demand by Lender made at any time within one (1) year prior to in contravention of the last day upon which any such option may foregoing shall be exercisedvoid and of no force and effect.

Ground Lease Covenants. (a) With respect to each Ground Lease, (a) Borrower i. Mortgagor shall cause each Mortgage Borrower that is the holder of the leasehold interest under such Ground Lease to (i) pay all rents, additional rents and other sums required to be paid by such Mortgage Borrowerit, as tenant under and pursuant to the provisions of such the Ground Lease, (ii) diligently perform and observe in all material respects all of the terms, covenants and conditions of such the Ground Lease on the its part of such Mortgage Borrower, as tenant to be performed thereunder, (iii) promptly notify Lender Agent of the giving of any notice by under the landlord under such Ground Lease to such Mortgage Borrower of any default by such Mortgage Borrower, as tenant any party thereunder, and deliver to Lender Agent a true copy of each such notice within five (5) Business Days days of receipt and (iv) promptly notify Lender Agent of any bankruptcy, reorganization or insolvency of any party to the landlord under such Ground Lease or of any notice thereof, and deliver to Lender Agent a true copy of such notice within five (5) Business Days days of Borrower’s receipt. Borrower shall notNo Mortgagor shall, without the prior consent of LenderAgent, cause such Mortgage Borrower to surrender the leasehold estate created by such the Ground Lease or terminate or cancel such the Ground Lease or modify, change, supplement, alter alter, amend or amend such waive any term of the Ground Lease in any material respectLease, either orally or in writing, except as expressly set forth in Section 7.23(a) of the Credit Agreement, and if such Mortgage Borrower any Mortgagor shall default in the performance or observance of any term, covenant or condition of such the Ground Lease on the part of such Mortgage BorrowerLease, as tenant thereunder, and Agent shall fail to cure the same prior to the expiration of any applicable cure period provided thereunder, Borrower shall permit Lender to have the right right, but shall be under no obligation, to pay any sums and to perform any act or take any action as may be appropriate to cause all of the terms, covenants and conditions of such the Ground Lease on the part of such Mortgage Borrower to be performed or observed on behalf of Borrowerobserved, to the end that the rights of such Mortgage Borrower Mortgagor in, to and under such the Ground Lease shall be kept unimpaired and free from default; provided, however, that Lender shall have no such obligation to perform any such actions. If the landlord under such the Ground Lease shall deliver to Lender Agent a copy of any notice of default under such the Ground Lease, such notice shall constitute full protection to Lender Agent for any action taken or omitted to be taken by LenderAgent, in good faith, in reliance thereon. Borrower Each Mortgagor shall cause such Mortgage Borrower to exercise each individual its option, if i f any, to extend or renew the term of such the Ground Lease upon written demand by Lender Agent made at any time within one (1) year prior to the last day upon which any such option may be exercised, and each Mortgagor hereby expressly authorizes and appoints Agent its attorney-in-fact to exercise any such option in the name of and upon behalf of such Mortgagor, which power of attorney shall be irrevocable and shall be deemed to be coupled with an interest.