Common use of Leases Clause in Contracts

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenants.

Appears in 5 contracts

Samples: Agreement of Sale Five Eves (Brandywine Realty Trust), Agreement of Sale (Brandywine Realty Trust), Agreement of Sale (Brandywine Realty Trust)

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Leases. There are no oral or written leases or rights of occupancy or grants or claims of rightTo Borrower’s Knowledge, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies Schedule 3 (ithe “Rent Roll”) each tenant of is true, complete and correct and the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and Property is not subject to any and all costs, expenses and Leases other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of than the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and Rent Roll or in the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated title report delivered to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawLender. Except as set forth on Exhibit "D"the Rent Roll or as otherwise disclosed to Lender in writing: To Borrower’s Knowledge, (i) each Lease is in full force and effect; (ii) the tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the Premises landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) there is no present material default by the tenant under any Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.8 hereof; (viii) Borrower is the sole owner of the entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of the Borrower and the applicable tenant thereunder; (x) no Person has any possessory interest in, or right to occupy, the Property except under the terms of the Lease; and (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 5 contracts

Samples: Loan Agreement (KBS Real Estate Investment Trust, Inc.), Loan Agreement (KBS Real Estate Investment Trust, Inc.), Loan Agreement (KBS Real Estate Investment Trust, Inc.)

Leases. There To each Borrower’s actual knowledge after due inquiry and except as set forth on Schedule X attached hereto or as otherwise disclosed in the estoppel certificates delivered to Lender in connection with the closing of the Loan, (a) the Properties are not subject to any Leases other than the HRHI Lease and the other Leases described in said Schedule X, (b) each Mortgage Borrower is the owner and lessor of the landlord’s interest in each such Lease affecting its Property, (c) no oral or written leases or rights of occupancy or grants or claims of right, title or Person has any possessory interest in any portion Property or any right to occupy the same except under and pursuant to the provisions of the Premises other than the leases (the "such Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ixd) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the commercial Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and are in full force and effecteffect and there are no material defaults thereunder by either party and there are no conditions that, with the tenant is in actual possession in passage of time or the normal coursegiving of notice, or both, would constitute material defaults thereunder, (e) the copies of the commercial Leases delivered to Lender are true and complete, and the rents set forth in Exhibit "D" there are the actual rentsno oral agreements with respect thereto, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease (f) no Rent (including security deposits) has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except month in advance of its due date, (g) all work to be performed by the landlord under each Lease has been performed as otherwise set forth required in such Lease and has been accepted by the applicable tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by any Mortgage Borrower to any tenant has already been received by such tenant, (h) there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is still in effect, (i) no commercial tenant listed on Exhibit "D"Schedule X has assigned its Lease or sublet all or any portion of the premises demised thereby, no security deposits by tenants have heretofore been returned such commercial tenant holds its leased premises under assignment or applied sublease, nor does anyone except such commercial tenant and its employees occupy such leased premises, (j) no tenant under any Lease has a right or option pursuant to charges against such Lease or otherwise to purchase all or any part of the tenantsProperty of which the leased premises are a part, and (k) no tenant under any Lease has any right or option for additional space in the Improvements.

Appears in 5 contracts

Samples: Third Mezzanine Loan Agreement (Hard Rock Hotel Holdings, LLC), Second Mezzanine Loan Agreement (Hard Rock Hotel Holdings, LLC), Second Mezzanine Loan Agreement (Morgans Hotel Group Co.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit Schedule 8 (the "DRENT ROLL". Exhibit "D" identifies (i) each tenant of is true, complete and correct and the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and Property is not subject to any and all costs, expenses and Leases other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of than the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawRent Roll. Except as set forth on Exhibit "D"the Rent Roll: (i) each Lease is in full force and effect; (ii) the tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than 30 days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) to Borrowers' best knowledge, no tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the Premises landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrowers' best knowledge, there is no present material default by the tenant under any Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.8; (viii) Borrowers are the sole owner of the entire lessor's interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of such Borrower and the applicable tenant thereunder; (x) to Borrowers' best knowledge, no Person has any possessory interest in, or right to occupy, the Property except under the terms of the Lease; and (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 5 contracts

Samples: Loan Agreement (Behringer Harvard Reit I Inc), Loan Agreement (Behringer Harvard Reit I Inc), Loan Agreement (Behringer Harvard Reit I Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in Borrower represents and warrants to Lender that: (a) the Property is not subject to any portion of the Premises Leases other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Master Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vib) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases Master Lease is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal coursethere are no defaults thereunder by either Borrower, or (to Borrower’s knowledge) Master Tenant, and Borrower has not received any notice of termination with respect to the rents set forth in Exhibit "D" Master Lease, (c) the copy of the Master Lease delivered to Lender is true and complete, and there are the actual rentsno oral agreements with respect thereto, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease (d) no Rent (excluding security deposits) has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except month in advance of its due date, (e) all work to be performed by Borrower under the Master Lease has been performed as otherwise set forth on Exhibit "D"required and has been accepted by the Master Tenant, (f) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to Master Tenant has already been received by Master Tenant, (g) Master Tenant has accepted possession and is in occupancy of, and is open for business and conducting normal business operations at, all of its demised premises, and is paying full, unabated rent under the Master Lease, (h) Master Tenant is free from bankruptcy or reorganization proceedings, (i) Master Tenant is an Affiliate of Borrower, (j) there are no security deposits by tenants brokerage fees or commissions due and payable in connection with the Master Lease, (k) Borrower has not assigned or pledged the Master Lease, the rents thereunder or any interest therein except to Lender, (l) no Tenant or other Person has any option, right of first refusal or offer or any other similar right to purchase all or any portion of, or interest in, the Property, (m) Master Tenant does not have heretofore been returned the right to terminate its Lease prior to the expiration of the stated term thereof except, to the extent contained in the Lease, (n) Master Tenant has not assigned its Lease or applied sublet all or any portion of the premises demised thereby, and (o) the Master Lease is subordinate to charges against the tenantsMortgage and the Assignment of Leases and provides that the Master Tenant has agreed to attorn to Lender and any purchaser at a foreclosure sale.

Appears in 3 contracts

Samples: Loan Agreement (Moody National REIT I, Inc.), Loan Agreement (Moody National REIT I, Inc.), Loan Agreement (Moody National REIT I, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest (a) Except as disclosed in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies for the Property delivered to and approved by Lender in writing prior to the date hereof, (i) each tenant Borrower is the sole owner of the Premises, entire lessor's interest in the Leases; (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is are valid and subsisting enforceable and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and ; (iii) all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases hasare arms-length agreements with bona fide, and shall not at Closing have, prepaid any rent independent third parties; (iv) no party under any Lease is in default; (v) all Rents due have been paid in full; (vi) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (vii) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (viii) none of the Rents have been collected for more than one (1) month. Except as otherwise month in advance (except a security deposit shall not be deemed rent collected in advance); (ix) the premises demised under the Leases have been completed and the tenants under the Leases have accepted the same and have taken possession of the same on a rent-paying basis; (x) there exist no offsets or defenses to the payment of any portion of the Rents and Borrower has no monetary obligation to any tenant under any Lease; (xi) Borrower has received no notice from any tenant challenging the validity or enforceability of any Lease; (xii) there are no agreements with the tenants under the Leases other than expressly set forth on Exhibit "D"in each Lease; (xiii) the Leases are valid and enforceable against Borrower and the tenants set forth therein; (xiv) no Lease contains an option to purchase, right of first refusal to purchase, or any other similar provision; (xv) no person or entity has any possessory interest in, or right to occupy, the Property except under and pursuant to a Lease; (xvi) each Lease is subordinate to this Security Instrument, either pursuant to its terms or a recordable subordination agreement; (xvii) no Lease has the benefit of a non-disturbance agreement that would be considered unacceptable to prudent institutional lenders, (xviii) all security deposits relating to the Leases reflected on the certified rent roll delivered to Lender have been collected by tenants have heretofore been returned Borrower; and (xix) no brokerage commissions or applied to charges against the tenantsfinders fees are due and payable regarding any Lease.

Appears in 3 contracts

Samples: Trust and Security Agreement (Corporate Property Associates 15 Inc), Trust and Security Agreement (Corporate Property Associates 15 Inc), Trust and Security Agreement (Corporate Property Associates 15 Inc)

Leases. There To each Borrower’s actual knowledge after due inquiry and except as set forth on Schedule X attached hereto or as otherwise disclosed in the estoppel certificates delivered to Lender in connection with the origination of the Loan, (a) the Properties are not subject to any Leases other than the Leases described in said Schedule X, (b) each Mortgage Borrower is the owner and lessor of the landlord’s interest in each such Lease affecting its Property, (c) no oral or written leases or rights of occupancy or grants or claims of right, title or Person has any possessory interest in any portion Property or any right to occupy the same except under and pursuant to the provisions of the Premises other than the leases (the "such Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ixd) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the commercial Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and are in full force and effecteffect and there are no material defaults thereunder by either party and there are no conditions that, with the tenant is in actual possession in passage of time or the normal coursegiving of notice, or both, would constitute material defaults thereunder, (e) the copies of the commercial Leases delivered to Lender are true and complete, and the rents set forth in Exhibit "D" there are the actual rentsno oral agreements with respect thereto, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease (f) no Rent (including security deposits) has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except month in advance of its due date, (g) all work to be performed by the landlord under each Lease has been performed as otherwise set forth required in such Lease and has been accepted by the applicable tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by any Mortgage Borrower to any tenant has already been received by such tenant, (h) there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is still in effect, (i) no commercial tenant listed on Exhibit "D"Schedule X has assigned its Lease or sublet all or any portion of the premises demised thereby, no security deposits by tenants have heretofore been returned such commercial tenant holds its leased premises under assignment or applied sublease, nor does anyone except such commercial tenant and its employees occupy such leased premises, (j) no tenant under any Lease has a right or option pursuant to charges against such Lease or otherwise to purchase all or any part of the tenantsProperty of which the leased premises are a part, and (k) no tenant under any Lease has any right or option for additional space in the Improvements.

Appears in 3 contracts

Samples: First Mezzanine Loan Agreement (Hard Rock Hotel Holdings, LLC), Third Mezzanine Loan Agreement (Hard Rock Hotel Holdings, LLC), Second Mezzanine Loan Agreement (Hard Rock Hotel Holdings, LLC)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest Except as disclosed in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies for the Property delivered to and approved by Lender, (ia) each tenant Borrower is the sole owner of the Premises, entire lessor's interest in the Leases; (iib) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is are valid and subsisting enforceable and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and ; (c) all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases hasare arms-length agreements with bona fide, and shall not at Closing have, prepaid any rent independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full; (f) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (h) none of the Rents have been collected for more than one (1) month. Except as otherwise month in advance (except a security deposit shall not be deemed rent collected in advance); (i) the premises demised under the Leases have been completed in accordance with the Leases, and the tenants under the Leases have accepted the same and have taken possession of the same on a rent-paying basis; (j) there exist no offsets or defenses to the payment of any portion of the Rents and Borrower has no monetary obligation to any tenant under any Lease; (k) Borrower has received no notice from any tenant challenging the validity or enforceability of any Lease; (l) there are no agreements with the tenants under the Leases other than expressly set forth on Exhibit "D"in each Lease; (m) the Leases are valid and enforceable against Borrower and the tenants set forth therein; (n) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to relet, or any other similar provision; (o) no person or entity has any possessory interest in, or right to occupy, the Property except under and pursuant to a Lease; (p) each Lease is subordinate to this Security Instrument, either pursuant to its terms or a recordable subordination agreement; (q) no Lease has the benefit of a non-disturbance agreement that would be considered unacceptable to prudent institutional lenders; (r) all security deposits relating to the Leases reflected on the certified rent roll delivered to Lender have been collected by tenants have heretofore been returned Borrower; and (s) no brokerage commissions or applied to charges against the tenantsfinders fees are due and payable regarding any Lease.

Appears in 2 contracts

Samples: Convertible Promissory Notes        Agreement (Minrad International, Inc.), Mortgage and Security Agreement (Polymer Research Corp of America)

Leases. There To Borrower’s knowledge, the Properties are not subject to any Leases other than (a) the Leases described in Schedule XIV attached hereto and made a part hereof and (b) Leases of less than 5,000 square feet. Operating Lessee is the owner and lessor of landlord’s interest in the Leases. To Borrower’s knowledge (i) with the exception of hotel guests, no oral or written leases or rights of occupancy or grants or claims of right, title or Person has any possessory interest in any portion Individual Property or right to occupy the same except under and pursuant to the provisions of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the current Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and are in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease (iii) no Rent (including security deposits) has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) monthmonth in advance of its due date and (iv) all work to be performed by Mortgage Borrower or Operating Lessee under each Lease has been performed as required and has been accepted by the applicable tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Mortgage Borrower and/or Operating Lessee to any tenant has already been received by such tenant. Except as otherwise set forth on Exhibit "D"To Borrower’s knowledge (A) except for those tenants listed in Schedule XIV, no security deposits tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part and (B) no Hazardous Substances have been disposed, stored or treated by tenants any tenant under any Lease on or about the leased premises nor does Borrower have heretofore been returned any knowledge of any tenant’s intention to use its leased premises for any activity which, directly or applied to charges against indirectly, involves the tenantsuse, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste.

Appears in 2 contracts

Samples: Mezzanine a Loan Agreement (BRE Select Hotels Corp), Mezzanine B Loan Agreement (BRE Select Hotels Corp)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit "D". Exhibit "D" identifies Schedule 3 (ithe “Rent Roll”) each tenant of is true, complete and correct in all material respects and the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and Borrower has not entered into any and all costs, expenses and leases other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of than the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawRent Roll. Except as set forth on Exhibit "D", no tenant of the Premises Rent Roll or otherwise disclosed to Lender in writing: (i) each Lease is in full force and effect; (ii) the tenants under any of the Leases hashave accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and shall not at Closing havethere are no offsets, prepaid any rent claims or defenses to the enforcement thereof; (iii) all rents due and payable under any of the Leases for more than one have been paid (1) month. Except except as otherwise set forth on Exhibit "D"Schedule 4.16) and no portion thereof has been paid for any period more than thirty (30) days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s knowledge, there is no present material default by the tenant under any Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.7; (viii) Borrower is the sole owner of the entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of the Borrower and the applicable tenant thereunder; (x) no Person has any possessory interest in, or right to occupy, the Property except under the terms of the Lease; and (xi) each Major Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. Neither the Leases nor the Rents have been assigned or pledged by Borrowers except to Lender, and no other Person has any interest therein except the tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 2 contracts

Samples: Loan Agreement (Inland Real Estate Income Trust, Inc.), Loan Agreement (Inland Real Estate Income Trust, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of Borrower represents and warrants to Lender with respect to the Premises other than the leases Leases that: (the "Leases"a) listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of Schedule 3.1.22 is true, correct and complete and the Premises, (ii) Property is not subject to any Leases other than the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Ionis Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vib) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases Ionis Lease is valid and subsisting and in full force and effecteffect and there are no defaults thereunder by any party thereto and there are no conditions that, with the tenant is in actual possession in passage of time or the normal coursegiving of notice, and or both, would constitute defaults thereunder by any party thereto, (c) the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any copies of the Leases hasdelivered to Lender are true, correct and complete, and shall not at Closing havethere are no oral agreements with respect thereto, prepaid any rent under any of the Leases for (d) no Rent (including security or other deposits) has been paid more than one (1) month. Except month in advance of its due date, (e) all work to be performed by the landlord under each Lease has been performed as otherwise set forth on Exhibit "D"required and has been accepted by the applicable Tenant, (f) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the landlord to any Tenant has already been received by such Tenant, (g) all security or other deposits are being held in accordance with the applicable Leases and all applicable Legal Requirements, (h) Borrower has no knowledge of any notice of termination or default with respect to any Lease, (i) Borrower has not assigned or pledged any of the Leases, the rents or any interest therein except to Lender, (j) no Tenant or other Person has an option, right of first refusal or offer or any other preferential right to purchase all or any portion of, or interest in, the Property, (k) no Tenant has any right or option for additional space in the Improvements, (l) no Tenant has assigned its Lease or sublet all or any portion of the premises demised thereby, (m) no Tenant has the right to terminate its Lease prior to expiration of the stated term of such Lease, (n) to Borrower’s knowledge, no security deposits Hazardous Substances have been disposed, stored or treated by tenants any Tenant on, under or about the Property, other than in compliance with all Legal Requirements and Environmental Laws, (o) Borrower does not have heretofore been returned any knowledge of any Tenant’s intention to use its leased premises for any activity which, directly or applied indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any other Hazardous Substances, other than in compliance with all legal requirements and Environmental Laws, and (p) all existing Leases are subordinate to charges against the tenantsSecurity Instrument either pursuant to their terms or a recorded subordination agreement. Borrower acknowledges and agrees that the Ionis Lease is a “true lease” and does not represent a financing arrangement and Borrower covenants and agrees that it will reflect the Ionis Lease in all applicable books, records and reports in a manner consistent with true lease treatment.

Appears in 2 contracts

Samples: Loan Agreement (Ionis Pharmaceuticals Inc), Loan Agreement (Ionis Pharmaceuticals Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit "D"Schedule 3 together with the schedules and the exhibits attached to such rent roll (collectively, the “Rent Roll”) is true, complete and correct and the Property is not subject to any Leases other than the Leases described in the Rent Roll and those additional Leases (if any) on Schedule 2 attached hereto and any existing subleases thereunder. Exhibit "D" identifies No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases (and any existing subleases thereunder). As of the date hereof (i) each tenant Owner is the owner and holder of the Premises, landlord’s interest under each Lease; (ii) there are no prior assignments of the date landlord’s interest by Owner (and to Borrower’s knowledge any prior landlord) in any Lease or any portion of that tenant's lease, Rents which are presently outstanding and have priority over the Assignment of Leases and Rents; (iii) true and correct copies of the expiration Leases have been delivered by Borrower to Lender or made available to Lender and, the Leases have not been further modified or amended, except as disclosed to Lender in writing on or prior to the date of that tenant's lease, hereof; (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases Lease is valid and subsisting and in full force and effect; (v) except as disclosed on the Rent Roll or in any tenant estoppels delivered to Senior Lender in connection with the Loan and which are dated within 60 days of the date hereof (collectively, the “Tenant Estoppels”), neither Owner nor, to Borrower’s knowledge, any tenant under any Lease is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises default under any of the Leases hasmaterial terms, and shall not at Closing havecovenants or provisions of the Lease, prepaid and, except as disclosed to Lender in writing or in any rent Tenant Estoppels, Borrower knows of no event which, but for the passage of time or the giving of notice or both, would constitute an event of default under any Lease; (vi) except as expressly set forth in the Leases, the Tenant Estoppels or on the Rent Roll, there are no offsets or defenses to the payment of any portion of the Leases Rents; and (vii) except as disclosed on the Rent Roll or in any Tenant Estoppel, all Rents due and payable under each Lease have been paid in full and, except for estimated payments of operating expenses and taxes made by tenants in accordance with their Leases, no Rents have been paid more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against month in advance of the tenantsdue dates thereof.

Appears in 2 contracts

Samples: Junior Mezzanine Loan Agreement (Maguire Properties Inc), Senior Mezzanine Loan Agreement (Maguire Properties Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of Borrower represents and warrants to Lender with respect to the Premises other than the leases Leases that: (the "Leases"a) listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of Schedule I is true, complete and correct in all material respects and the PremisesProperty is not subject to any Leases other than the Leases described in Schedule I, (iib) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and identified on Schedule I are in full force and effecteffect and there are no defaults under any Major Leases by either party, the tenant is in actual possession (c) there are no defaults under any non-Major Leases by either party that, individually or in the normal courseaggregate, and could be reasonably expected to have a Material Adverse Effect, (d) the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any copies of the Leases hasdelivered to Lender are true and complete, and shall not at Closing havethere are no oral agreements with respect thereto, prepaid any rent under any of the Leases for (e) no Rent (including security deposits) has been paid more than one (1) month. Except month in advance of its due date (other than security deposits, percentage rents, escalation and estimated payments of taxes, insurance premiums and operating expenses payable by Tenants pursuant to the terms and provisions of their respective Leases), (f) all work to be performed by Borrower under each Lease has been performed as otherwise set forth on Exhibit "D"required and has been accepted by the applicable Tenant, no (g) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant, (h) all security deposits by tenants have heretofore been returned and each Tenant Letter of Credit are being held in accordance with applicable Legal Requirements, (i) neither the landlord nor any Tenant is in default under any of the Leases; (j) Borrower has no knowledge of any notice of termination or applied default with respect to charges against any Lease; (k) Borrower has not assigned or pledged any of the tenantsLeases, the rents, any Tenant Letter of Credit, or any interests therein except to Lender; (l) no Tenant or other party has an option or right of first refusal or offer, to purchase all or any portion of the Property; (m) no Tenant has the right to terminate its Lease prior to expiration of the stated term of such Lease; (n) all existing Leases are subordinate to the Mortgage either pursuant to their terms or a recorded subordination agreement; and (p) as of the Closing Date, the only Tenant Letters of Credit are those described in Schedule VIII attached hereto. The term “Lease” as used in this Section 3.1.22 shall be limited to tenant leases and does not include subleases, licenses, concession agreements or other agreements otherwise included in the definition of the term “Lease” contained in Section 1.1 hereof.

Appears in 2 contracts

Samples: Loan Agreement (MPG Office Trust, Inc.), Loan Agreement (Maguire Properties Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledgeBorrower’s knowledge after due inquiry and except as set forth on Schedule I, each (a) the Property is not subject to any Leases other than the Leases described in Schedule I attached hereto and made a part hereof and the Hotel Operating Lease, (b) Hotel Owner is the owner and lessor of landlord’s interest in the Hotel Operating Lease and Hotel Operator is the lessor under all other Leases, (c) no Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases, (d) the current Leases is valid and subsisting and are in full force and effecteffect and there are no defaults thereunder by either party and there are no conditions that, with the tenant is in actual possession in passage of time or the normal coursegiving of notice, and the rents set forth in Exhibit "D" are the actual rentsor both, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease would constitute defaults thereunder, (e) no Rent has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except month in advance of its due date, (f) all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any tenant has already been received by such tenant, (g) there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is still in effect, (h) no tenant listed on Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such tenant holds its leased premises under assignment or sublease, nor does anyone except such tenant and its employees occupy such leased premises, (i) no tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part, and (j) no tenant under any Lease has any right or option for additional space in the Improvements except for rights expressly set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against in the tenantsapplicable Lease.

Appears in 2 contracts

Samples: Loan Agreement (FelCor Lodging Trust Inc), Loan Agreement (FelCor Lodging Trust Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest (a) Except as disclosed in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies for the Property delivered to and approved by Xxxxxx in writing prior to the date hereof, (i) each tenant Borrower is the sole owner of the Premises, entire lessor's interest in the Leases; (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is are valid and subsisting enforceable and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and ; (iii) all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases hasare arms-length agreements with bona fide, and shall not at Closing have, prepaid any rent independent third parties; (iv) no party under any Lease is in default; (v) all Rents due have been paid in full; (vi) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (vii) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (viii) none of the Rents have been collected for more than one (1) month. Except as otherwise month in advance (except a security deposit shall not be deemed rent collected in advance); (ix) the premises demised under the Leases have been completed and the tenants under the Leases have accepted the same and have taken possession of the same on a rent-paying basis; (x) there exist no offsets or defenses to the payment of any portion of the Rents and Borrower has no monetary obligation to any tenant under any Lease; (xi) Borrower has received no notice from any tenant challenging the validity or enforceability of any Lease; (xii) there are no agreements with the tenants under the Leases other than expressly set forth on Exhibit "D"in each Lease; (xiii) the Leases are valid and enforceable against Borrower and the tenants set forth therein; (xiv) no Lease contains an option to purchase, right of first refusal to purchase, or any other similar provision; (xv) no person or entity has any possessory interest in, or right to occupy, the Property except under and pursuant to a Lease; (xvi) each Lease is subordinate to this Security Instrument, either pursuant to its terms or a recordable subordination agreement; (xvii) no Lease has the benefit of a non-disturbance agreement that would be considered unacceptable to prudent institutional lenders, (xviii) all security deposits relating to the Leases reflected on the certified rent roll delivered to Lender have been collected by tenants have heretofore been returned Xxxxxxxx; and (xix) no brokerage commissions or applied to charges against the tenantsfinders fees are due and payable regarding any Lease.

Appears in 2 contracts

Samples: Trust and Security Agreement (Corporate Property Associates 15 Inc), Corporate Property Associates 15 Inc

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on To Borrower's best knowledge the rent roll attached hereto as Exhibit Schedule 3 together with the schedules and the exhibits attached to such rent roll (collectively, the "DRent Roll") is true, complete and correct and the Property is not subject to any Leases other than the Leases described in the Rent Roll and any existing subleases thereunder and the Master Lease. Exhibit "D" identifies To Borrower's best knowledge no Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases (and any existing subleases thereunder) and the Master Lease. As of the date hereof (i) each tenant Borrower is the owner and holder of the Premises, landlord's interest under each Lease; (ii) there are no prior assignments of the landlord's interest by Borrower (and to Borrower's knowledge any prior landlord) in any Lease or any portion of Rents which are presently outstanding and have priority over the Assignment of Leases and Rents (the "Assignment of Leases and Rents"), dated the date of that tenant's leasehereof, given by Borrower to Lender and intended to be duly recorded; (iii) true and correct copies of the expiration Leases have been delivered by Borrower to Lender or made available to Lender and, to Borrower's knowledge, the Leases have not been further modified or amended, except as disclosed to Lender in writing on or prior to the date of that tenant's lease, hereof; (iv) the annual and monthly minimum rental charge, the tenantto Borrower's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases Lease is valid and subsisting and in full force and effect; (v) to Borrower's best knowledge, except as disclosed on the Rent Roll or in any tenant estoppels delivered to Lender in connection with the Loan (collectively, the "Tenant Estoppels"), neither Borrower nor, to Borrower's knowledge, any tenant under any Lease is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises default under any of the Leases hasmaterial terms, and shall not at Closing havecovenants or provisions of the Lease, prepaid and, except as disclosed to Lender in writing or in any rent Tenant Estoppels, Borrower knows of no event which, but for the passage of time or the giving of notice or both, would constitute an event of default under any Lease; (vi) to Borrower's best knowledge, except as expressly set forth in the Leases, the Tenant Estoppels or on the Rent Roll, there are no offsets or defenses to the payment of any portion of the Leases Rents; and (vii) to Borrower's best knowledge, except as disclosed on the Rent Roll or in any Tenant Estoppel, all Rents due and payable under each Lease have been paid in full and, except for estimated payments of operating expenses and taxes made by tenants in accordance with their Leases, no Rents have been paid more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenants.one

Appears in 2 contracts

Samples: Loan Agreement (Maguire Properties Inc), Loan Agreement (Maguire Properties Inc)

Leases. There To Borrower’s Actual Knowledge. the Properties are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in not subject to any portion of the Premises Leases other than the leases (the "Leases") listed on Leases described in Schedule 4.1.25 attached hereto and made a part hereof. Except as disclosed in the rent roll attached hereto and arrearages report for each Individual Property delivered to and approved by Lender, in the tenant estoppel letters delivered to Lender on or prior to the Closing Date, or in Schedule 4.1.25 annexed hereto, as Exhibit "D". Exhibit "D" identifies of the date hereof, (i) each tenant Mortgage Borrower is the sole owner of the Premises, entire lessor’s interest in the Leases; (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental chargeto Borrower’s Actual Knowledge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is are valid and subsisting enforceable and in full force and effect; (iii) to Borrower’s Actual Knowledge, all of the tenant Leases are arms-length agreements with bona fide, independent third parties; (iv) to Borrower’s Actual Knowledge, no party under any Lease is in actual possession default in the normal courseperformance of any of such party’s material obligations under such Lease beyond the expiration of any applicable grace or cure period; (v) to Borrower’s Actual Knowledge, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises Rents due under any of the Leases hashave been paid in full; (vi) to Borrower’s Actual Knowledge, Borrower has delivered or made available to Lender true and shall not at Closing have, prepaid any rent under any correct copies of all Major Leases including all amendments and modifications thereto; (vii) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated by Mortgage Borrower in favor of any party other than Mortgage Lender; (viii) none of the Rents have been collected by Mortgage Borrower or Manager for more than one (1) month in advance (except that a security deposit or prepayment of first month. Except ’s and last month’s rent shall not be deemed rent collected in advance); (ix) to Borrower’s Actual Knowledge, the premises demised under the Leases have been completed (other than with respect to tenant improvements that remain outstanding and for which Mortgage Lender has reserved funds under the Mortgage Loan Documents) and the tenants under the Leases have accepted the same and have taken possession of the same on a rent-paying basis; (x) no tenant under any of the Leases has asserted in writing to Borrower, Mortgage Borrower or Manager any offset or defense to the payment of any portion of the Rents; (xi) neither Borrower nor Mortgage Borrower has received written notice from any tenant challenging the validity or enforceability of any Lease; (xii) to Borrower’s Actual Knowledge, there are no agreements with the tenants under the Leases other than as otherwise expressly set forth on Exhibit "D"in each Lease; (xiii) to Borrower’s Actual Knowledge, the Leases are valid and enforceable against Mortgage Borrower and the tenants thereunder, subject to applicable bankruptcy, insolvency, reorganization and other laws affecting creditor’s rights generally, to moratorium laws from time to time in effect and to general principles of equity (regardless of whether such enforceability is considered in an action or proceeding in equity or at law); (xiv) to Borrower’s Actual Knowledge, no Lease contains an option to purchase, right of first refusal to purchase, or any other similar provision; (xv) to Borrower’s Actual Knowledge, no person or entity has any possessory interest in, or right to occupy, any Individual Property except under and pursuant to a Lease; (xvi) Borrower does not have Actual Knowledge of any currently effective unrecorded non-disturbance agreement in favor of any Tenant under a Major Lease that would be considered unacceptable to prudent institutional lenders; (xvii) all security deposits relating to the Leases reflected on the certified rent roll delivered to Lender by tenants have heretofore been returned Borrower are being held by Mortgage Borrower; and (xviii) to Borrower’s Actual Knowledge, no brokerage commissions or applied to charges against finders fees are due and payable regarding any Lease (other than those for which Mortgage Lender has reserved funds under the tenantsMortgage Loan Documents).

Appears in 2 contracts

Samples: Mezzanine a Loan Agreement (Archstone Smith Operating Trust), Mezzanine B Loan Agreement (Archstone Smith Operating Trust)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit "D"Schedule 3 (the “Rent Roll”) is, to Borrower’s knowledge, true, complete and correct and the Property is not subject to any Leases other than the Leases described in the Rent Roll. Exhibit "D" identifies To Borrower’s knowledge, except as set forth on the Rent Roll: (i) each tenant of the Premises, Lease is in full force and effect; (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant tenants under the LeaseLeases have accepted possession of and are in occupancy of all of their respective demised premises, (v) arrearages, if any, and whether have commenced the latest payment of rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral paid for any period more than thirty (30) days in advance; (iv) the existing mortgage upon rent payable under each Lease is the Premises which shall be satisfied at or before Closing. To the best amount of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents fixed rent set forth in Exhibit "D" are the actual rentsRent Roll, income and charges being collected there is no claim or basis for a claim by Seller the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as which remains outstanding, there are no defaults on the part of this date or shall be completed as of Closingthe landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s best knowledge, there is no present material default by the tenant under any Lease; (vii) all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except deposits under Leases are as set forth on Exhibit "D", no tenant the Rent Roll and are held consistent with Section 3.8 hereof; (viii) Borrower is the sole owner of the Premises entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of the Borrower and the applicable tenant thereunder and (x) no Person has any possessory interest in, or right to occupy, the Property except under any the terms of the Lease. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 2 contracts

Samples: Loan Agreement (Thomas Properties Group Inc), Loan Agreement (Thomas Properties Group Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion Schedule 3.9 sets forth a copy of the Premises other than the leases (the "Leases") listed on the most recent rent roll attached hereto for each Real Property (each, a “Rent Roll”), which Rent Roll, to such Seller’s Knowledge, is true and correct in all material respects as Exhibit "D"of the date of such Rent Roll. Exhibit "D" identifies Except as noted in the Rent Roll, (i) each tenant of all rent and other charges due under the PremisesLeases have been paid and there are no arrears or past due amounts due under the Leases, (ii) no rent or other charge under any Lease has been paid for more than thirty (30) days in advance of its due date, and (iii) except as may be noted on Schedule 3.9.1, no tenant under any Lease has been given any concession, rebate, allowance or free rent for any period after the date of that tenant's leaseClosing, (iii) the expiration date of that tenant's lease, and (iv) except as may be noted on Schedule 3.9.1, all construction obligations of Sellers have been fully satisfied. The Leases are in full force and effect and constitute the annual valid and monthly minimum rental chargebinding legal obligations of the respective tenants thereunder (the “Tenants”). No Seller has received any written notice of any dispute, termination or default from any Tenant under any of the tenant's share Leases, and, except as may be noted on the Rent Roll or in the lease files delivered or made available by Sellers to Buyers, no Seller has any Knowledge of building operating costs (1) any dispute or any existing and uncured material default, or any claim of default (or any right to set-offs, offsets or abatements of or against rent or any other charges currently payable under its Lease), by such Seller or by any Tenant under any of the Leases, or (2) any event that has occurred and is continuing which, with the giving of notice or passage of time, or both, would constitute or would reasonably be expected to constitute a material default under any Lease. True, correct and complete copies of the Leases (including, without limitation, taxesall amendments, modifications, supplements, restatements and guarantees thereof) and any and all costs, expenses and other charges payable have been made available by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options Sellers to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsBuyers.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Sila Realty Trust, Inc.), Purchase and Sale Agreement (Sila Realty Trust, Inc.)

Leases. There Borrower represents and warrants to Agent with respect to the Leases that, except as disclosed (x) in any Tenant estoppel certificate addressed and delivered to Agent and Lenders prior to the Closing Date, or (y) on Schedule 3.1.22 hereto: (a) the rent roll attached hereto as Schedule I is true, complete and correct in all material respects, the Property is not subject to any Leases other than the Leases described in Schedule I, and no Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases, (b)(i) the Leases identified on Schedule I are in full force and effect, (ii) to the best of Borrower’s knowledge, there are no defaults thereunder by the applicable Tenant, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute a default by a Tenant thereunder, (iii) to Borrower’s knowledge, there are no defaults thereunder by Borrower, as landlord, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute a default by Borrower, as landlord, thereunder, and (iv) to Borrower’s knowledge, no Tenant is subject to an action under any state or federal bankruptcy, insolvency, or similar laws or regulations, (c) the copies of the Leases delivered to Agent are true and complete in all material respects, and there are no oral agreements with respect thereto, (d) no Rent (other than security deposits) has been paid more than one (1) month in advance of its due date, (e) all work to be performed by Borrower under each Lease as of the date hereof has been performed as required and has been accepted by the applicable Tenant, (f) any payments, free rent, partial rent, rebate of rent or written leases other payments, credits, allowances or rights abatements required to be given by Borrower to any Tenant as of the date hereof has already been received by such Tenant, (g) all security deposits are being held in accordance with Legal Requirements, (h) all Tenants at the Property are paying full rent under their Leases, (i) no Tenant under any Lease (or any sublease) is an Affiliate of Borrower, (j) no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the Improvements of which the leased premises are a part, (k) except as previously disclosed in writing to Agent, each Tenant at the Property is in physical occupancy or grants or claims of the premises demised under its Lease and has not sublet any portion thereof to any Person, and (l) no Person other than the Borrower and the applicable Tenant have any right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller and Rents except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid rights and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated Liens granted to complete Agent pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsLoan Documents.

Appears in 2 contracts

Samples: Loan Agreement (Black Creek Diversified Property Fund Inc.), Loan Agreement (Black Creek Diversified Property Fund Inc.)

Leases. There are no oral or written leases or rights Borrower has delivered to the Agent true copies of occupancy or grants or claims the Leases and any amendments thereto relating to the Mortgaged Property. An accurate and complete Rent Roll as of right, title or interest the date of inclusion of the Mortgaged Property in the Collateral with respect to all Leases of any portion of the Premises Mortgaged Property has been provided to the Agent. The Leases previously delivered to Agent as described in the preceding sentence constitute as of the date thereof the sole agreements between Borrower or any predecessor of Borrower and the tenants relating to leasing or licensing of space at the Mortgaged Property and in the Building relating thereto. No tenant under any Lease is entitled to any free rent, partial rent, rebate of rent payments, credit, offset or deduction in rent, including, without limitation, lease support payments or lease buy-outs, except as reflected in such Leases or such Rent Roll. Except as set forth in Schedule 6.22, the Leases reflected therein are, as of the date hereof, in full force and effect in accordance with their respective terms, without any payment default or any other material default thereunder, nor are there any defenses, counterclaims, offsets, concessions or rebates available to any tenant thereunder, and except as reflected in Schedule 6.22, Borrower has not given or made, any notice of any payment or other material default, or any claim, which remains uncured or unsatisfied, with respect to any of the Leases, and to the best of the knowledge and belief of Borrower, there is no basis for any such claim or notice of default by any tenant. No property other than the leases (Mortgaged Property is necessary to comply with the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs requirements (including, without limitation, taxesparking requirements) and contained in any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenants.

Appears in 2 contracts

Samples: Credit Agreement (Dupont Fabros Technology, Inc.), Credit Agreement (Dupont Fabros Technology, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit Schedule 8 (the "DRENT ROLL". Exhibit "D" identifies (i) each tenant of is true, complete and correct and the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and Property is not subject to any and all costs, expenses and Leases other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of than the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawRent Roll. Except as set forth on Exhibit "D"the Rent Roll or tenant estoppel certificates delivered to Lender prior to the date hereof: (i) each Lease is in full force and effect; (ii) the tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than 30 days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) to Borrower's best knowledge, no tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the Premises landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower's best knowledge, there is no present material default by the tenant under any Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.8; (viii) Borrower is the sole owner of the entire lessor's interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of such Borrower and the applicable tenant thereunder; (x) to Borrower's best knowledge, no Person has any possessory interest in, or right to occupy, the Property except under the terms of the Lease; and (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 2 contracts

Samples: Loan Agreement (Behringer Harvard Reit I Inc), Loan Agreement (Behringer Harvard Reit I Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of rightTo Borrower’s Knowledge, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies Schedule 2 (ithe “Rent Roll”) each tenant of is true, complete and correct and the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and Property is not subject to any and all costs, expenses and Leases other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of than the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and Rent Roll or in the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated title report delivered to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawLender. Except as set forth on Exhibit "D"the Rent Roll or as otherwise disclosed to Lender in writing: To Borrower’s Knowledge, (i) each Lease is in full force and effect; (ii) the tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the Premises landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) there is no present material default by the tenant under any Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.8 of the Senior Loan Agreement; (viii) Owner is the sole owner of the entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of Owner and the applicable tenant thereunder; and (x) no Person has any possessory interest in, or right to occupy, the Property except under the terms of the Lease; and (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Senior Lender in accordance with the Senior Loan Documents, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 2 contracts

Samples: Mezzanine Loan Agreement (KBS Real Estate Investment Trust, Inc.), Mezzanine Loan Agreement (KBS Real Estate Investment Trust, Inc.)

Leases. There The rent rolls attached hereto as Schedule I are true, complete and correct and no oral or written leases or rights Property is subject to any Leases other than the Leases described in Schedule I. Borrowers are the owners and lessors of occupancy or grants or claims of right, title or landlord’s interest in the Leases. No Person has any possessory interest in any portion Property or right to occupy the same except under and pursuant to the provisions of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D"the rent rolls attached hereto as Schedule I: (i) the Leases are in full force and effect and there are no defaults thereunder by either party beyond any applicable notice or cure period, and there are no tenant conditions that, with the passage of time or the Premises under any giving of notice, or both, would constitute defaults thereunder, (ii) the copies of the Leases hasdelivered to Lender are true and complete, and shall not at Closing havethere are no oral agreements with respect thereto, prepaid any rent under any of the Leases for (iii) no Rent (excluding security deposits) has been paid more than one (1) month. Except month in advance of its due date, (iv) all work to be performed by any Borrower under any Lease has been performed as otherwise set forth on Exhibit "D"required and has been accepted by the applicable Tenant, (v) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by any Borrower to any Tenant has already been received by such Tenant, (vi) the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised Property and have commenced the payment of full, unabated rent under the Leases, (vii) Borrowers have delivered to Lender a true, correct and complete list of all security deposits made by Tenants at any Property which have not been applied (including accrued interest thereon), all of which are held by Borrowers in accordance with the terms of the applicable Lease and applicable Legal Requirements, (viii) each Tenant under a Major Lease is free from bankruptcy or reorganization proceedings, (ix) no Tenant under any Lease (or any sublease) is an Affiliate of any Borrower, (x) the Tenants under the Leases are open for business and paying full, unabated rent and no Tenant has requested to discontinue its business at its premises, (xi) there are no brokerage fees or commissions due and payable in connection with the leasing of space at any Property, and no such fees or commissions will become due and payable in the future in connection with the Leases, including by reason of any extension of such Lease or expansion of the space leased thereunder, (xii) no Tenant under any Lease has any right or option for additional space in the Improvements and (xiii) no Tenant has assigned its Lease or sublet all or any portion of the premises demised thereby, no security deposits by tenants have heretofore such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. There has been returned no prior sale, transfer or applied to charges against assignment, hypothecation or pledge of any Lease or of the tenantsRents received therein which is still in effect.

Appears in 2 contracts

Samples: Loan Agreement (Generation Income Properties, Inc.), Loan Agreement (Generation Income Properties, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit Schedule 3 (the "DRent Roll". Exhibit "D" identifies (i) each tenant of is true, complete and correct and the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and Property is not subject to any and all costs, expenses and Leases other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of than the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawRent Roll. Except as set forth on Exhibit "D"the Rent Roll: (i) each Lease is in full force and effect; (ii) the tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord O under any Lease which remains outstanding, there are no defaults on the part of the landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower's best knowledge, there is no present material default by the tenant under any Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.8 hereof; (viii) Borrower is the sole owner of the entire lessor's interest in each Lease; (ix) to the best of Borrower's knowledge, each Lease is the valid, binding and enforceable obligation of Borrower and the applicable tenant thereunder; (x) no Person has any possessory interest in, or right to occupy, the Property except under the terms of the Lease; (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement; (xii) all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable tenant under such Lease; (xiii) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any tenant under any Lease has already been received by such tenant; (xiv) no tenant under any Lease (or any sublease) is an Affiliate of Borrower; (xv) all tenants under the Leases are open for business and paying full, unabated rent; (xvi) there are no brokerage fees or commissions due and payable in connection with the leasing of space at the Property, and no such fees or commissions will become due and payable in the future in connection with the Leases, including by reason of any extension of such Lease or expansion of the space leased thereunder; (xvii) no tenant under any Lease has assigned its Lease or sublet all or any portion of the premises demised thereby, no such tenant of the Premises holds its leased premises under assignment or sublease, nor does anyone except such tenant and its employees occupy such leased premises; (xviii) no tenant under any Lease has any right or option for additional space in the Improvements; and (xix) each tenant under a Material Lease is free from bankruptcy or reorganization proceedings. The copies of the Leases hasdelivered to Lender are true and complete, and shall not at Closing have, prepaid any rent under any there are no oral agreements with respect thereto. None of the Leases for more than one (1) monthcontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Except as otherwise set forth on Exhibit "D"Neither the Leases nor the Rents have been assigned or pledged except to Lender, and no security deposits by other Person has any interest therein except the tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 2 contracts

Samples: Loan Agreement (Medalist Diversified REIT, Inc.), Loan Agreement (Medalist Diversified REIT, Inc.)

Leases. There are no oral or written leases or rights (a) Borrower represents and warrants to Lender that Borrower has delivered to Lender true, correct and complete copies of occupancy or grants or claims of right, title or interest in all Leases (together with any portion of the Premises other than the leases (the "Leases"and all amendments and modifications thereto) listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies and that (i) each tenant Borrower is the sole owner of the Premises, entire lessor’s interest in the Leases; (ii) the date of that tenant's leaseLeases are valid, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, binding on each of the Leases is valid and subsisting parties thereto, enforceable and in full force and effecteffect and have not been altered, the tenant is modified or amended in actual possession any manner whatsoever except as disclosed to Lender in the normal courserent roll attached to the Closing Certificate dated as of the date hereof executed and delivered by Borrower to Lender prior to or simultaneously with its execution and delivery to Lender of this Mortgage (the “Rent Roll”); (iii) there are no side letters or other arrangements, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant whether or not constituting an amendment to any Lease has Lease, for any tenant inducements such as rebates or reductions in the rental provided for in any of said Leases; (iv) neither the Leases nor the Rents reserved in the Leases have been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law assigned or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant pledged or hypothecated; (v) none of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases Rents have been collected for more than one (1) month. Except month in advance; (vi) the execution and delivery of this Mortgage and of the Assignment of Leases and Rents (as otherwise set forth such term is hereinafter defined) will not constitute an event of default under any of the Leases; (vii) the premises demised under the Leases have been completed and the tenants under the Leases have accepted the same and have taken possession of the same on Exhibit "D"a rent-paying basis except as explicitly identified on the Rent Roll; (viii) no tenant under any of the Leases is delinquent in the payment of rent or is in default under any material provision of its Lease except as shown on the Rent Roll; (ix) there exist no offsets or defenses to the payment of any portion of the Rents, and all of the obligations of the landlord pursuant to the Leases have been fully performed; (x) no security deposits by Lease contains any option to purchase or right of first offer or refusal or other right to purchase or acquire any portion of the Property or any ownership interest therein; (xi) except as disclosed in the Rent Roll no Lease contains any option, right of first offer or refusal, or other right to expand or reduce the premises demised thereunder, or to terminate the Lease or vacate the Property prior to the expiration of the term of such Lease (other than due to an event of condemnation or casualty) or any other similar provisions which adversely affect the Property or which might adversely affect the rights of Lender; and (xii) all tenants under the Leases are occupying their respective leased premises and are open for business as of the date hereof, and none of such tenants have heretofore been returned or applied given Borrower any notice of intention to charges against vacate the tenantsleased premises prior to the expiration of their respective Lease terms.

Appears in 2 contracts

Samples: And Security Agreement (Infousa Inc), Trust and Security Agreement (Infousa Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest Except as disclosed in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies for the Property delivered to and approved by Lender, (ia) each tenant Borrower is the sole owner of the Premises, entire lessor's interest in the Leases; (iib) the date of that tenant's lease, Leases are valid and enforceable; (iiic) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any current terms of the Leases has including all effective alterations, modifications and amendments to the Leases are reflected in the certified rent roll delivered to and approved by Lender; (d) none of the Rents reserved in the Leases have been assigned, pledged, hypothecated assigned or otherwise encumbered by Seller pledged or hypothecated (except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each to Lender); (e) none of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being Rents have been collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise month in advance (except a security deposit shall not be deemed rent collected in advance); (f) the premises demised under the Leases have been completed and the tenants under the Leases have accepted the same and have taken possession of the same on a rent-paying basis; (g) there exist no offsets or defenses to the payment of any portion of the Rents; (h) Borrower has received no notice from any tenant challenging the validity or enforceability of any Lease; (i) there are no agreements with the tenants under the Leases other than expressly set forth on Exhibit "D"in each Lease; (j) the Leases are valid and enforceable against Borrower and the tenants set forth therein; (k) no Lease contains an option to purchase, right of first refusal to purchase, or any other similar provision; (l) no security deposits by tenants have heretofore been returned person or applied entity has any possessory interest in, or right to charges against occupy, the tenantsProperty except under and pursuant to a Lease; (m) each Lease (other than a Residential Lease, as defined in the Assignment of Leases and Rents of even date herewith) is subordinate to this Security Instrument, either pursuant to its terms or a recorded subordination agreement; (n) no Lease has the benefit of a non-disturbance agreement that would be considered unacceptable to prudent institutional lenders; and (o) no brokerage commissions or finders fees are due and payable regarding any Lease.

Appears in 2 contracts

Samples: Glimcher Realty Trust, Glimcher Realty Trust

Leases. There are no oral or written leases or rights of occupancy or grants or claims of rightExcept as previously disclosed in writing to Lender, title or interest whether in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies for the Property delivered to and approved by Lender or otherwise, (ia) each tenant Borrower is the sole owner of the Premises, entire lessor's interest in the Leases; (iib) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is are valid and subsisting enforceable and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and ; (c) all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases hasare arms-length agreements with bona fide, and shall not at Closing have, prepaid any rent independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full; (f) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (h) none of the Rents have been collected for more than one (1) month. Except as otherwise month in advance (except a security deposit shall not be deemed rent collected in advance); (i) the premises demised under the Leases have been completed and the tenants under the Leases have accepted the same and have taken possession of the same on a rent-paying basis; (j) there exist no offsets or defenses to the payment of any portion of the Rents; (k) Borrower has received no notice from any tenant challenging the validity or enforceability of any Lease; (l) there are no agreements with the tenants under the Leases other than expressly set forth on Exhibit "D"in each Lease; (m) the Leases are valid and enforceable against Borrower and the tenants set forth therein; (n) no Lease contains an option to purchase, right of first refusal to purchase, or any other similar provision; (o) no person or entity has any possessory interest in, or right to occupy, the Property except under and pursuant to a Lease; (p) each Lease is subordinate to this Security Instrument, either pursuant to its terms or a recordable subordination agreement; (q) no Lease has the benefit of a non-disturbance agreement that would be considered unacceptable to prudent institutional lenders, (r) all security deposits relating to the Leases reflected on the certified rent roll or other certification delivered to Lender have been collected by tenants have heretofore been returned Borrower; and (s) no brokerage commissions or applied to charges against the tenantsfinders fees are due and payable regarding any Lease.

Appears in 2 contracts

Samples: Security Agreement (Associated Estates Realty Corp), Aerc Muirwood (Associated Estates Realty Corp)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit "D". Exhibit "D" identifies Schedule II (ithe “Rent Roll”) each tenant is true, complete and correct in all material respects as of the Premises, (ii) date hereof and the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and Property is not subject to any and all costs, expenses and Leases other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of than the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawRent Roll. Except as set forth on Exhibit "D"(x) the Rent Roll, or (y) the tenant estoppels, accounts receivable schedule, “dark space” summary reports, subtenant summary reports, or security deposit reports actually delivered to Lender in writing by Borrower prior to the Closing Date: (a) each Lease is in full force and effect; (b) the Tenants under the Leases have accepted possession of and are in occupancy (and have not exercised any right of “going dark” under the applicable Lease) of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no tenant offsets, claims or defenses to the enforcement thereof; (c) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than 30 days in advance; (d) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the Tenant thereunder for an adjustment to the rent; (e) no Tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the Premises landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (f) to Borrower’s knowledge, there is no present material default by the Tenant under any Lease; (g) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 5.1.21; (h) Borrower is the sole owner of the entire lessor’s interest in each Lease; (i) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder; (j) no Person has any possessory interest in, or right to occupy, the Property except under the terms of the Lease; and (k) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsTenants thereunder.

Appears in 2 contracts

Samples: Loan Agreement (Thomas Properties Group Inc), Loan Agreement (Thomas Properties Group Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of rightBorrower has delivered to Lender a true, title or interest in any portion of correct and complete rent roll for the Premises other than the leases Property (the "Leases") listed “Rent Roll”), which includes all Leases affecting the Property. Except as set forth on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies Rent Roll: (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's Borrower’s knowledge, each of the Leases Lease is valid and subsisting and in full force and effect, (ii) the tenant is tenants under the Leases have accepted possession of and are in actual possession in occupancy of all of their respective demised premises, have commenced the normal coursepayment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof, (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than 30 days in advance, (iv) the rent payable under each Lease is the amount of fixed rent set forth in Exhibit "D" are the actual rentsRent Roll, income and charges being collected there is no claim or basis for a claim by Seller the tenant thereunder for an adjustment to the rent, (v) no tenant has made any claim against the landlord under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as which remains outstanding, to the best of this date or shall be completed as Borrower’s knowledge, there are no defaults on the part of Closingthe landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default, (vi) to Borrower’s best knowledge, there is no present material default by the tenant under any Lease, (vii) all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except deposits under Leases are as set forth on Exhibit "D"the Rent Roll, no tenant (viii) Borrower is the sole owner of the Premises entire lessor’s interest in each Lease, (ix) each Lease is the valid, binding and enforceable obligation of the Borrower and, to the best of Borrower’s knowledge, the applicable tenant thereunder, (x) no Person has any possessory interest in, or right to occupy, the Property except under any the terms of the Lease, and (xi) to the best of Borrower’s knowledge, each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 2 contracts

Samples: Loan Agreement (Lodging Fund REIT III, Inc.), Loan Agreement (Lodging Fund REIT III, Inc.)

Leases. There are no oral Borrower will comply with the terms and conditions of, and deliver leased premises at the time and in the condition required by any Lender-approved lease. Borrower will not enter into, amend or written renew any leases or rights other occupancy agreements affecting the Property without Lender’s prior written consent, but shall be permitted to make amendments, modifications or accept prepayments to the extent that they affect, in the aggregate, no more than two percent (2.0%) of occupancy or grants or claims the value of right, title or the Lender’s interest in any portion the leases on the Property (however, notwithstanding the above, it is understood that Borrower may make non-material changes to the standard residential lease form (to be approved by Lender for each Project) without the consent of Lender). Lender’s consent may be conditioned upon receipt of such documents and agreements as Lender may. require. Notwithstanding the above, or anything else herein to the contrary, during the term of the Premises other Loan, Borrower may lease apartment units within each Project without Lender’s prior written consent, subject to the following requirements as determined by Lender: All leases of apartment units within the Project must (a) be on a standard residential lease form (to be approved by Lender for each Project), (b) be for a minimum of 12 months in term, (c) include a parental guarantee for not less than 95% of the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) for each tenant of the PremisesProject, (iid) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearageshave an upfront lease deposit in an amount, if any, and whether the latest rent due has been paidto be determined for each Project, (vi) the amount of prepaid rentfrom time to time, if anyby Borrower, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (xe) any outstanding written notices of defaults of any kind or nature whatsoeverbe for an average monthly rental rate approved by Lender (the “Leases”). Seller has Notwithstanding the sole right foregoing, up to collect rents under the Leases, and neither such right nor any 25% of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral in a Project may be for a shorter term (not less than 9 months) if the existing mortgage upon the Premises which shall total rents to be satisfied received are at or before Closing. To the best of Seller's knowledge, each least 95% of the Leases is valid total rents that would be received under a comparable 12-month lease. Borrower shall provide to Lender quarterly lease financial status reports (which include detailed information regarding rents and subsisting and in full force and effectother income, as well as expenses, associated with the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as rental of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsapartment units).

Appears in 2 contracts

Samples: Construction Loan Agreement (Campus Crest Communities, Inc.), Construction Loan Agreement (Campus Crest Communities, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit "D"Schedule 3 (the “Rent Roll”) is, to Borrower’s knowledge, true, complete and correct in all material respects and the Property is not subject to any Leases other than the Leases described in the Rent Roll. Exhibit "D" identifies To Borrower’s knowledge, except as set forth on the Rent Roll: (i) each tenant of the Premises, Lease is in full force and effect; (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant tenants under the LeaseLeases have accepted possession of and are in occupancy of all of their respective demised premises, (v) arrearages, if any, and whether have commenced the latest payment of rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral paid for any period more than thirty (30) days in advance; (iv) the existing mortgage upon rent payable under each Lease is the Premises which shall be satisfied at or before Closing. To the best amount of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents fixed rent set forth in Exhibit "D" are the actual rentsRent Roll, income and charges being collected there is no claim or basis for a claim by Seller the tenant thereunder for an adjustment to the rent; (v) to Borrower’s knowledge, no tenant has made any claim against the landlord under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as which remains outstanding, there are no defaults on the part of this date or shall be completed as of Closingthe landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s best knowledge, there is no present material default by the tenant under any Lease; (vii) all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except deposits under Leases are as set forth on Exhibit "D", no tenant the Rent Roll and are held consistent with Section 3.8 hereof; (viii) Borrower is the sole owner of the Premises entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of the Borrower and the applicable tenant thereunder and (x) no Person has any possessory interest in, or right to occupy, the Property except under any the terms of the Lease. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 2 contracts

Samples: Loan Agreement (Thomas Properties Group Inc), Loan Agreement (Thomas Properties Group Inc)

Leases. There are no oral Exhibit B contains a complete list of the Leases, including all amendments, guarantees thereof and security deposits, if in the form of a financial instrument (e.g. letter of credit) which, together with the Land Lease and the Building Lease constitute the only material Third Party Leases, or license or other written agreement for the use or occupancy of the Property to which Seller is a party and which will be binding on Purchaser following Closing, except to the extent of any terminations or modifications of the Leases entered into or occurring after the date hereof and except for any new leases or rights agreements entered into after the date hereof (all of occupancy or grants or claims of rightwhich must be consented to in writing by the Purchaser). Attached hereto as Exhibit B is a rent roll in regard to the Leases (the “Rent Roll”). Additionally, title or interest in any portion as of the Premises other than date hereof, in regard to the leases Leases, Seller represents that (i) neither Seller, nor to the "best of Seller’s knowledge, any tenant is in default under any of the Leases"; (ii) listed all payments of rent are current unless otherwise noted as set forth on the rent roll statements attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, C; (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest tenants have not paid rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except month in advance; (iv) to the best of Seller’s knowledge, the Leases are in full force and effect; (v) to the best of Seller’s knowledge, Seller, has to date discharged all of its material obligations pursuant to the Leases and has not undertaken any construction obligation with respect to the Property, other than as otherwise contained in the Leases, which will be binding upon Purchaser; (vi) Seller has no obligation to make any payment to the tenants pursuant to the Leases or any other agreement (except non-delinquent customary reconciliations as required pursuant to the Lease not yet due and payable); (vii) to the best of Seller’s knowledge the tenants have no offsets, or right to make deduction against rent and/or additional rent other than as set forth in the Leases or by law; (viii) the tenants do not have any option, right of first offer, right of first refusal or any other agreement to acquire the Property or any interest therein or any interest in Seller, except as may be set forth in the Leases; (ix) Seller has either delivered or made available to Purchaser or its representatives, Seller’s files containing correspondence from the tenants in Seller’s possession, custody or control, (x) there are no subleases entered into by third-party tenants presently encumbering the Property to which Seller has consented or of which Seller has received written notice from the tenants, except as set forth on Exhibit "D"B, (xi) there are no security deposits unpaid outstanding leasing commissions currently due by Seller with respect to the Leases, (xii) all tenant improvement allowances, if any, payable by Seller with respect to the Leases have been paid to the tenants have heretofore and (xiii) all tenant improvement work required under the Leases to be performed by Seller to date, if any, has been returned or applied performed. As of the date hereof, copies of the Leases delivered to charges against Purchaser by Seller are true and complete copies of such Leases. As of the tenantsdate hereof, the information on the Rent Roll is true and correct in all material respects.

Appears in 2 contracts

Samples: Agreement of Sale (Cb Richard Ellis Realty Trust), Agreement of Sale (Cb Richard Ellis Realty Trust)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of rightTo Borrower’s Knowledge, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies Schedule 2 (ithe “Rent Roll”) each tenant of is true, complete and correct and the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and Property is not subject to any and all costs, expenses and Leases other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of than the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and Rent Roll or in the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated title report delivered to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawLender. Except as set forth on Exhibit "D"the Rent Roll or as otherwise disclosed to Lender in writing: To Borrower’s Knowledge, (i) each Lease is in full force and effect; (ii) the tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the Premises landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) there is no present material default by the tenant under any Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.8 of the Senior Loan Agreement; (viii) Owner is the sole owner of the entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of Owner and the applicable tenant thereunder; (x) no Person has any possessory interest in, or right to occupy, the Property except under the terms of the Lease; and (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Senior Lender in accordance with the Senior Loan Documents, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 2 contracts

Samples: Mezzanine Loan Agreement (KBS Real Estate Investment Trust, Inc.), Mezzanine Loan Agreement (KBS Real Estate Investment Trust, Inc.)

Leases. There (a) The Properties are no oral or written leases or rights not subject to any Leases other than the Leases described in Schedule 4.1.26(A) attached hereto and made a part hereof. Mortgage Borrower is the owner and lessor of occupancy or grants or claims of right, title or landlord’s interest in the Leases. No Person has any possessory interest in any portion Individual Property or right to occupy the same except under and pursuant to the provisions of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D"Schedule 4.1.26(B) hereof, the current Leases are in full force and effect and, there are no defaults by Mortgage Borrower or, to the best of Pledgor’s knowledge, any tenant under any Lease, and, to the best of Pledgor’s knowledge, there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults under any Lease. No Rent has been paid more than one (1) month in advance of its due date. There are no offsets or defenses to the payment of any portion of the Rents. Except as otherwise set forth on Schedule 4.1.26(B) hereof, all work to be performed by Mortgage Borrower under each Lease has been performed as required and has been accepted by the applicable tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Mortgage Borrower to any tenant has already been received by such tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is still in effect. Except as described on Schedule 4.1.26, no security deposits tenant under any Lease has sublet all or any portion of the premises demised thereby, no such tenant holds its leased premises under sublease, nor does anyone except such tenant and its employees occupy such leased premises. Except as otherwise set forth on Schedule 4.1.26(B) hereof, no tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. Except as otherwise set forth on Schedule 4.1.26(B) hereof, no tenant under any Lease has any right or option for additional space in the Improvements. Except as set forth in the Environmental Reports, no Hazardous Materials have been disposed, stored or treated by tenants any tenant under any Lease on or about the leased premises nor does Pledgor have heretofore been returned any knowledge of any tenant’s intention to use its leased premises for any activity which, directly or applied indirectly, involves the use, generation, treatment, storage, disposal or transportation of any Hazardous Materials, except those that are both (i) in compliance with current Environmental Laws and with permits issued pursuant thereto (if such permits are required), and (ii) either (A) in amounts not in excess of that necessary to charges against operate, clean, repair and maintain the tenantsapplicable Individual Property or each tenant’s respective business at such Individual Property as set forth in their respective Leases, (B) held by a tenant for sale to the public in its ordinary course of business, or (C) fully disclosed to and approved by Lender in writing pursuant to the Environmental Reports.

Appears in 2 contracts

Samples: Mezzanine a Loan Agreement (KBS Real Estate Investment Trust, Inc.), Mezzanine a Loan Agreement (KBS Real Estate Investment Trust, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in No Property is subject to any portion of the Premises Leases other than the leases (Lease, dated November 1, 2001 between Fee Borrower, as landlord, and Xxxxxxx'x Restaurant, Inc. D/B/A The Captain's Table, as tenant, at the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the PremisesSolomons, (ii) the date of that tenant's leaseMaryland Property, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, dated September 13, 2001, between Fee Borrower (v) arrearagessuccessor in interest to Xxxxxxxx Hospitality Limited Partnership), if anyas landlord, and whether Xxxxx and Xxxxx Xxxxxxxx, d/b/a Prime Thyme @ Comfort Inn, at the latest rent due has been paidMorgantown, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawWest Virginia Property. Except as set forth on Exhibit "D"the Rent Roll: (i) each Lease is in full force and effect; (ii) the tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than 30 days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the Premises landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrowers' best knowledge, there is no present material default by the tenant under any Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.9; (viii) the applicable Borrower is the sole owner of the entire lessor's interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of such Borrower and the applicable tenant thereunder; (x) no Person has any possessory interest in, or right to occupy, any Property except under the terms of the Lease; and (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase any Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 1 contract

Samples: Loan Agreement (Humphrey Hospitality Trust Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed The Leases described on the rent roll attached hereto as Rent Roll in Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and F comprise all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assignedpresently existing and, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the to Seller’s best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any ; no Lease has been completed as of this date modified or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except supplemented except (if at all) as set forth on Exhibit "D"F; no rent has been paid more than one month in advance by any tenant, and, to Seller’s best knowledge, no tenant is entitled to any defense, credit, allowance or offset against rental; to Seller’s best knowledge, the information set forth in Exhibit F is true, correct, and complete. To Seller’s knowledge, there is no default of the Premises either landlord or tenant under any of the Leases hasLeases, and shall not at Closing haveno state of facts which with notice and/or the passage of time would ripen into a default, prepaid any rent under any of the Leases for more than one (1) month. Except except as otherwise set forth on Exhibit "D"F. There are no persons or entities entitled to possession of the Property other than those listed on Exhibit F. No work or installations is required of Seller except as specified (if at all) in the Leases, and in any case Seller has fully completed all improvements specified in any Lease to be the responsibility of the landlord and has paid all tenant improvement costs. There are no security deposits leasing commissions due from Seller nor will any become due in connection with any Lease or the renewal thereof, and no understanding or agreement exists in regard to payment of any leasing commissions from Seller or fees for future Leases. Seller has not granted to any tenant under a Lease or any other person an option, right of first refusal, or any other right to purchase the Property. In the event any such option, right of first refusal or any other right to purchase does exist, in writing, on the date hereof, Seller shall deliver to Purchaser a written and recordable instrument signed by tenants have heretofore been returned the holder thereof, irrevocably and unconditionally waiving, cancelling, terminating and annulling any such option, right of first refusal or applied to charges against the tenantsother right.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Morgans Hotel Group Co.)

Leases. There are no oral or written As of April 30, 1998, the Property was not subject to any Leases other than the Leases described in the lease rent rolls delivered to Lender; however, Borrower may have entered into additional leases or rights after April 30, 1998, which leases conform to the standard forms of occupancy or grants or claims of right, title or leases delivered to Lender. No person has any possessory interest in any portion of the Premises other than Property or right to occupy the leases (same except under and pursuant to the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant provisions of the Premises, (ii) the date of that tenantLeases. To Borrower's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental chargebest knowledge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the current Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and are in full force and effecteffect and there are no defaults thereunder by either party and there are no conditions that, with the tenant is in actual possession in passage of time or the normal coursegiving of notice, and the rents set forth in Exhibit "D" are the actual rentsor both, income and charges being collected by Seller under the Leaseswould constitute defaults thereunder. Any tenant improvements which Seller is obligated to complete pursuant to any Lease No Rent (including security deposits) has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month in advance of its due date (except for Individual Property located in the State of Massachusetts, in which case the pertinent Borrower has obtained the last month's rent in lieu of security deposits). Except All work to be performed by Borrower under each Lease has been performed as otherwise set forth on Exhibit "D"required and has been accepted by the applicable tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any tenant has already been received by such tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein. To Borrower's best knowledge, no security deposits tenant listed on Schedule IV has assigned its Lease or sublet all or any portion of the premises demised thereby, no such tenant holds its leased premises under assignment or sublease, nor does anyone except such tenant and its employees occupy such leased premises. No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. To Borrower's best knowledge, no hazardous wastes or toxic substances, as defined by tenants applicable federal, state or local statutes, rules and regulations, have heretofore been returned disposed, stored or applied treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant's intention to charges against use its leased premises for any activity which, directly or indirectly, involves the tenantsuse, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste.

Appears in 1 contract

Samples: Loan Agreement (Grove Property Trust)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit Schedule 7 (the "DRent Roll". Exhibit "D" identifies (i) each tenant of the Premisesis true, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual complete and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) correct and no Property is subject to any and all costs, expenses and Leases other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of than the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawRent Roll. Except as set forth on Exhibit "D"the Rent Roll: (a) each Lease is in full force and effect; (b) the tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof; (c) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (d) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (e) no tenant has made any claim against the landlord under any Lease which remains outstanding, and to Borrowers' knowledge there are no defaults on the part of the landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (f) to Borrowers' actual knowledge, there is no present material default by the tenant under any Lease; (g) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.9 hereof; (h) the applicable Borrower is the sole owner of the entire lessor's interest in each Lease; (i) each Lease is the valid, binding and enforceable obligation of such Borrower and the applicable tenant thereunder; (j) no Person has any possessory interest in, or right to occupy, any Property except under the terms of the Leases; (k) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement; (l) all work to be performed by the applicable Borrower under each Lease has been performed as required and has been accepted by the applicable tenant under such Lease; (m) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by any Borrower to any tenant under any Lease has already been received by such tenant; (n) no tenant under any Lease (or any sublease) is an Affiliate of any Borrower; (o) all tenants under the Leases are open for business and paying full, unabated rent; (p) there are no brokerage fees or commissions due and payable in connection with the leasing of space at any Property, and no such fees or commissions will become due and payable in the future in connection with the Leases, including by reason of any extension of such Lease or expansion of the space leased thereunder; (q) no tenant under any Lease has assigned its Lease or sublet all or any portion of the premises demised thereby, no such tenant of the Premises holds its leased premises under assignment or sublease, nor does anyone except such tenant and its employees occupy such leased premises; (r) no tenant under any Lease has any right or option for additional space in the Improvements; and (s) each tenant is free from bankruptcy or reorganization proceedings. The copies of the Leases hasdelivered to Lender are true, complete and accurate in all respects, and shall not at Closing have, prepaid any rent under any there are no oral agreements with respect thereto. None of the Leases for more than one (1) monthcontains any option to purchase or right of first refusal to purchase any Property or any part thereof. Except as otherwise set forth on Exhibit "D"Neither the Leases nor the Rents have been assigned or pledged except to Lender or except to any prior unaffiliated lender in connection with any prior loan that has been repaid in full and the obligations under which have been fully and finally extinguished, and no security deposits by other Person has any interest therein except the tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 1 contract

Samples: Loan Agreement (Parking REIT, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge: Seller is not in default under any Tenant Lease, nor is there in existence any condition or fact which with notice or lapse of time, or both, would constitute a default thereunder; Seller (or its management company) is in possession of all tenant security deposits in the amounts set forth in the Tenant Leases; no such tenants shall be entitled to any rebates, revenue participations, rent concessions, rent limitations or free rent or renewal options, except as provided in the Tenant Leases; no express written commitments have been made to any tenant for repairs or improvements, by Seller, as landlord, which remain to be completed or paid for in full (except as provided in Section 7.3 as to Suite 303); the Tenant Leases constitute the entire agreement between the landlord and tenant thereunder, and there are no side letters or other agreements between the Landlord and each of the tenants; all Tenant Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as result of this date or shall be completed as bona fide arm's-length negotiations with persons who are not affiliates of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", ; no tenant of the Premises rents due under any of the said Tenant Leases hashave been assigned, and shall not hypothecated or encumbered (excepting therefrom any such hypothecations or encumbrances being removed at Closing have, prepaid any rent Closing); no rents under any Tenant Leases have been prepaid in advance of the then current month which are not the subject of a credit under Section 8.5; and there are no fees or commissions payable to any third person or entity in regard to the subject property or any of said Tenant Leases (including any commissions payable upon the exercise of any renewal option under the Tenant Leases); no tenant under any Tenant Lease has received any financing, or commitment to extend financing, from Seller in respect of any tenant improvements or for more than one any other purposes (1) month. Except except as otherwise set forth on Exhibit "D"provided in Section 7.3 as to Suite 303); and Seller will not, no security deposits by tenants have heretofore been returned hereafter and prior to the Closing Date, modify any Tenant Lease, accept any termination or applied to charges against surrender of any Tenant Lease or enter into any agreement extending the tenants.term of any Tenant Lease, without the prior written consent of Purchaser;

Appears in 1 contract

Samples: Agreement for Purchase and Sale (Universal Health Realty Income Trust)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit "D"Schedule 3 (the “Rent Roll”) is, to Borrower’s knowledge, true, complete and correct and the Property is not subject to any Leases other than the Leases described in the Rent Roll. Exhibit "D" identifies To Borrower’s knowledge, except as set forth on the Rent Roll: (i) each tenant of the Premises, Lease is in full force and effect; (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant tenants under the LeaseLeases have accepted possession of and are in occupancy of all of their respective demised premises, (v) arrearages, if any, and whether have commenced the latest payment of rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral paid for any period more than thirty (30) days in advance; (iv) the existing mortgage upon rent payable under each Lease is the Premises which shall be satisfied at or before Closing. To the best amount of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents fixed rent set forth in Exhibit "D" are the actual rentsRent Roll, income and charges being collected there is no claim or basis for a claim by Seller the tenant thereunder for an adjustment to the rent; (v) to Borrower’s knowledge, no tenant has made any claim against the landlord under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as which remains outstanding, there are no defaults on the part of this date or shall be completed as of Closingthe landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s best knowledge, there is no present material default by the tenant under any Lease; (vii) all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except deposits under Leases are as set forth on Exhibit "D", no tenant the Rent Roll and are held consistent with Section 3.8 hereof; (viii) Borrower is the sole owner of the Premises entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of the Borrower and the applicable tenant thereunder and (x) no Person has any possessory interest in, or right to occupy, the Property except under any the terms of the Lease. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 1 contract

Samples: Loan Agreement (Thomas Properties Group Inc)

Leases. There are no oral or written leases or rights Borrower is the owner and lessor of occupancy or grants or claims of right, title or landlord's interest in each Lease. Except to the extent disclosed on Exhibit 4.23, no Person has any portion possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of each Lease. There has been no prior sale, transfer or assignment, hypothecation or pledge of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant Lease or of the Premises, (ii) the date rents received therein. Borrower has delivered to Lender a true and complete copy of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the each Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases Each Lease is valid and subsisting and in full force and effecteffect and, subject to Exhibit 4.28, (a) there are no defaults thereunder by either party and there are no conditions that, with the tenant is in actual possession in passage of time or the normal coursegiving of notice, and the rents set forth in Exhibit "D" are the actual rentsor both, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease would constitute defaults thereunder; (b) no rent (including security deposits) has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except month in advance of its due date; (c) there are no offsets or defenses to the payment of any portion of the rents; (d) all work to be performed by Borrower under the Lease has been performed as otherwise required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant; (e) except to the extent disclosed on Exhibit 4.23, the Tenant under each Lease has not assigned its Lease or sublet all or any portion of the premises demised thereby, no Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises; (f) except to the extent expressly set forth on Exhibit "D"in the Lease, no security deposits Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part; (g) no Tenant under any Lease has any right or option for additional space in the Improvements; (h) the term of each Lease has commenced; (i) payment of base, fixed or minimum rent under each Lease has commenced; and (j) (i) no Hazardous Materials have been disposed, stored or treated by tenants any Tenant under any Lease on or about the leased premises in excess of De Minimis Amounts or otherwise in violation of any Environmental Law, (ii) nor does Borrower have heretofore been returned any knowledge of any Tenant's intention to use its leased premises for any activity which, directly or applied to charges against indirectly, involves the tenantsuse, generation, treatment, storage, disposal or transportation of any Hazardous Materials in violation of Environmental Law or the Lease.

Appears in 1 contract

Samples: And Security Agreement (DT Acceptance Corp)

Leases. There are no oral or written leases or rights The rent roll, which is included as part of occupancy or grants or claims of rightSeller’s Deliveries, title or interest is true, correct and complete in any portion all material respects and sets forth a list of the Premises Leases and Tenants, including, but not limited to, the description, by agreement and document name and date, of each Lease, together with any amendments, assignments and other than documents with respect thereto. The rent roll includes an addendum describing, with respect to each Lease, the leases (amount of any Leasing Commissions owing, the "Leases") listed amount of any advance or prepaid rentals which have not accrued, any rental holidays which have not expired and other Tenant Inducement Costs granted to any Tenant which have not been fully utilized, if any. All of the information on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant roll, including the description of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental chargeleased premises, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses rent and other charges payable by Tenants, the tenant under the Lease, (v) arrearages, if any, terms and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extendand the Security Deposits, purchasealso is true, cancel correct and complete in all material respects. The Leases provided to Buyer pursuant to Section 4.1(a) hereof are true and correct copies thereof and such Leases have not been amended or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; modified except as otherwise disclosed by Seller to Buyer. Each Seller as respects the Property owned by it, is the “Landlord” or “Lessor” under the Leases and (x) any outstanding written notices of defaults of any kind or nature whatsoeverhas full power and authority to assign the same to Buyer. Seller has not received written notice of any uncured event of default with respect to the sole right to collect rents performance of any of its obligations under the Commercial Leases, and neither such right nor any . Each of the Commercial Leases is in full force and effect and there is no monetary or non-monetary default under any Commercial Lease by either the landlord or the tenant thereunder, nor, to the best of Seller’s knowledge, has been an event occurred which with the giving of notice or the passage of time or both would result in a default thereunder by either the landlord or the tenant thereunder. No valid claims or rights of offset exist with respect to the Leases. No Leasing Commissions, Tenant Inducement Costs or other amounts are now payable to any Person under any agreement or understanding in connection with any Lease or the renewal thereof, or any other options thereunder (provided, however, if a Commercial Lease is renewed a commission may be due), nor does there exist any commission, compensation or other amount which may become payable to any broker or other agent under any agreement or understanding in connection with any Lease or renewal thereof, or any options thereunder. Seller has not received written notice from any Tenants under a Commercial Lease indicating the intention of such Tenants to terminate its Commercial Lease or to limit, amend or alter its Commercial Lease or its use or occupancy. Seller has not previously assigned, pledged, transferred, hypothecated or otherwise encumbered conveyed the Leases or any interest therein. All of the work (including all tenant improvements) to be constructed and installed by each Seller except as additional collateral for in the existing mortgage upon leased premises located on the Premises which shall be satisfied at or before Closing. To portion of the best of Seller's knowledge, each of Property owned by such Seller and pursuant to the Leases is valid complete and subsisting fully paid for and/or will be complete and in full force and effect, fully paid for on or before the tenant is in actual possession in Closing or if not an appropriate credit will be given to Buyer at the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as time of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenants.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Excel Trust, Inc.)

Leases. There The Trust Property is not subject to any Leases other than the Leases described in the rent roll delivered to Lender in connection with this Deed of Trust, together with the schedules and the exhibits attached to such rent roll (collectively, the "RENT ROLL") and any existing subleases thereunder. No person has any possessory interest in the Trust Property or right to occupy the same except under and pursuant to the provisions of the Leases (and any existing subleases thereunder). As of the date hereof (i) the Borrower is the owner and holder of the landlord's interest under each Lease; (ii) there are no oral or written leases or rights prior assignments of occupancy or grants or claims of right, title or the landlord's interest in any Lease or any portion of Rents which are presently outstanding and have priority over the Premises other than the leases Assignment of Leases and Rents (the "LeasesASSIGNMENT OF LEASES AND RENTS") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises), (ii) dated the date of that tenant's leasehereof, given by Borrower to Lender and intended to be duly recorded; (iii) true and correct copies of the expiration Leases have been delivered by Borrower to Lender and the Leases have not been further modified or amended, except as disclosed to Lender in writing on or prior to the date of that tenant's lease, hereof; (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases Lease is valid and subsisting and in full force and effect; (v) except as disclosed on the Rent Roll or in any tenant estoppels delivered to Lender in connection with the Loans (collectively, the 'TENANT ESTOPPELS"), neither Borrower nor, to Borrower's knowledge, any tenant under any Lease is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises default under any of the Leases hasmaterial terms, and shall not at Closing havecovenants or provisions of the Lease, prepaid any rent and, except as disclosed to Lender in writing, Borrower knows of no event which, but for the passage of time or the giving of notice or both, would constitute an event of default under any Lease; (vi) except as expressly set forth in the Leases, the Tenant Estoppels or on the Rent Roll, there are no offsets or defenses to the payment of any portion of the Leases Rents; and (vii) except as disclosed on the Rent Roll or in any Tenant Estoppel, all Rents due and payable under each Lease have been paid in full and, except for estimated payments of operating expenses and taxes made by tenants in accordance with their Leases, no said Rents have been paid more than one (1) monthmonth in advance of the due dates thereof. Except as otherwise set forth on Exhibit For purposes of the preceding sentence, the term "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsLease" shall exclude subleases.

Appears in 1 contract

Samples: Waiver and Agreement (Maguire Properties Inc)

Leases. There are With respect to the Leases that: (a) the rent roll for each Property attached hereto as Schedule I is true, correct and complete and no oral or written leases or rights of occupancy or grants or claims of right, title or interest in Property is subject to any portion of the Premises Leases other than the leases Leases described in Schedule I; (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (iib) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and identified on Schedule I are in full force and effecteffect and there are no defaults thereunder by any party thereto and there are no conditions that, with the tenant is in actual possession in passage of time or the normal coursegiving of notice, and or both, would constitute defaults thereunder; (c) the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any copies of the Leases hasdelivered to Lender are true, correct and complete, and shall not at Closing have, prepaid any there are no oral agreements with respect thereto; (d) no rent under any of the Leases for Lease (including security or other deposits) has been paid more than one (1) month. Except month in advance of its due date; (e) all work to be performed by the landlord under each Lease has been performed as otherwise set forth on Exhibit "D"required and has been accepted by the applicable Tenant; (f) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the landlord to any Tenant has already been received by such Tenant; (g) all security or other deposits are being held in accordance with the applicable Leases and all applicable Legal Requirements; (h) neither Borrower nor Mortgage Borrower has knowledge of any notice of termination or default with respect to any Lease; (i) neither Borrower nor Mortgage Borrower has assigned or pledged any of the Leases, the rents or any interest therein except to Mortgage Lender; (j) no security deposits Tenant or other Person has an option, right of first refusal or offer or any other preferential right to purchase all or any portion of, or interest in, any Property; (k) no Tenant has any right or option for additional space in the Improvements; (l) no Tenant has assigned its Lease or sublet all or any portion of the premises demised thereby; (m) no Tenant has the right to terminate its Lease prior to the expiration of the stated term of such Lease; (n) no Hazardous Substances have been disposed, stored or treated by tenants have heretofore been returned any Tenant on, under or applied about the Property; (o) neither Borrower nor Mortgage Borrower has any knowledge of any Tenant’s intention to charges against use its leased premises for any activity which, directly or indirectly, involves the tenantsuse, generation, treatment, storage, disposal or transportation of any petroleum product or any other Hazardous Substances; and (p) all existing Leases are subordinate to the Security Instrument either pursuant to their terms or a recorded subordination agreement.

Appears in 1 contract

Samples: Mezzanine Loan Agreement (Plymouth Industrial REIT Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of rightAttached hereto as Schedule 4 is a true, title or interest in any portion of correct and complete rent roll for the Premises other than the leases Property (the "LeasesRENT ROLL") listed ), which includes all Leases affecting the Property. Each residential Lease for the Property has been entered into on the rent roll attached hereto Approved Residency Agreement. Except as Exhibit "D". Exhibit "D" identifies disclosed in the Rent Roll: (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases Lease is valid and subsisting and in full force and effect; (ii) there are no offsets, claims or defenses to the tenant enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance except for security deposits; (iv) the rent payable under each Lease is in actual possession in the normal course, and the rents amount of fixed rent set forth in Exhibit "D" the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under the Leases which remains outstanding, there are no material defaults on the actual rentspart of the landlord under any Lease, income and charges being collected no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a material default; (vi) to Manager's best knowledge, there is no present material default by Seller the tenant under any Lease; and (vii) Manager does not hold any other security deposits under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 1 contract

Samples: Loan Agreement (Brookdale Living Communities Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion With respect to the Leases: (a) the Rent Roll dated as of the Premises Closing Date is true, complete and correct and the Property is not subject to Leases other than the leases (the "Leases") listed Leases identified on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Leasesuch Rent Roll; (viiib) any options Borrower has delivered to renewLender complete and accurate copies of all Leases and no verbal or written agreements exist which terminate, extend, purchase, cancel modify or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under supplement the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, otherwise disclosed to Lender in writing and acknowledged by Lender; (c) each of the Leases Lease is valid and subsisting and in full force and effecteffect and there are no defaults thereunder by either party known to Borrower; (d) each Lease, by its terms, is subordinate to the tenant lien of the Security Instrument or the subject of a separate subordination non-disturbance and attornment agreement subordinating the Lease to the lien of the Security Instrument; (e) Borrower or Lessee is in actual possession the sole owner of the entire lessor’s interest in the normal courseLeases and has not assigned, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law pledged or otherwise applicable, interest which has accrued transferred the Rents reserved in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any Leases (except to Lender); (f) all of the Leases hasare bona fide, and shall not at Closing have, prepaid any rent arms-length agreements with tenants (except for Lessee under any the Operating Lease) unrelated to Borrower; (g) none of the Leases Rents have been collected for more than one (1) month. Except month in advance (and for such purpose, a security deposit shall not be deemed rent collected in advance); (h) all security deposits reflected on the Rent Roll have been collected and are being held by Borrower Lessee or Property Manager in the full amount reported on the Rent Roll; (i) except as otherwise set forth on Exhibit "D"L, all work to be performed by Borrower under each Lease has been performed as required and has been accepted unconditionally by the applicable tenant; (j) to the best of Borrower’s knowledge, no offsets or defenses exist in favor of any tenant to the payment of any portion of the Rents and Borrower has no monetary obligation to any tenant under any Lease other than the proper application or refund of any security deposits deposits; (k) all payments due from tenants under the Leases are current; (l) to Borrower’s knowledge no tenant under any Lease is in default thereunder, or is a debtor in any bankruptcy, reorganization, insolvency or similar proceeding, or has demonstrated, to Borrower’s knowledge, a history of payment problems which suggest financial difficulty; (m) no Lease contains an option to purchase, right of first refusal to purchase, or any other similar provision; and (n) no brokerage commissions, finders fees or similar payment obligations are due and unpaid by tenants have heretofore been returned Borrower or applied any Affiliate of Borrower regarding any Lease. No portion of the Property is licensed to charges against the tenantsor occupied by any Affiliate of Borrower other than Lessee.

Appears in 1 contract

Samples: Loan Agreement (CNL Hotels & Resorts, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of rightBorrower has delivered to Lender a true, title or interest in any portion of correct and complete rent roll for the Premises other than the leases Property (the "Leases") listed on “Rent Roll”), which includes all Leases affecting the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawProperty. Except as set forth on Exhibit "D"the Rent Roll: (i) each Lease is in full force and effect and all conditions precedent to each tenant’s obligations under the related Lease have been satisfied; (ii) the tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and, to the best of Borrower’s knowledge, except in connection with annual pass through reconciliations, there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any material claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s best knowledge, there is no present material default by the tenant under any Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.9; (viii) Borrower is the sole owner of the entire lessor’s interest in each Lease; (ix) intentionally deleted; (x) to the best of Borrower’s knowledge, no Person has any possessory interest in, or right to occupy, the Property except under the terms of the Lease; and (xi) each Lease is subordinate to the Loan Documents pursuant to its terms. None of the Leases contains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and no other Person has any interest therein except the tenants thereunder. To Borrower’s knowledge, no tenant has made an assignment for the benefit of creditors, or is subject to any federal or state bankruptcy or reorganization arrangement pursuant to federal bankruptcy law or any similar federal or state law, or any proceeding for the Premises under any dissolution or liquidation of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantssuch tenant.

Appears in 1 contract

Samples: Loan Agreement (Broad Street Realty, Inc.)

Leases. There are no oral Prior to the Approval Date, Sellers shall not terminate or written leases or rights accept the surrender of occupancy or grants or claims any existing Leases without the prior consent of right, title or interest Purchaser unless Sellers enter into a new Lease for the space demised under such terminated Lease which new Lease provides for an annual base rent in any portion excess of the Premises other than annual base rent payable under the leases terminated Lease. In the event that Sellers terminate or accept the surrender of any Lease without Purchaser's prior written consent pursuant to the foregoing, Sellers shall deliver copies thereof to Purchaser within five (5) business days after execution thereof. Notwithstanding the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant foregoing, any termination of the PremisesPayless Shoes Lease at Plaza Rio Hondo shall be subject to Section 3.6.5. Prior to the Approval Date, (ii) Sellers shall have the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued execute new leases in accordance with law. Except as Sellers' past practices without the prior consent of Purchaser; provided that (a) the base or minimum rent payable for the space demised under such new Lease is not less than eighty percent (80%) of the base or minimum rent set forth on Exhibit "D"5.4 for such space, no (b) the tenant thereunder is Credit-Worthy, (c) such Lease will not cause the violation of any exclusive use rights granted under, or prohibited use clause in, any other Lease at the Property, (d) the term (including renewal options) thereof shall not exceed ten (10) years in the case of any outparcel space Lease and five (5) years in the case of any other Lease, unless (i) in the case of any outparcel space Lease, the base rent as of the Premises tenth (10th) anniversary of the rent commencement date (and as of each tenth (10th)anniversary thereafter, if applicable) is at least twenty percent (20%) more than the base rent payable at the beginning of the immediately preceding ten (10) year period or (ii) in the case of any other Lease, the base rent as of the fifth (5th)anniversary of the rent commencement date (and as of each fifth (5th) anniversary thereafter, if applicable) is at least twenty percent (20%) more than the base rent payable at the beginning of the immediately preceding five (5) year period; (e) such new Lease provides that the tenant thereunder will pay its proportionate share of common area maintenance charges, real estate taxes and insurance charges for the Project in which such tenant is leasing space, (f) such new Lease does not require the landlord thereunder to perform any tenant improvements (other than completion of the building in which the leased premises are located) or provide any tenant improvement allowance, (g) to the extent that a Seller is required to obtain the consent of the Lender or Servicer to such new Lease under the Loan Documents, such consent has been obtained, and (h) Sellers shall deliver copies thereof to Purchaser within five (5) business days after execution thereof. Prior to the Approval Date, Sellers also have the right to renew or amend any existing Leases in accordance with Sellers' past practices without the prior consent of Purchaser; provided that (w) any such amendment does not reduce the term of such Lease, (x) the base or minimum rent payable thereunder is not less than the base or minimum rent payable by such tenant prior to such renewal or amendment (unless such tenant has the right to renew its Lease pursuant to the express terms of its Lease), (y) the renewal term thereof shall not exceed ten (10) years in the case of any outparcel space and five (5)years in the case of any other Lease (unless such Lease provides for a longer renewal term as of the date hereof), unless the base rent payable as of the commencement of each renewal term in excess of five (5) or ten (10) years increases by not less than twenty percent (20%) over the base rent payable as of the commencement of the immediately preceding term; and (z)Sellers shall deliver copies thereof to Purchaser within five (5) business days after execution thereof. Except as specifically provided in this Section 5.4, prior to the Approval Date, Sellers shall not execute any new Lease or renew, amend or terminate any existing Leases (unless a Seller is required to renew, amend PURCHASE AND SALE AGREEMENT CRV PROPERTY or terminate an existing Lease pursuant to the terms thereof) without the prior written consent of Purchaser, not to be unreasonably withheld or delayed. From and after the Approval Date, Sellers shall not execute any new Lease or renew, amend or terminate any existing Leases (unless a Seller is required to renew, amend or terminate an existing Lease pursuant to the terms thereof) without the prior written consent of Purchaser, not to be unreasonably withheld or delayed. In the event that Purchaser's consent is required to any of the Leases hasforegoing, and shall not at Closing have, prepaid Purchaser will be deemed to have approved any rent under such action if Purchaser fails to respond to any request for consent within five (5) business days after receipt of the Leases such request for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsconsent.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Developers Diversified Realty Corp)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies Borrower has delivered (i) each tenant a true, correct and complete schedule (the “Rent Roll”) of all Leases affecting the Property as of the Premisesdate hereof, which accurately and completely sets forth in all material respects for each such Lease, the following: the name of the Tenant, the Lease expiration date, extension and renewal provisions, the base rent payable, the security deposit held thereunder and any other material provisions of such Lease and (ii) true, correct and complete copies of all Leases described in the Rent Roll. Each Lease constitutes the legal, valid and binding obligation of Borrower and, to the best of Borrower’s knowledge and belief, is enforceable against the Tenant thereof. No default exists, or with the passing of time or the giving of notice or both would exist, under any Lease which would, in the aggregate, have a material adverse effect on Borrower or the Property. No Tenant under any Lease has, as of the date of that tenant's leasehereof, paid rent more than thirty (iii30) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if anydays in advance, and whether the latest rent due rents under such Leases have not been waived, released, or otherwise discharged or compromised. All security deposits required under such Leases have been fully funded and are held by Borrower in a separate segregated account or as otherwise required by applicable law. Except as has been paidotherwise disclosed to Lender in writing, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made all work to be performed by the tenant Borrower under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assignedsubstantially performed, pledgedall contributions to be made by Borrower to the Tenants thereunder have been made, hypothecated or otherwise encumbered by Seller except as additional collateral for all other conditions precedent to each such Tenant’s obligations thereunder have been satisfied, and each Tenant under a Lease has entered into occupancy of the existing mortgage upon the Premises which shall be satisfied at or before Closingdemised premises. To the best of Seller's knowledgeBorrower’s knowledge and belief, each Tenant is free from bankruptcy, reorganization or arrangement proceedings or a general assignment for the benefit of creditors. No Lease provides any party with the Leases is valid and subsisting and in full force and effect, right to obtain a lien or encumbrance upon the tenant is in actual possession in Property superior to the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as lien of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsSecurity Deed.

Appears in 1 contract

Samples: Debt, Security Agreement and Fixture Filing (NNN Healthcare/Office REIT, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit "D". Exhibit "D" identifies Schedule 3 (ithe “Rent Roll”) each tenant of the Premisesis true, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual complete and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and correct in all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal coursematerial respects, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller Property is obligated to complete pursuant not subject to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued Leases other than the Leases described in accordance with lawthe Rent Roll. Except as set forth on Exhibit "D"the Rent Roll: (i) each Lease is in full force and effect; (ii) the tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than 30 days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the Premises landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s best knowledge, there is no present material default by the tenant under any Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.8; (viii) Borrower is the sole owner of the entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of the Borrower and the applicable tenant thereunder; (x) no Person has any possessory interest in, or right to occupy, the Property except under the terms of the Lease; and (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 1 contract

Samples: Loan Agreement (Amerivest Properties Inc)

Leases. There are no oral or written leases or rights (a) Borrower is the sole owner of occupancy or grants or claims of right, title or the entire lessor's interest in any portion of the Premises other than the leases Leases; (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (iib) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is are valid and subsisting enforceable and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and ; (c) all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases hasare arms-length agreements with bona fide, independent third parties (except, however, with respect to that certain lease dated December 11, 1996 between Borrower, as landlord, and shall not at Closing haveJBI, prepaid any rent Inc., as tenant (the "X. Xxxxx Lease")); (d) no party under any Lease is in default; (e) all Rents due have been paid in full; (f) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (h) none of the Rents have been collected for more than one (1) month. Except as otherwise set forth month in advance; (i) the premises demised under the Leases have been completed and the tenants under the Leases have accepted the same and have taken possession of the same on Exhibit "D"a rent-paying basis; (j) there exist no offsets or defenses to the payment of any portion of the Rents; (k) no Lease contains an option to purchase, right of first refusal to purchase, or any other similar provision; (l) no security deposits by tenants have heretofore been returned person or applied entity has any possessory interest in, or right to charges against occupy, the tenantsProperty except under and pursuant to a Lease; (m) each Lease is subordinate to this Security Instrument, either pursuant to its terms or a recorded subordination agreement; and (n) no Lease has the benefit of a non-disturbance agreement that would be considered unacceptable to prudent institutional lenders.

Appears in 1 contract

Samples: Mortgage and Security Agreement (Baker J Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due The entire Property has been paid, leased to American Express pursuant to the American Express Lease. (via) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases The American Express Lease is valid and subsisting and in full force and effect, ; (b) the tenant premises demised under the American Express Lease have been completed and American Express has accepted possession of and is in actual possession occupancy of the demised premises; (c) American Express has commenced the payment of rent under the American Express Lease, there are no offsets, claims or defenses to the enforcement thereof and Borrower has no monetary obligations to American Express under the American Express Lease; (d) all Rents due and payable under the American Express Lease have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the normal course, and rent payable under the rents American Express Lease is the amount of fixed rent set forth in Exhibit "D" the American Express Lease, and there is no claim or basis for a claim by American Express thereunder for an adjustment to the Rent; (f) Borrower is the sole owner of the entire landlord’s interest in the American Express Lease; (g) the American Express Lease is the valid, binding and enforceable obligation of Borrower and American Express thereunder and there are no agreements with American Express with respect to the actual rentsAmerican Express Lease other than as expressly set forth therein; (h) no Person has any possessory interest in, income and charges being collected by Seller or right to occupy, the Property or any portion thereof except under the Leases. Any tenant improvements which Seller is obligated American Express Lease; (i) except for the right of First refusal set forth in Article 4 and the right to complete pursuant offer to purchase the Property under Article 12, the American Express Lease does not contain any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; and (j) neither the American Express Lease has nor the Rents have been completed as of this date assigned or shall be completed as of Closingpledged except to Lender, and all costs for completed work no other Person has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, any interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantstherein.

Appears in 1 contract

Samples: Loan Agreement (Inland Western Retail Real Estate Trust Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest (a) Except as disclosed in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies for the Property delivered to and approved by Lender in writing prior to the date hereof, (i) each tenant Borrower is the sole owner of the Premises, entire lessor's interest in the Leases; (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is are valid and subsisting enforceable and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and ; (iii) all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases hasare arms-length agreements with bona fide, and shall not at Closing have, prepaid any rent independent third parties; (iv) no party under any Lease is in default; (v) all Rents due have been paid in full; (vi) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (vii) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (viii) none of the Rents have been collected for more than one (1) month. Except as otherwise calendar quarter in advance (except a security deposit shall not be deemed rent collected in advance); (ix) the premises demised under the Leases have been completed and the tenants under the Leases have accepted the same and have taken possession of the same on a rent-paying basis; (x) there exist no offsets or defenses to the payment of any portion of the Rents and Borrower has no monetary obligation to any tenant under any Lease; (xi) Borrower has received no notice from any tenant challenging the validity or enforceability of any Lease; (xii) there are no agreements with the tenants under the Leases other than expressly set forth on Exhibit "D"in each Lease; (xiii) the Leases are valid and enforceable against Borrower and the tenants set forth therein; (xiv) except as provided in the Ground Lease and the Foster Wheeler Lease, no security deposits by tenants have heretofore been returned Lease contains an option to purcxxxx, xxxxx xx first refusal to purchase or applied any other similar provision; (xv) no person or entity has any possessory interest in, or right to charges against occupy, the tenants.Property except under and pursuant to a Lease; (xvi) each Lease is subordinate to this Security Instrument, either pursuant to its terms or a recordable subordination agreement;

Appears in 1 contract

Samples: Mortgage and Security Agreement (Corporate Property Associates 15 Inc)

Leases. There are no oral The Buyer will not extend the term of any lease or sublease of real property (such extended lease or sublease term, the "Extended Term"), pursuant to which lease or sublease the Seller has guaranteed the obligation of the Company thereunder (any such lease, a "Guaranteed Lease"), unless the Company causes the obligations of the Seller under such Guaranteed Lease with respect to the Extended Term to be terminated (such termination to be evidenced by a written leases agreement executed by the landlord or sublandlord, as the case may be, under such Guaranteed Lease); provided, that the provisions of this Section 6.08 shall not apply to the extension or renewal of the term of the Guaranteed Lease for the following stores of the Company: (x) Nashville, Tennessee (Store #3003), (y) Huntsville, Alabama (Store #3030), and (z) Columbus, Ohio (Store #3074). Notwithstanding anything in this Agreement to the contrary, in the event that any landlord or sublandlord under a Guaranteed Lease demands performance by the Seller of the Seller's obligations as a guarantor under the terms and conditions of any such Guaranteed Lease, the Seller and the Buyer hereby agree that the Seller shall be subrogated to the rights of occupancy the Company, as a tenant, under the terms and conditions of such Guaranteed Lease. The Company shall execute on the Closing Date the Collateral Assignment of Leases pursuant to which the Company shall (i) indemnify the Seller from and against the entirety of any Adverse Consequences incurred by the Seller with respect to any Guaranteed Lease or grants or claims the BNB Guaranty and (ii) collaterally assign to the Seller all of the Company's right, title or and interest in any portion of and to each Guaranteed Lease and the Premises other than the leases leasehold estate thereunder in order to secure (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (iiA) the date Buyer's indemnification obligations under the provisions of that tenant's lease, Section 8.03(c) and (iiiB) the expiration date Company's indemnification obligations under the Collateral Assignment of Leases (only to the extent that tenant's leaseall necessary consents or approvals are obtained from the landlords or sublandlords, (iv) as the annual and monthly minimum rental chargecase may be, under a Guaranteed Lease to which the Collateral Assignment of Leases relates); provided, that following the Closing, the tenant's share of building operating costs (includingBuyer will cause the Company, without limitation, taxes) and any and all costs, expenses and other charges payable as reasonably requested by the tenant under Seller, to cooperate with the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, efforts to obtain any consents required under each Guaranteed Lease to which the Collateral Assignment of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsrelates.

Appears in 1 contract

Samples: Stock Purchase Agreement (Heilig Meyers Co)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies Borrower has delivered (i) each tenant a true, correct and complete schedule (the “Rent Roll”) of all Leases affecting the Property as of the Premisesdate hereof, which accurately and completely sets forth in all material respects for each such Lease, the following: the name of the Tenant, the Lease expiration date, extension and renewal provisions, the base rent payable, the security deposit held thereunder and any other material provisions of such Lease and (ii) true, correct and complete copies of all Leases described in the Rent Roll. Each Lease constitutes the legal, valid and binding obligation of Borrower and, to the best of Borrower’s knowledge and belief, is enforceable against the Tenant thereof. No default exists, or with the passing of time or the giving of notice or both would exist, under any Lease which would, in the aggregate, have a material adverse effect on Borrower or the Property. No Tenant under any Lease has, as of the date of that tenant's leasehereof, paid rent more than thirty (iii30) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if anydays in advance, and whether the latest rent due rents under such Leases have not been waived, released, or otherwise discharged or compromised. All security deposits required under such Leases have been fully funded and are held by Borrower in a separate segregated account or as otherwise required by applicable law. Except as has been paidotherwise disclosed to Lender in writing, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made all work to be performed by the tenant Borrower under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assignedsubstantially performed, pledgedall contributions to be made by Borrower to the Tenants thereunder have been made, hypothecated or otherwise encumbered by Seller except as additional collateral for all other conditions precedent to each such Tenant’s obligations thereunder have been satisfied, and each Tenant under a Lease has entered into occupancy of the existing mortgage upon the Premises which shall be satisfied at or before Closingdemised premises. To the best of Seller's knowledgeBorrower’s knowledge and belief, each Tenant is free from bankruptcy, reorganization or arrangement proceedings or a general assignment for the benefit of creditors. No Lease provides any party with the Leases is valid and subsisting and in full force and effect, right to obtain a lien or encumbrance upon the tenant is in actual possession in Property superior to the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as lien of this date or shall be completed as Deed of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsTrust.

Appears in 1 contract

Samples: Trust, Security Agreement and Fixture Filing (NNN Healthcare/Office REIT, Inc.)

Leases. There are no oral With respect to the Leases: (a) the Rent Roll certified by Borrower and dated on or written leases or rights of occupancy or grants or claims of rightabout the Closing Date is true, title or interest in any portion of complete and correct and the Premises Property is not subject to Leases other than the leases (the "Leases") listed Leases identified on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Leasesuch Rent Roll; (viiib) any options Borrower has delivered to renewLender complete and accurate copies of all Leases and no verbal or written agreements exist which terminate, extend, purchase, cancel modify or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under supplement the Leases, except as otherwise disclosed to Lender in writing and neither such right nor any acknowledged by Lender; (c) each Lease, by its terms, is subordinate to the lien of the Security Instrun1ent or the subject of a separate subordination agreement subordinating the Lease to the lien of the Security Instrument; (d) Borrower is the sole owner of the entire lessor's interest in the Leases and has not assigned, pledged or otherwise transferred the Rents reserved in the Leases (except to Lender); (e) all of the Leases are bona fide, arm's-length agreements with tenants unrelated to Borrower; (f) none of the Rents has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D"month in advance (and for such purpose, no a security deposit shall not be deemed Rent collected in advance); (g) all security deposits reflected on the Rent Roll have been collected and are being held by Borrower in the full amount reported on the Rent Roll; (h) all work to be performed by Borrower under each Lease has been performed as required and has been accepted unconditionally by the applicable tenant or alternatively, if any work is not yet complete, Borrower is not in default of its obligations thereunder with respect to such work; (i) no offsets or defenses exist in favor of any tenant to the payment of any portion of the Rents and Borrower has no monetary obligation to any tenant under any Lease; G) Borrower has not received notice from any tenant challenging the validity or enforceability of any Lease; (k) all payments due from tenants under the Leases are current; (1) no tenant under any Lease is in default thereunder, or is a debtor in any bankruptcy, reorganization, insolvency or similar proceeding, or has demonstrated a history of payment problems which suggest financial difficulty; (m) each Lease contains a right of first refusal to purchase (but no option to purchase or related provision); provided, however, that such right shall not apply to Lender in connection with a foreclosure, deed-in-lieu of foreclosure or any other enforcement action under the Loan Documents, but such right shall apply to subsequent purchasers of the Property from Lender, and no Lease contains any other similar provision that is otherwise not subordinate to the lien of the Security Instrument pursuant to the terms of a subordination agreement delivered in connection with the closing of the Loan; and (n) no brokerage commissions, finders fees or similar payment obligations are due and unpaid by Borrower or any Affiliate of Borrower regarding any Lease which have heretofore not been returned or applied disclosed in writing to charges against Lender and for which adequate amounts have not been set aside in the tenantsTI/LC Reserve Account.

Appears in 1 contract

Samples: Loan Agreement (Cole Credit Property Trust V, Inc.)

Leases. There are no oral or written leases or rights With respect to the assignment of occupancy or grants or claims of rightLeases and Rents set forth in Article 6, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies Grantor represents that (i) it has provided Beneficiary with a true and complete copy of each tenant of Lease in effect on the Premises, date hereof; (ii) as of the date hereof, Grantor is not, in the capacity of that tenant's lessor, a party to any other lease, whether written or oral, or any agreement for the use and occupancy of any of the Mortgaged Property, except as heretofore disclosed in writing by Grantor to Beneficiary; (iii) the expiration date of that tenant's leaseLeases are valid, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting binding and in full force and effecteffect and have not been amended or modified, except as heretofore disclosed in writing by Grantor to Beneficiary; (iv) Grantor is the tenant is in actual possession sole owner of the lessor’s interest in the normal courseLeases; (v) except for Permitted Liens, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to Grantor has not executed any Lease has been completed as other assignment or pledge of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases hasor Rents or performed any other act or executed any other instrument which might prejudice Beneficiary’s rights hereundcr; (vi) to the best of Grantor’s knowledge, and shall not at Closing haveno default exists on the part of any lessee, prepaid or on the part of Grantor, as lessor, in the performance of the terms, covenants, provisions, conditions or agreements contained in any rent Lease; (vii) Grantor knows of no condition which, with the giving of notice or the passage of time or both, would constitute a default under any Lease on the part of the Leases any lessee or Grantor, as lessor, except as heretofore disclosed in writing by Grantor to Beneficiary; (viii) no rent has been paid by any lessee for more than one installment in advance; and (1ix) month. Except no payment of any of the Rents to accrue under the Leases has been or will be waived, released, reduced, discounted or otherwise discharged or compromised by Grantor, except as otherwise set forth on Exhibit "D", no security deposits heretofore disclosed in writing by tenants have heretofore been returned or applied Grantor to charges against the tenantsBeneficiary.

Appears in 1 contract

Samples: Deed of Trust, Security Agreement (Teletech Holdings Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit "D"Schedule II (the “Rent Roll”) is true, complete and correct in all material respects and the Property is not subject to any Leases other than the Leases described on the Rent Roll. Exhibit "D" identifies (i) each tenant Borrower is the owner and lessor of landlord’s interest in the Premises, (ii) Leases. No Person has any possessory interest in the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount Property or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents occupy the same except under and pursuant to the Leases, and neither such right nor any provisions of the Leases has been assigneddescribed on the Rent Roll, pledged, hypothecated or otherwise encumbered arrearage reports and Tenant estoppels delivered to and approved by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawAdministrative Agent. Except as set forth on Exhibit "D"the Rent Roll, and to Borrower’s knowledge: (i) the Leases are in full force and effect and there are no tenant of defaults thereunder by either party, (ii) Borrower has delivered to Administrative Agent all the Premises under any copies of the Leases hasin Borrower’s possession, and shall not at Closing have, prepaid any rent under any of the Leases for (iii) no Rent (other than security deposits) has been paid more than one (1) month. Except month in advance of its due date, (iv) except as otherwise disclosed on Schedule III attached hereto all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, (v) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant or are to be received by the Tenant after the date hereof pursuant to the express terms of the applicable Lease, (vi) except as set forth on Exhibit "D"in the Rent Roll, no the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised Property and have commenced the payment of full, unabated rent under the Leases, (vii) Borrower has delivered to Administrative Agent a true, correct and complete list of all security deposits made by tenants Tenants at the Property which have heretofore not been returned applied (including accrued interest thereon), all of which are held by Borrower in accordance with the terms of the applicable Lease and applicable Legal Requirements, (viii) no Tenant under any Lease (or applied any sublease) is a Borrower Related Party, (ix) the Tenants under Leases are open for business and paying full, unabated rent and no Tenant has requested to charges against discontinue its business at its demised premises, (x) other than pursuant to the tenantsLeasing Agreement, there are no brokerage fees or commissions due and payable in connection with the leasing of space at the Property, and no such fees or commissions will become due and payable in the future in connection with the Leases, including by reason of any extension of such Lease or expansion of the space leased thereunder, and (xi) no Tenant has or is asserting any claim of offset or other defense, counterclaim or other claim in respect of such Tenant’s obligations or the lessor’s rights under any Lease. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. Borrower is sole owner of the lessor’s entire right, title and interest in and to the Leases.

Appears in 1 contract

Samples: Senior Loan Agreement (KBS Strategic Opportunity REIT, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in Borrower represents and warrants to Lender with respect to the Leases that: (a) the Property is not subject to any portion of the Premises Leases other than the leases (the "Existing Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (iib) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases Major Lease is valid and subsisting and in full force and effecteffect and there are no defaults thereunder by any party thereto and there are no conditions that, with the tenant passage of time or the giving of notice, or both, would constitute defaults thereunder, (c) the copy of the Major Lease delivered to Lender is in actual possession in the normal coursetrue, correct and complete, and the rents set forth in Exhibit "D" there are the actual rentsno oral agreements with respect thereto, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease (d) no Rent (including security or other deposits) has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except month in advance of its due date, (e) all work to be performed by the landlord under the Major Lease has been performed as otherwise set forth required and has been accepted by Guarantor, (f) there are no payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant, (g) all security or other deposits are being held in accordance with the Major Lease and all applicable Legal Requirements, (h) Borrower has no knowledge of any notice of termination or default with respect to the Major Lease; (i) Borrower has not assigned or pledged the Major Lease, the rents or any interest therein except to Lender; (j) no Person has an option, right of first refusal or offer or any other preferential right to purchase all or any portion of, or interest in, the Property, other than the Columbia First Right; (k) Guarantor has not assigned the Major Lease or sublet all or any portion of the premises demised thereby other than pursuant to the Existing Leases, (l) Guarantor does not have the right to terminate the Major Lease prior to expiration of the stated term of such Lease; (m) no Hazardous Substances have been disposed, stored or treated by Guarantor on Exhibit "D"or under the Property in violation of applicable Legal Requirements; (n) Borrower does not have any knowledge of Guarantor's intention to use its leased premises for any activity which, no security deposits by tenants have heretofore been returned directly or applied indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any other Hazardous Substances in violation of applicable Legal Requirements, and (o) the Major Lease is subordinate to charges against the tenantsSecurity Instrument either pursuant to their terms or a recorded subordination agreement.

Appears in 1 contract

Samples: Loan Agreement (Electro Scientific Industries Inc)

Leases. There To each Borrower’s actual knowledge after due inquiry and except as set forth on Schedule X attached hereto or as otherwise disclosed in the estoppel certificates delivered to Lender in connection with the origination of the Loan, (a) the Properties are not subject to any Leases other than the Leases described in said Schedule X, (b) each Borrower is the owner and lessor of the landlord’s interest in each such Lease affecting its Property, (c) no oral or written leases or rights of occupancy or grants or claims of right, title or Person has any possessory interest in any portion Property or any right to occupy the same except under and pursuant to the provisions of the Premises other than the leases (the "such Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ixd) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the commercial Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and are in full force and effecteffect and there are no material defaults thereunder by either party and there are no conditions that, with the tenant is in actual possession in passage of time or the normal coursegiving of notice, or both, would constitute material defaults thereunder, (e) the copies of the commercial Leases delivered to Lender are true and complete, and the rents set forth in Exhibit "D" there are the actual rentsno oral agreements with respect thereto, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease (f) no Rent (including security deposits) has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except month in advance of its due date, (g) all work to be performed by the landlord under each Lease has been performed as otherwise set forth required in such Lease and has been accepted by the applicable tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by any Borrower to any tenant has already been received by such tenant, (h) there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is still in effect, (i) no commercial tenant listed on Exhibit "D"Schedule X has assigned its Lease or sublet all or any portion of the premises demised thereby, no security deposits by tenants have heretofore been returned such commercial tenant holds its leased premises under assignment or applied sublease, nor does anyone except such commercial tenant and its employees occupy such leased premises, (j) no tenant under any Lease has a right or option pursuant to charges against such Lease or otherwise to purchase all or any part of the tenantsProperty of which the leased premises are a part, and (k) no tenant under any Lease has any right or option for additional space in the Improvements.

Appears in 1 contract

Samples: Loan Agreement (Hard Rock Hotel Holdings, LLC)

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Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit "D". Exhibit "D" identifies Schedule 3 (ithe “Rent Roll”) each tenant of is true, complete and correct and the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and Property is not subject to any and all costs, expenses and Leases other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of than the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawRent Roll. Except as set forth on Exhibit "D"the Rent Roll, in the tenant estoppel certificates received by Administrative Agent prior to the date hereof, or on Schedule 4.16: (i) each Lease is in full force and effect; (ii) the tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the Premises landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s best knowledge, there is no present material default by the tenant under any Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll; (viii) Borrower is the sole owner of the entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable tenant thereunder; (x) no Person has any possessory interest in, or right to occupy, the Property except under the terms of the Lease; and (xi) other than as previously disclosed to Administrative Agent each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Administrative Agent, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 1 contract

Samples: Loan Agreement (American Realty Capital New York City REIT, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of rightBorrower represents and warrants to Lender with respect to the Leases that, title or interest in any portion of the Premises other than the leases except as set forth on Schedule VIII attached hereto: (the "Leases"a) listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of Schedule I is true, correct and complete in all material respects and the PremisesProperty is not subject to any Leases other than the Leases described in Schedule I, (iib) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and identified on Schedule I are in full force and effecteffect and there are no defaults thereunder by any party thereto and there are no conditions that, with the tenant is in actual possession in passage of time or the normal coursegiving of notice, and or both, would constitute defaults thereunder, (c) the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any copies of the Leases hasdelivered to Lender are true, correct and complete, and shall not at Closing havethere are no oral agreements with respect thereto, prepaid any rent under any of the Leases for (d) no Rent (including security or other deposits) has been paid more than one (1) month. Except month in advance of its due date, (e) all work to be performed by the landlord under each Lease has been performed as otherwise set forth on Exhibit "D"required and has been accepted by the applicable Tenant, (f) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the landlord to any Tenant has already been received by such Tenant, (g) all security or other deposits are being held in accordance with the applicable Leases and all applicable Legal Requirements, (h) Borrower has no knowledge of any notice of termination or default with respect to any Lease; (i) Borrower has not assigned or pledged any of the Leases, the rents or any interest therein except to Lender; (j) no Tenant or other Person has an option, right of first refusal or offer or any other preferential right to purchase all or any portion of or interest in the Property; (k) no Tenant has any right or option for additional space in the Improvements, (l) to Borrower’s knowledge, no security deposits Tenant has assigned its Lease or sublet all or any portion of the premises demised thereby, (m) no Tenant has the right to terminate its Lease prior to expiration of the stated term of such Lease; (n) to Borrower’s knowledge, no Hazardous Substances have been disposed, stored or treated by tenants any Tenant on, under or about the Property; (o) Borrower does not have heretofore been returned any knowledge of any Tenant’s intention to use its leased premises for any activity which, directly or applied indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any other Hazardous Substances, and (p) all existing Leases are subordinate to charges against the tenantsSecurity Instrument either pursuant to their terms or a recorded subordination agreement.

Appears in 1 contract

Samples: Loan Agreement (KBS Strategic Opportunity REIT, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases To Borrower’s knowledge (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (ia) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases Major Lease is valid and subsisting and in full force and effect; (b) the premises demised under the Major Leases have been completed, all alterations or other work required to be performed on the tenant is in actual possession in the normal coursepart of Borrower has been completed, and the rents Tenants under the Major Leases have accepted possession of and are in physical occupancy of all of their respective demised premises; (c) the Tenants under the Major Leases have commenced the payment of rent under the Major Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Major Lease; (d) all Rents due and payable under the Major Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) no Tenant has made any written claim of a material default against the landlord under any Major Lease which remains outstanding; (f) there is no present material default by the Tenant under any Major Lease and such Tenant’s use and occupancy of its leased premises does not violate the Controlled Substances Act; (g) all security deposits under the Major Leases have been collected by Borrower or Operating Lessee; (h) Borrower or Operating Lessee is the sole owner of the entire landlord’s interest in each Major Lease; (i) each Major Lease is the valid, binding and enforceable obligation of Borrower and/or Operating Lessee and the applicable Tenant thereunder and there are no agreements with the Tenants under the Major Leases other than as expressly set forth in Exhibit "D" are the actual rentsMajor Leases; (j) no Person has any possessory interest in, income and charges being collected by Seller or right to occupy, any Individual Property or any portion thereof except under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any terms of a Lease has been completed or as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any a hotel guest; (k) none of the Leases hascontains any option or offer to purchase or right of first refusal or right of first offer to purchase or lease any Individual Property or any part thereof; (l) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and shall not no other Person has any interest therein except the Tenants thereunder; and (m) no conditions exist or events have occurred which now give any Tenant the right to cease operations at Closing haveits leased premises (i.e., prepaid “go dark”), terminate its Lease or pay reduced Rent pursuant to the provisions of its Lease. Borrower represents that it has heretofore delivered to Lender true, correct and complete copies of all Major Leases and any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned and all amendments or applied to charges against the tenantsmodifications thereof.

Appears in 1 contract

Samples: Loan Agreement (Stirling Hotels & Resorts, Inc.)

Leases. There are no oral or written leases or rights With respect to the assignment of occupancy or grants or claims of rightLeases and Rents set forth in Article 6, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies Grantor represents that (i) it has provided Beneficiary with a true and complete copy of each tenant of Lease in effect on the Premises, date hereof; (ii) as of the date hereof, Grantor is not, in the capacity of that tenant's lessor, a party to any other lease, whether written or oral, or any agreement for the use and occupancy of any of the Mortgaged Property, except as heretofore disclosed in writing by Grantor to Beneficiary; (iii) the expiration date of that tenant's leaseLeases are valid, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting binding and in full force and effecteffect and have not been amended or modified, except as heretofore disclosed in writing by Grantor to Beneficiary; (iv) Grantor is the tenant is in actual possession sole owner of the lessor's interest in the normal courseLeases; (v) except for Permitted Liens, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to Grantor has not executed any Lease has been completed as other assignment or pledge of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases hasor Rents or performed any other act or executed any other instrument which might prejudice Beneficiary's rights hereunder; (vi) to the best of Grantor's knowledge, and shall not at Closing haveno default exists on the part of any lessee, prepaid or on the part of Grantor, as lessor, in the performance of the terms, covenants, provisions, conditions or agreements contained in any rent Lease; (vii) Grantor knows of no condition which, with the giving of notice or the passage of time or both, would constitute a default under any Lease on the part of the Leases any lessee or Grantor, as lessor, except as heretofore disclosed in writing by Grantor to Beneficiary; (viii) no rent has been paid by any lessee for more than one installment in advance; and (1ix) month. Except no payment of any of the Rents to accrue under the Leases has been or will be waived, released, reduced, discounted or otherwise discharged or compromised by Grantor, except as otherwise set forth on Exhibit "D", no security deposits heretofore disclosed in writing by tenants have heretofore been returned or applied Grantor to charges against the tenantsBeneficiary.

Appears in 1 contract

Samples: Teletech Holdings Inc

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in Borrower represents and warrants to Lender with respect to the Leases that: (a) the Property is not subject to any portion of the Premises Leases other than the leases (the "Leases"1) listed on the rent roll attached hereto that certain Lease Agreement dated as Exhibit "D". Exhibit "D" identifies of December 1, 1997 by and between Capstar Westchase Partners LP, d/b/a The Westchase Hilton and Towers and Xxxx Xxxxxxxx (ias amended, renewed, modified or restated), and (2) each tenant that certain Lease Agreement, dated as of the PremisesFebruary 15, 1990 by and between Westchase Holding Ltd. and Xxxxxx and wife Xxxxxxx English (as amended, renewed, modified or restated), (iib) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and are in full force and effecteffect and there are no defaults thereunder by either party, (c) the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any copies of the Leases hasdelivered to Lender are true and complete, and shall not at Closing havethere are no oral agreements with respect thereto, prepaid any rent under any of the Leases for (d) no Rent (including security deposits) has been paid more than one (1) month. Except month in advance of its due date, (e) all work to be performed by Borrower under each Lease has been performed as otherwise set forth on Exhibit "D"required and has been accepted by the applicable Tenant, (f) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant, (g) all security deposits, if any, are being held in accordance with Legal Requirements, (h) Borrower has no security deposits by tenants have heretofore been returned knowledge of any notice of termination or applied default with respect to charges against any Lease, (i) Borrower has not assigned or pledged any of the tenantsLeases, the rents or any interests therein except to Lender, (j) no Tenant or other party has an option or right of first refusal or offer, to purchase all or any portion of the Property, (k) no Tenant under a Major Lease has the right to terminate its Lease prior to expiration of the stated term of such Lease, and (1) all existing Leases other than the Leases which are included as a Permitted Encumbrance are subordinate to the Mortgage either pursuant to their terms or a recorded subordination agreement.

Appears in 1 contract

Samples: Loan Agreement (Interstate Hotels & Resorts Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases To Borrower’s knowledge (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (ia) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases Major Lease is valid and subsisting and in full force and effect; (b) the premises demised under the Major Leases have been completed, all alterations or other work required to be performed on the tenant is in actual possession in the normal coursepart of Mortgage Borrower or Operating Lessee has been completed, and the rents Tenants under the Major Leases have accepted possession of and are in physical occupancy of all of their respective demised premises; (c) the Tenants under the Major Leases have commenced the payment of rent under the Major Leases, there are no offsets, claims or defenses to the enforcement thereof, and neither Mortgage Borrower nor Operating Lessee has any monetary obligations to any Tenant under any Major Lease; (d) all Rents due and payable under the Major Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) no Tenant has made any written claim of a material default against the landlord under any Major Lease which remains outstanding; (f) there is no present material default by the 00000000.0.XXXXXXXX Tenant under any Major Lease; (g) all security deposits under the Major Leases have been collected by Mortgage Borrower or Operating Lessee; (h) Mortgage Borrower or Operating Lessee is the sole owner of the entire landlord’s interest in each Major Lease; (i) each Major Lease is the valid, binding and enforceable obligation of Mortgage Borrower and/or Operating Lessee and the applicable Tenant thereunder and there are no agreements with the Tenants under the Major Leases other than as expressly set forth in Exhibit "D" are the actual rentsMajor Leases; (j) no Person has any possessory interest in, income and charges being collected by Seller or right to occupy, any Individual Property or any portion thereof except under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any terms of a Lease has been completed or as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any a hotel guest; (k) none of the Leases has, contains any option or offer to purchase or right of first refusal or right of first offer to purchase or lease any Individual Property or any part thereof; and shall not at Closing have, prepaid any rent under any of (l) neither the Leases for more than one (1) monthnor the Rents have been assigned, pledged or hypothecated except to Mortgage Lender. Except as otherwise set forth on Exhibit "D"Borrower represents that it has heretofore delivered to Lender true, no security deposits by tenants have heretofore been returned correct and complete copies of all Major Leases and any and all amendments or applied to charges against the tenantsmodifications thereof.

Appears in 1 contract

Samples: Mezzanine D Loan Agreement (Ashford Hospitality Trust Inc)

Leases. There are The rent roll for each Individual Property attached hereto as Schedule 4 (the “Rent Roll”) is true, complete and correct and no oral or written leases or rights of occupancy or grants or claims of right, title or interest in Individual Property is subject to any portion of the Premises Leases other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawRent Roll. Except as set forth on Exhibit "D"the Rent Roll or in a tenant estoppel certificate delivered to Lender in connection with the closing of the Loan: (i) each Lease is in full force and effect and all conditions precedent to each tenant’s obligations under the related Lease have been satisfied; (ii) the tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and to the best of Borrower’s knowledge, there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the Premises landlord under any of the Leases hasLease, and shall not at Closing haveno event has occurred which, prepaid any rent with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s knowledge, there is no present material default by the tenant under any of the Lease; (vii) all security deposits under Leases for more than one (1) month. Except are as otherwise set forth on Exhibit "D"the Rent Roll and are held consistent with Section 3.7; (viii) Borrower is the sole owner of the entire lessor’s interest in each Lease; (ix) each Lease is the valid, no security deposits by tenants have heretofore been returned or applied binding and enforceable obligation of the Borrower and, to charges against the tenants.Borrower’s knowledge, the applicable tenant thereunder, subject to 39 71215191

Appears in 1 contract

Samples: _______________________________________________________________ Loan Agreement (Strategic Realty Trust, Inc.)

Leases. There are no oral or written leases or rights To the best of occupancy or grants or claims of rightBorrower’s knowledge, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D"Schedule 3 (the “Rent Roll”) is true, complete and correct and the Property is not subject to any Leases other than the Leases described in the Rent Roll. Exhibit "D" identifies To the best of Borrower’s knowledge, except as set forth on the Rent Roll: (i) each tenant of the Premises, Lease is in full force and effect; (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant tenants under the LeaseLeases have accepted possession of and are in occupancy of all of their respective demised premises, (v) arrearages, if any, and whether have commenced the latest payment of rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been assignedpaid for any period more than thirty (30) days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, pledgedand, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To to the best of Seller's Borrower’s knowledge, each there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under any Lease which remains outstanding, and based on the tenant estoppels delivered to Lender in connection with the Loan, there are no defaults on the part of the Leases landlord under any Lease, and, to the best of Borrower’s knowledge, no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s best knowledge, there is valid and subsisting and in full force and effect, no present material default by the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" under any Lease; (vii) all security deposits under Leases are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant the Rent Roll and are held consistent with Section 3.8 hereof; (viii) Borrower is the sole owner of the Premises entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of the Borrower and the applicable tenant thereunder; (x) no Person has any possessory interest in, or right to occupy, the Property except under any the terms of the Lease; and (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 1 contract

Samples: Loan Agreement (Hines Global REIT, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, Lease is in full force and effect; (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant tenants under the LeaseLeases have accepted possession of and are in occupancy of all of their respective demised premises, (v) arrearages, if any, and whether have commenced the latest payment of rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than 30 days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth therein, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent (except as otherwise expressly set forth in the Xxxxxx Lease); (v) no tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrowers' best knowledge, there is no present material default by the tenant under any Lease; (vii) all security deposits under Leases are as set forth therein; (viii) a Borrower is the sole owner of the entire lessor's interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of the Borrower and the applicable tenant thereunder; (x) no Person has any possessory interest in, or right nor any to occupy, such Property except under the terms of the Lease; and (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases has been assigned, pledged, hypothecated contains any option to purchase or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at right of first refusal to purchase any Property or before Closingany part thereof. To the best of Seller's knowledge, each of Neither the Leases is valid and subsisting and in full force and effect, nor the tenant is in actual possession in the normal courseRents have been assigned or pledged except to Lender, and no other Person has any interest therein except the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 1 contract

Samples: Loan Agreement (Acadia Realty Trust)

Leases. There are no oral Except as reflected in the Tenant Estoppels delivered to the Administrative Agent prior to the Closing Date, and except as otherwise disclosed to Administrative Agent in writing prior to the Closing Date: (a) to Borrower’s Knowledge, the rent roll for the Property certified by Borrower and delivered to Administrative Agent on or written leases or rights of occupancy or grants or claims of rightbefore the Closing Date (the “Rent Roll”) is true, title or interest complete and correct in any portion of all material respects and the Premises Property is not subject to Leases other than the leases Leases identified on such Rent Roll; (the "Leases"b) listed on the rent roll attached hereto to Borrower’s Knowledge, as Exhibit "D". Exhibit "D" identifies (i) each tenant of the PremisesClosing Date, (ii) the date Borrower has delivered to Administrative Agent copies of that tenant's leaseall Leases and no verbal or written agreements exist which terminate, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount modify or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under supplement the Leases, and neither such right nor any except as otherwise disclosed to Administrative Agent in writing; (c) as of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledgeClosing Date (1) to Borrower’s Knowledge, each of the Leases Lease is valid and subsisting and in full force and effect, effect and there are no defaults by Borrower thereunder; (2) Borrower is the tenant is in actual possession sole owner of the entire lessor’s interest in the normal courseLeases and Borrower has not assigned, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law pledged or otherwise applicabletransferred the Rents reserved in the Leases (except to Administrative Agent); (3) to Borrower’s Knowledge, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any all of the Leases hasare bona fide, arm’s-length agreements and shall are with Tenants which are not at Closing haveAffiliates of Borrower; (4) to Borrower’s Knowledge, prepaid any rent under any none of the Leases Rents have been collected for more than one (1) month. Except month in advance (and for such purpose, a security deposit shall not be deemed Rent collected in advance); (5) all security deposits collected under the Leases are reflected on the Rent Roll or have otherwise been disclosed to Administrative Agent in writing, and if required by Governmental Requirements, such security deposits are being held by Borrower in compliance with all applicable Governmental Requirements; (6) all work to be performed by Borrower under each Lease has been performed as otherwise required; (7) Borrower has received no written notice from any Tenant of any offsets or defenses exist in favor of any Tenant to the payment of any portion of the Rents and Borrower has no monetary obligation to any Tenant under any Lease, except as set forth on Exhibit "D"in the Tenant Estoppels delivered to Administrative Agent prior to the date of the Agreement; (8) all payments due and payable from Tenants under the Leases are current; (9) to Borrower’s Knowledge, except as reflected in the Rent Roll, no security deposits Tenant under any Lease is in default thereunder, or is a debtor in any bankruptcy, reorganization, insolvency or similar proceeding; and (10) to Borrower’s Knowledge, except as reflected in the Rent Roll or otherwise disclosed to Administrative Agent in writing, no brokerage commissions, finder’s fees or similar payment obligations are due and payable and unpaid by tenants have heretofore been returned Borrower or applied to charges against the tenantsany Affiliate of Borrower regarding any Lease.

Appears in 1 contract

Samples: Loan Agreement (KBS Growth & Income REIT, Inc.)

Leases. Borrower has delivered to Agent a true, correct and complete rent roll for each Property as more particularly described in Schedule 6.37 attached hereto (each a “Rent Roll”, collectively, “Rent Rolls”). There has been no material change in the leasing status of the Properties since the date of the applicable Rent Roll except, as of any date after the Closing Date, as shown on any updated Rent Roll with respect to such Property delivered to Agent. Borrower has delivered to Agent true, correct and complete copies of all Leases in effect as of the Closing Date. Borrower has delivered to Agent a true, correct and complete copy of each lease brokerage and other leasing commission agreement in effect as of the Closing. Additionally, to Borrower’s Knowledge except as may be set forth in the Disclosure Schedule or any estoppel certificate delivered to Agent pursuant to Section 4.2 hereof, (a) each Lease is a Qualified Lease and is in fall force and effect; (b) there are no oral offsets, claims or written leases or rights defenses to the enforcement of occupancy or grants or claims of right, title or interest in any Lessee’s obligations under the Leases presently outstanding; (c) no portion of any Rent has been paid for any period more than thirty (30) days in advance; (d) the Premises Rent payable under each Lease is the amount of Rent set forth in the applicable Rent Roll, and there is no claim or basis for a claim by the Lessee thereunder for an adjustment to the Rent thereunder; (e) no Lessee has made any claim in writing against Borrower or Manager which remains outstanding that Borrower or Manager is in default under its applicable Lease; (f) no default has occurred by Borrower or, to Borrower’s Knowledge, any Lessee under any Lease, and no event which, with the giving of notice or passage of time, or both, would constitute a default by Borrower or, to Borrower’s Knowledge, any Lessee, has occurred under any Lease; (g) each Lease is the valid, binding and enforceable obligation of Borrower and, to Borrower’s Knowledge, the applicable Lessee thereunder; (h) with the exception of the Excluded Leases, each Lease is subordinate to the Mortgage on the Property or portion thereof leased; (i) all Security Deposits under the Leases are as set forth on the Rent Rolls and are held pursuant to Section 2.18 hereof; (j) except as set forth in the Rent Rolls described in Schedule 6.37 hereof attached hereto, there are no rent abatements or concessions, tenant allowances or other abatements with respect to any Lease; (k) all real estate brokerage commissions relating to the Leases have been paid in full and there are no other real estate brokerage commissions other than as set forth on the Rent Roll; (l) other than the leases Wachovia Leases, no Lease contains any option to purchase or right of first refusal to purchase any Property or any portion thereof or any part thereof; (m) Borrower (and, if applicable, Asset Manager) are in compliance with all Legal Requirements with respect to all Security Deposits; (n) the "Leases"Rent Rolls set forth the scheduled expiration date of each Lease; (o) listed on no use restriction contained in any Lease, Permitted Encumbrance or Property Document is violated by any use permitted under any other Lease, any ________________________________________________________________________________________________________________________ Permitted Encumbrance or any Property Document; (p) no Wachovia Lease has been assigned or sublet by any Lessee to any Person, except as permitted in such Wachovia Lease (to the rent roll attached hereto extent that any recognition agreement was entered into in connection with any sublease or assignment by the Borrower or its predecessor in interest, a copy of such recognition agreement has been delivered to Agent); (q) except as Exhibit "D". Exhibit "D" identifies reflected in the Rent Rolls or provided to Agent in accordance with Section 12.12 hereof, Borrower has not received any Wachovia Termination Notice with respect to any Wachovia Lease; and (r) to Borrower’s Knowledge, no Lessee has (i) each tenant consented to the appointment of a conservator, receiver, trustee, custodian or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to it or of or relating to all, or substantially all, of its property, or for the Premiseswinding-up or liquidation of its affairs, (ii) the date of that tenant's leaseadmitted in writing its inability to pay its debts generally as they become due, (iii) filed a petition, or otherwise instituted, or consented to the expiration date institution against it of, proceedings to take advantage of that tenant's leaseany law relating to bankruptcy, insolvency or reorganization or the relief of debtors, (iv) made an assignment for the annual and monthly minimum rental charge, the tenant's share benefit of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, its creditors or (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount suspended payment of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsits obligations.

Appears in 1 contract

Samples: Property           Lease   Lease   Lease (KBS Real Estate Investment Trust, Inc.)

Leases. There are no oral As of the Effective Date and the Closing Date, the Real Property is not, and will not be, subject to any lease or written leases or rights occupancy agreement other than the Leases (as defined below in Section 6.5), the terms of occupancy or grants or claims which will commence at Closing, and the provisions of right, title or interest in any the Xxxxxxx Communications lease of a portion of the Premises Mankato property, provided that, at Closing, Seller shall be responsible for having the Xxxxxxx Communications lease converted to a sublease under the Lease applicable to the Mankato property, pursuant to a written sublease agreement signed by both Seller and Xxxxxxx Communications (“Xxxxxxx Sublease”) to be effective from and after Closing, which Xxxxxxx Sublease shall be in form and substance satisfactory to Buyer, and shall provide for, among other things, the following terms and conditions: (a) the rents, term (which term shall be for interval(s) no longer than the leases (the "Leases"year-to-year) listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant and other material terms of the PremisesXxxxxxx Sublease, (iib) that the date Xxxxxxx Sublease is subject and subordinate to the Lease for the Mankato property, and Xxxxxxx Communications use of that tenant's leaseits subleased premises shall comply with all terms and conditions of the Lease, (iii) and the Xxxxxxx Sublease shall terminate upon the expiration date or sooner termination of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (vc) arrearages, if anythat the Xxxxxxx Sublease supersedes and replaces any prior written or oral lease between Xxxxxxx Communications and Seller, and whether the latest rent due has been paidshall not be further amended without Buyer’s consent (such consent not to be unreasonably withheld, delayed or conditioned), (vid) the amount of prepaid rentXxxxxxx Communications confirms no fact, if any, event or circumstance exists that (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effectwith notice, the tenant is in actual possession in the normal coursepassage of time or both) would or could be reasonably anticipated to constitute a claim, and the rents set forth in Exhibit "D" are the actual rentsbreach, income and charges being collected default or event of default by it or by Seller under the Leases. Any tenant improvements which Seller is obligated preceding lease arrangement as of the Closing Date or any period prior thereto, and (e) Xxxxxxx Communications releases Buyer from any liability for any matters whatsoever (and agrees to complete pursuant look solely to Seller, as sublandlord, with respect to any Lease has been completed as of this date default or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Sellerclaim under the Xxxxxxx Sublease). The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant As of the Premises Effective Date and the Closing Date, Seller has the financial ability to perform all its payment and other monetary obligations, as tenant, under any of the Leases has, from and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsafter Closing.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Nortech Systems Inc)

Leases. There are no oral or written leases or rights (a) Each of occupancy or grants or claims of right, title or interest in any portion Borrower and Operating Lessee represents and warrants to Lender with respect to the Operating Lease that: (i) none of the Premises Individual Properties are subject to any commercial Leases other than the leases (Operating Lease and the "Leases") listed commercial Leases set forth on the rent roll Schedule XI attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premiseshereto, (ii) Borrower is the date sole owner of that tenant's leasethe entire lessor’s interest in the Operating Lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases Operating Lease is valid and subsisting and in full force and effect, there are no defaults thereunder by either party, there are no conditions that, with the tenant passage of time or the giving of notice, or both, would constitute defaults thereunder, (iv) the copy of the Operating Lease delivered to Lender is in actual possession in the normal coursetrue and complete, and the rents set forth in Exhibit "D" there are the actual rentsno oral agreements with respect thereto, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease (v) no Rent (including security deposits) has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise month in advance of its due date, all Rents due have been paid in full and Operating Lessee is not in arrears in its payment of Rent, (vi) there exist no offsets or defenses to the payment of any portion of the Rents and Borrower has no monetary obligation to Operating Lessee under the Operating Lease, (vii) Borrower has received no notice from Operating Lessee challenging the validity or enforceability of the Operating Lease, (viii) no person or entity has any possessory interest in, or right to occupy, any of the Individual Properties except under and pursuant to the Operating Lease and the commercial leases set forth on Exhibit "D"Schedule XI attached hereto, no security deposits (ix) all work to be performed by tenants Borrower under the Operating Lease has been performed as required and has been accepted by Operating Lessee, (x) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to Operating Lessee has already been received by Operating Lessee, and (xi) Operating Lessee does not have heretofore been returned a right or applied option pursuant to charges against the tenantsOperating Lease or otherwise to purchase all or any part of the leased premises or the Improvements of which the leased premises are a part.

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Supertel Hospitality Inc)

Leases. There are no oral (a) Either Borrower or written leases or rights the Joint Venture, as applicable, is the sole owner of occupancy or grants or claims of right, title or the entire lessor's interest in any portion the Leases (other than resident care agreements) and Borrower, the relevant Operator (as to a Leased Facility) and/or Manager are the sole owners of the Premises entire lessor's interest in the resident care agreements; (b) the Leases (other than resident care agreements) are the leases (valid, binding and enforceable obligations of Borrower and the "Leases") listed on applicable tenant or lessee thereunder and, with respect to the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant resident care agreements, the resident care agreements are the valid, binding and enforceable obligations of the PremisesManager or the Joint Venture, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal courseapplicable, and the rents set forth applicable tenant or lessee thereunder; (c) the terms of all alterations, modifications and amendments to the Leases are reflected in Exhibit "D" are the actual rents, income certified rent roll statements delivered to and charges being collected approved by Seller under Lender; (d) none of the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has Rents reserved in the Leases have been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law assigned or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant pledged or hypothecated; (e) none of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases Rents have been collected for more than one (1) month. Except as otherwise set forth month in advance; (f) the premises demised under the Leases have been completed and the tenants under the Leases have accepted the same and have taken possession of the same on Exhibit "D"a rent-paying basis; (g) there exists no offset or defense to the payment of any portion of the Rents; (h) no Lease contains an option to purchase, right of first refusal to purchase, expansion right, or any other similar provision; (i) no security deposits by tenants have heretofore been returned Person has any possessory interest in, or applied right to charges against occupy, any Facility except under and pursuant to a Lease; (j) each Lease (other than resident care agreements) is subordinate to the tenantsLoan Documents, either pursuant to its terms or a recorded subordination agreement; and (k) no Lease has the benefit of a non-disturbance agreement that would be considered unacceptable to prudent institutional lenders.

Appears in 1 contract

Samples: Loan Agreement (Alternative Living Services Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of rightBorrowers have delivered to Lender a true, title or interest in any portion of correct and complete rent roll for the Premises other than the leases Properties (the "LeasesRENT ROLL") listed on ), which includes all commercial Leases affecting the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawProperties. Except as set forth on Exhibit "D"the Rent Roil: (i) each commercial Lease is in full force and effect; (ii) the tenants under the commercial Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under such Leases, and there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the commercial Leases have been paid and no portion thereof has been paid for any period more than 30 days in advance; (iv) the rent payable under each commercial Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under any commercial Lease which remains outstanding, there are no defaults on the part of the Premises landlord under any commercial Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrowers' best knowledge, there is no present material default by the tenant under any commercial Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.6; (viii) the applicable Borrower is the sole owner of the entire lessor's interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of such Borrower and the applicable tenant thereunder, (x) no Person has any possessory interest in, or night to occupy, any Property except under the terms of the Lease; and (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases has, and shall not at Closing have, prepaid contains any rent under any option to purchase or right of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenants.first refusal to

Appears in 1 contract

Samples: Loan Agreement (Lodgian Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of rightBorrower has delivered to Lender a true, title or interest in any portion of correct and complete rent roll for the Premises other than the leases Property (the "Leases") listed on “Rent Roll”), which includes all Leases affecting the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawProperty. Except as set forth on Exhibit "D"the Rent Roll: (i) each Lease is in full force and effect; (ii) the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the Tenant thereunder for an adjustment to the rent; (v) no Tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the landlord under any Lease, and, to Borrower’s knowledge, no tenant event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s best knowledge, there is no present material default by the Tenant under any Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.8; (viii) Borrower is the sole owner of the Premises entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder; (x) no Person has any possessory interest in, or right to occupy, the Property except under any the terms of a Lease; and (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing haveno other Person has any interest therein except the Tenants thereunder. Borrower represents and warrants to Lender that all pass-throughs of costs, prepaid any rent under any charges, reimbursements and expenses charged by Borrower, as landlord, of Tenants pursuant to the terms and provisions of current and prior Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits are and were properly payable by tenants have heretofore been returned or applied such Tenants pursuant to charges against the tenantsterms and provisions of such Leases.

Appears in 1 contract

Samples: Loan Agreement (World Wrestling Entertainmentinc)

Leases. There are no oral or written leases or rights of The occupancy or grants or claims of rightreport provided to Administrative Agent in connection with the Loan Closing is true, title or interest complete and correct in any portion all material respects and as of the Premises date of the occupancy report and the Property is not subject to any Leases other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawoccupancy report. Except as set forth on Exhibit "D"the occupancy report: (i) each Lease is in full force and effect; (ii) the Tenants have commenced the payment of rent under the Leases, and to Borrower’s actual knowledge, there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the occupancy report, and, to Borrower’s actual knowledge, there is no claim or basis for a claim by the Tenant thereunder for an adjustment to the rent; (v) no Tenant has made any claim against the landlord under any Lease which remains outstanding, to Borrower’s actual knowledge, there are no defaults on the part of the landlord under any Lease, and, to Borrower’s actual knowledge, no tenant event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s actual knowledge, there is no present default by the Premises Tenant under any Lease, and no events or circumstances exist which, with the passage of time or the giving of notice, or both, would constitute a default under a Lease and enforcement of the Leases hasby Borrower or by Administrative Agent pursuant to an exercise of Administrative Agent’s rights under each Security Instrument would be subject to no defenses of any kind; (vii) all security deposits under Leases are as set forth on the occupancy report; (viii) Borrower is the sole owner of the entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder, and shall not at Closing have(x) no Person has any possessory interest in, prepaid any rent or right to occupy, the Property except under any the terms of the Leases for more than one (1) monthor a Permitted Encumbrance. Except as otherwise set forth on Exhibit "D"disclosed by Borrower to Administrative Agent in writing, none of the Leases contains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the rents have been assigned or pledged except to Administrative Agent, and no security deposits by tenants have heretofore been returned or applied to charges against other Person has any interest therein except the tenantsTenants thereunder.

Appears in 1 contract

Samples: Syndicated Term Loan Agreement (Strategic Storage Trust VI, Inc.)

Leases. There are no oral (a) All Leases and all renewals, extensions, amendments, assignments and subleases and modifications (other than assignments or written leases or rights of occupancy or grants or claims of right, title or interest in subleases expressly permitted under any portion Lease pursuant to a unilateral right of the Premises other than Tenant thereunder not requiring the leases (consent of Borrower) of Leases executed after the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies date hereof shall (i) each tenant of the Premisesprovide for economic terms, including rental rates, comparable to existing local market rates for similar properties, (ii) the date of that tenant's leasebe on commercially reasonable terms, (iii) the expiration date have a term of that tenant's leasenot less than three (3) years (unless Lender approves in writing a shorter term) and not more than fifteen (15) years, including extensions and renewals (unless Lender approves in writing a longer term), (iv) provide that such Lease is subordinate to the annual Mortgage and monthly minimum rental chargethe Assignment of Leases and that the Tenant thereunder shall attorn to Lender and any purchaser at a foreclosure sale, (v) be to Tenants that are creditworthy (or to Tenant’s whose obligations under the tenant's share Lease are guaranteed by a creditworthy entity pursuant to (1) an absolute, unconditional and irrevocable lease guaranty or (2) a “good guy” guaranty, which such “good guy” guaranty shall be in a form that is customarily accepted by a prudent landlord for similar properties in midtown Manhattan), (vi) [intentionally omitted], (vii) not be to an Affiliate of building operating Borrower, Guarantor or Affiliated Manager (if any), (viii) [intentionally omitted], (ix) comply with the terms of the Ground Lease, and (x) not contain any option to purchase, any right of first refusal to purchase, any right to terminate (except in the event of the destruction or condemnation of substantially all of the Property), or any other terms which would materially adversely affect Lender’s rights under the Loan Documents. Further, all Major Leases and all renewals, amendments and modifications thereof and waivers thereunder (other than assignments or subleases expressly permitted under any Major Lease pursuant to a unilateral right of the Tenant thereunder not requiring the consent of Borrower) executed after the date hereof shall be subject to Lender’s prior written approval. Lender shall execute and deliver its standard form of subordination, non-disturbance and attornment agreement to Tenants under any future Major Lease approved by Lender promptly upon request, with such commercially reasonable changes as may be requested by such Tenants, and which are reasonably acceptable to Lender. Borrower shall pay Lender’s reasonable out-of-pocket costs (and expenses in connection with any such subordination, non-disturbance and attornment agreement, including, without limitation, taxes) reasonable legal fees and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsexpenses.

Appears in 1 contract

Samples: Loan Agreement (American Realty Capital New York City REIT, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of rightTo Borrower’s knowledge, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D"Schedule 3 (the “Rent Roll”) is true, complete and correct in all material respects and the Property is not subject to any Leases other than the Leases described in the Rent Roll. Exhibit "D" identifies To Borrower’s knowledge, except as set forth on the Rent Roll: (i) each tenant of the Premises, Lease is in full force and effect; (ii) the date tenants under the Leases have accepted possession of that tenant's leaseand are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and, to Borrower’s knowledge, there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the expiration date of that tenant's lease, Leases have been paid and no portion thereof has been paid for any period more than 30 days in advance; (iv) the annual rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and, to Borrower’s knowledge, there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the landlord under any Lease, and monthly minimum rental chargeno event has occurred which, with the tenant's share giving of building operating costs notice or passage of time, or both, would constitute such a default; (including, without limitation, taxesvi) and any and all costs, expenses and other charges payable there is no present material default by the tenant under the any Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, ; (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or all security deposits made by under Leases are as set forth on the tenant under said tenant's LeaseRent Roll and are held consistent with Section 3.9; (viii) any options to renew, extend, purchase, cancel Borrower or terminateOperating Tenant is the sole owner of the entire lessor’s interest in each Lease; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissionseach Lease is the valid, binding and enforceable obligation of the Borrower and Operating Tenant, as applicable; and (x) no Person has any outstanding written notices of defaults of any kind possessory interest in, or nature whatsoever. Seller has the sole right to collect rents occupy, the Property except under the Leases, and neither such right nor any terms of the Lease (other than in connection with Hotel Transactions). None of the Leases has been assigned, pledged, hypothecated contains any option to purchase or otherwise encumbered by Seller except as additional collateral for right of first refusal to purchase the existing mortgage upon the Premises which shall be satisfied at Property or before Closingany part thereof. To the best of Seller's Borrower’s knowledge, each of neither the Leases is valid and subsisting and in full force and effect, nor the tenant is in actual possession in the normal courseRents have been assigned or pledged except to Lender, and no other Person has any interest therein except the rents set forth in Exhibit "D" are the actual rents, income tenants thereunder and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsBorrower.

Appears in 1 contract

Samples: Loan Agreement (Behringer Harvard Opportunity REIT II, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of rightTo Borrowers’ knowledge, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D"Schedule 7 (the “Rent Roll”) is true, complete and correct and no Property is subject to any Leases other than the Leases described in the Rent Roll. Exhibit "D" identifies To Borrowers’ knowledge, except as set forth on the Rent Roll or as otherwise disclosed in writing to Lender: (i) each tenant of the Premises, Lease is in full force and effect; (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant tenants under the LeaseLeases have accepted possession of and are in occupancy of all of their respective demised premises, (v) arrearages, if any, and whether have commenced the latest payment of rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral paid for any period more than thirty (30) days in advance; (iv) the existing mortgage upon rent payable under each Lease is the Premises which shall be satisfied at or before Closing. To the best amount of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents fixed rent set forth in Exhibit "D" are the actual rentsRent Roll, income and charges being collected there is no claim or basis for a claim by Seller the tenant thereunder for an adjustment to the rent; (v) no tenant has made any claim against the landlord under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as which remains outstanding, there are no defaults on the part of this date or shall be completed as of Closingthe landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrowers’ knowledge, there is no present material default by the tenant under any Lease; (vii) all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except deposits under Leases are as set forth on Exhibit "D", no tenant the Rent Roll and are held consistent with Section 3.7 hereof; (viii) the applicable Borrower is the sole owner of the Premises entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of such Borrower and the applicable tenant thereunder; (x) no Person has any possessory interest in, or right to occupy, any Property except under any the terms of the Lease; and (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase any Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 1 contract

Samples: Loan Agreement (Inland Diversified Real Estate Trust, Inc.)

Leases. There are no oral or written leases or rights A rent roll with respect to all Leases of occupancy or grants or claims of right, title or interest in any portion of the Premises Mortgaged Properties (current as of the date set forth thereon) is accurate and completely set forth in Schedule 6.22(1) as the same shall be supplemented each fiscal quarter by a certificate signed by an authorized officer of Borrower. The Leases reflected on such rent roll constitute the sole and complete agreements and understandings relating to leasing or licensing of space in the Buildings or otherwise at the Mortgaged Properties. The Borrower has delivered to the Agent a true and complete copy of all Major Leases. There are no occupancies, rights, privileges or licenses in or to the Buildings or any other part of the Mortgaged Properties other than pursuant to the leases (the "Leases") listed Leases reflected on the rent roll attached hereto set forth in Schedule 6. 22(1). Except as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (iiset forth in Schedule 6.22(1) the date of that tenant's lease, (iiiLeases reflected on the Schedule 6.22(1) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and roll are in full force and effect, the in accordance with their respective terms, without any payment default or any other material default thereunder, nor are there any defenses, counterclaims, offsets, concessions or rebates available to any tenant is in actual possession in the normal coursethereunder, and the Mortgagor has not given or made, or received, any notice of default, or any material claim, which remains uncured or unsatisfied, with respect to any of the Major Leases and, to the best of the Borrower's knowledge there is no basis for any such claim or notice of default by any tenant. The Schedule 6.22(1) rent roll accurately and completely sets forth all rents set forth payable by tenants, no tenant having paid more than one month's rent in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leasesadvance. Any All tenant improvements which Seller is obligated or work to complete be done, furnished or paid for by the landlord, or credited or allowed to a tenant, for, or in connection with, the Buildings pursuant to any Lease has been completed as of this date and paid for, or shall be completed as of Closingprovided for in a manner satisfactory to the Agent, and all costs for completed work has been or shall will be paid for by Sellerthe Borrower in the ordinary course of the Borrower's business. The amount No leasing, brokerage or like commissions, fees or payments are due from the Borrower in respect of each security deposit containsthe Leases, where required or will be paid for by law or otherwise applicable, interest which has accrued the Borrower in accordance with lawthe ordinary course of the Borrower's business. Except as set forth on Exhibit "D"the Schedule 6.22(1) rent roll, no tenant of all tenants under all Leases are in occupancy and operating the Premises premises covered by such Leases within the permitted uses under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one such Leases. (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenants.m)

Appears in 1 contract

Samples: Loan Agreement (Liberty Property Limited Partnership)

Leases. There are no oral or written leases or rights of The occupancy or grants or claims of rightreport provided to Administrative Agent in connection with the Loan Closing is true, title or interest complete and correct in any portion all material respects and as of the Premises date of the occupancy report and the Property is not subject to any Leases other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawoccupancy report. Except as set forth on Exhibit "D"the occupancy report: (i) each Lease is in full force and effect; (ii) the Tenants have commenced the payment of rent under the Leases, and to Borrower’s actual knowledge, there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the occupancy report, and, to Borrower’s actual knowledge, there is no claim or basis for a claim by the Tenant thereunder for an adjustment to the rent; (v) no Tenant has made any claim against the landlord under any Lease which remains outstanding, to Borrower’s actual knowledge, there are no defaults on the part of the landlord under any Lease, and, to Borrower’s actual knowledge, no tenant event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s actual knowledge, there is no present default by the Premises Tenant under any Lease, and no events or circumstances exist which, with the passage of time or the giving of notice, or both, would constitute a default under a Lease and enforcement of the Leases hasby Borrower or by Administrative Agent pursuant to an exercise of Administrative Agent’s rights under the Security Instrument would be subject to no defenses of any kind; (vii) all security deposits under Leases are as set forth on the occupancy report; (viii) Borrower is the sole owner of the entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder, and shall not at Closing have(x) no Person has any possessory interest in, prepaid any rent or right to occupy, the Property except under any the terms of the Leases for more than one (1) monthor a Permitted Encumbrance. Except as otherwise set forth on Exhibit "D"disclosed by Borrower to Administrative Agent in writing, none of the Leases contains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the rents have been assigned or pledged except to Administrative Agent, and no security deposits by tenants have heretofore been returned or applied to charges against other Person has any interest therein except the tenantsTenants thereunder.

Appears in 1 contract

Samples: Syndicated Term Loan Agreement (Strategic Storage Trust VI, Inc.)

Leases. There Borrower represents and warrants to Lender with respect to the Leases that, except as disclosed in any Tenant estoppel certificate addressed and delivered to Lender prior to the Closing Date or otherwise disclosed to Lender in writing: (a) the rent roll attached hereto as Schedule I is true, complete and correct, no Property is subject to any Leases other than the Leases described in Schedule I, and no Person has any possessory interest in any Property or right to occupy the same except under and pursuant to the provisions of the Leases; (b)(i) the Leases identified on Schedule I are in full force and effect, (ii) there are no monetary defaults or, to Borrower’s Knowledge, material non-monetaery defaults thereunder by any applicable Tenant, (iii) there are no defaults thereunder by Borrower, as landlord, and, Borrower’s Knowledge, there are no conditions that, with the passage of time or the giving of notice, or both, would constitute a default by Borrower, as landlord, thereunder, and (iv) to Borrower’s Knowledge, no Tenant is subject to an action under any state or federal bankruptcy, insolvency, or similar laws or regulations, (c) the copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto, (d) no Rent (other than security deposits) has been paid more than one (1) month in advance of its due date, (e) all work to be performed by Borrower under each Lease to which such Borrower is a party has been performed as required and has been accepted by the applicable Tenant, (f) any payments, free rent, partial rent, rebate of rent or written leases other payments, credits, allowances or rights abatements required to be given by the applicable Borrower to any Tenant has already been received by such Tenant, (g) all security deposits are being held in accordance with Legal Requirements, (h) all Tenants at the Property are paying full rent under their Leases; (i) no Tenant under any Lease (or any sublease) is an Affiliate of occupancy Borrower, (j) no Tenant under any Lease has a right or grants option pursuant to such Lease or claims otherwise to purchase all or any part of the leased premises or the Improvements of which the leased premises are a part, (k) intentionally omitted, and (l) no Person other than the applicable Borrower and the applicable Tenant have any right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller and Rents except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid rights and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated Liens granted to complete Lender pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsLoan Documents.

Appears in 1 contract

Samples: Loan Agreement (Industrial Logistics Properties Trust)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of rightExcept as specified on Schedule 3.8(b), title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (iA) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases Lease is valid and subsisting and in full force and effecteffect in all material respects; (B) the assignment of each Lease to Purchaser in accordance with this Agreement does not require the consent of any other Person, will not result in a breach of, or default under, such Lease, or otherwise cause such Lease to cease to be in full force and effect on identical terms following the Closing; (C) Seller has no material disputes with any Landlords with respect to any Lease or any Leased Real Property and to Seller's Knowledge, no Landlord under any Lease has a dispute with Seller with respect to any Lease or any Leased Property; (D) neither Seller nor to Seller's Knowledge any other party to any Lease is in material breach or default under any Lease, -16- and no event has occurred or circumstance exists which, with the delivery of notice, the tenant is passage of time or both, would constitute a breach or default under any Lease, or permit the termination or modification of any Lease or acceleration of rent under any Lease; (E) no portion of any security deposit tendered in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to accordance with any Lease has been completed as of this date applied with respect to a breach or shall be completed as of Closingdefault under such Lease which has not been restored in full; (F) Seller does not owe, and all costs for completed work has been will not owe in the future, any brokerage commissions or shall be paid by finder's fees with respect to any Lease; (G) no party to any Lease (other than Seller. The amount ) is an affiliate of each security deposit contains, where required by law Seller or otherwise applicablehas any economic interest in Seller; (H) Seller has not collaterally assigned or granted any other security interest in any Lease; (I) there are no Liens or encumbrances on the estate or interest created by any Lease; (J) the holders of all mortgages and other liens on the title to the Leased Real Property that are superior to Seller's leasehold interest in the Leased Real Property have executed Non-Disturbance Agreements, interest copies of which has accrued are included in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any Lease Documents; (K) none of the Leases has, and shall not at Closing have, prepaid obligates the tenant to operate a business on the Leased Real Property or prohibits the tenant from closing the business currently operated on the Leased Real Property or entitles the landlord to exercise any rent under any rights or remedies against the tenant if the tenant closes the business currently conducted on the Leased Real Property; (L) none of the Leases contains restrictions on the tenant's ability to operate or lease a pharmacy on the Leased Real Property; (M) none of the Leases obligates the tenant to maintain, repair, or replace the roof or the parking area of the Improvements on the Leased Real Property (except that the tenant may be obligated to reimburse the landlord under the Leases for more than one the tenant's proportionate share of costs incurred by Landlord to maintain, (1N) month. Except as otherwise set forth repair the roof of the Improvements or any parking area located on Exhibit "D"the Leased Real Property); (O) to Seller's Knowledge, no security deposits by tenants have heretofore been returned or applied the landlord under the Leases has good and marketable title to charges the Leased Real Property; (P) Seller has good and marketable title to all leasehold interests under the Leases; (Q) to Seller's Knowledge, Seller has taken all necessary actions required under the Leases and/or applicable Legal Requirements to enforce its rights against the tenantsapplicable landlord with respect to any known deferred maintenance obligation of a landlord at any Premises; and (R) no person or firm possesses or occupies, or has the right to possess or occupy, any portion of any Leased Real Property, except for (i) that portion of any Leased Real Property that is a "common area" under the applicable Lease and (ii) those portions of any Leased Real Property occupied by subtenants pursuant to valid Subleases more particularly identified on Schedule 3.8(c). Notwithstanding the materiality qualifiers in (C) and (D) above, Seller shall use all commercially reasonable efforts to provide Purchaser with written information regarding each dispute, breach and default arising in, under, or in connection with a Lease.

Appears in 1 contract

Samples: Asset Purchase Agreement (Spartan Stores Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest Borrower represents and warrants to Lender with respect to the Leases (except as may otherwise be disclosed in any portion Tenant or seller estoppel certificate delivered to Lender on or prior to the date hereof) that: (a) to the best of Borrower’s knowledge, the Premises rent roll with respect to the Property attached hereto as Schedule I is true, complete and correct in all material respects and the Property is not subject to any Leases other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the PremisesLeases described in Schedule I, (iib) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and identified on Schedule I are in full force and effecteffect and, to the tenant is in actual possession in the normal course, best of Borrower’s knowledge and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except except as set forth on Exhibit "D"Schedule I, there are no tenant of material defaults thereunder by either party, (c) the Premises under any copies of the Leases hasdelivered to Lender are true and complete, (d) except for payments made (on a quarterly or annual basis) by the providers of telecommunications and shall not at Closing havedrop box services or as otherwise set forth on Schedule I, prepaid any rent under any of the Leases for no Rent (including security deposits) has been paid more than one (1) month. Except month in advance of its due date, (e) all work to be performed by Borrower under each Lease (other than work which is not required to be completed as of the Closing Date) has been performed as required and, to the best of Borrower’s knowledge, has been accepted by the applicable Tenant, (f) to the best of Borrower’s knowledge, except for the Unfunded Tenant Allowances or as otherwise set forth on Exhibit "D"Schedule I, no any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant, and (g) all security deposits by tenants have heretofore been returned or applied to charges against the tenantsare being held in accordance with Legal Requirements.

Appears in 1 contract

Samples: Loan Agreement (Behringer Harvard Reit I Inc)

Leases. There are no oral Prior to the Approval Date, Sellers shall not terminate or written leases or rights accept the surrender of occupancy or grants or claims any existing Leases without the prior consent of right, title or interest Purchaser unless Sellers enter into a new Lease for the space demised under such terminated Lease which new Lease provides for an annual base rent in any portion excess of the Premises other than annual base rent payable under the leases terminated Lease. In the event that Sellers terminate or accept the surrender of any Lease without Purchaser's prior PURCHASE AND SALE AGREEMENT MPR PROPERTY written consent pursuant to the foregoing, Sellers shall deliver copies thereof to Purchaser within five (5) business days after execution thereof. Notwithstanding the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant foregoing, any termination of the PremisesPayless Shoes Lease at Plaza del Norte shall be subject to Section 3.6.5. Prior to the Approval Date, (ii) Sellers shall have the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued execute new leases in accordance with law. Except as Sellers' past practices without the prior consent of Purchaser; provided that (a) the base or minimum rent payable for the space demised under such new Lease is not less than eighty percent (80%) of the base or minimum rent set forth on Exhibit "D"5.4 for such space, no (b) the tenant thereunder is Credit-Worthy, (c) such Lease will not cause the violation of any exclusive use rights granted under, or prohibited use clause in, any other Lease at the Property, (d) the term (including renewal options) thereof shall not exceed ten (10) years in the case of any outparcel space Lease and five (5) years in the case of any other Lease, unless (i) in the case of any outparcel space Lease, the base rent as of the Premises tenth (10th) anniversary of the rent commencement date (and as of each tenth (10th) anniversary thereafter, if applicable) is at least twenty percent (20%) more than the base rent payable at the beginning of the immediately preceding ten (10) year period or (ii) in the case of any other Lease, the base rent as of the fifth (5th) anniversary of the rent commencement date (and as of each fifth (5th)anniversary thereafter, if applicable) is at least twenty percent (20%) more than the base rent payable at the beginning of the immediately preceding five (5) year period; (e) such new Lease provides that the tenant thereunder will pay its proportionate share of common area maintenance charges, real estate taxes and insurance charges for the Project in which such tenant is leasing space, (f) such new Lease does not require the landlord thereunder to perform any tenant improvements (other than completion of the building in which the leased premises are located) or provide any tenant improvement allowance, (g) to the extent that a Seller is required to obtain the consent of the Lender or Servicer to such new Lease under the Loan Documents, such consent has been obtained, and (h) Sellers shall deliver copies thereof to Purchaser within five (5) business days after execution thereof. Prior to the Approval Date, Sellers also have the right to renew or amend any existing Leases in accordance with Sellers' past practices without the prior consent of Purchaser; provided that (w) any such amendment does not reduce the term of such Lease, (x) the base or minimum rent payable thereunder is not less than the base or minimum rent payable by such tenant prior to such renewal or amendment (unless such tenant has the right to renew its Lease pursuant to the express terms of its Lease), (y) the renewal term thereof shall not exceed ten (10) years in the case of any outparcel space and five (5) years in the case of any other Lease (unless such Lease provides for a longer renewal term as of the date hereof), unless the base rent payable as of the commencement of each renewal term in excess of five (5) or ten (10) years increases by not less than twenty percent (20%) over the base rent payable as of the commencement of the immediately preceding term; and (z) Sellers shall deliver copies thereof to Purchaser within five (5) business days after execution thereof. Except as specifically provided in this Section 5.4, prior to the Approval Date, Sellers shall not execute any new Lease or renew, amend or terminate any existing Leases (unless a Seller is required to renew, amend or terminate an existing Lease pursuant to the terms thereof) without the prior written consent of Purchaser, not to be unreasonably withheld or delayed. From and after the Approval Date, Sellers shall not execute any new Lease or renew, amend or terminate any existing Leases (unless a Seller is required to renew, amend or terminate an existing Lease pursuant to the terms thereof) without the prior written consent of Purchaser, not to be unreasonably withheld or delayed. In the event that Purchaser's consent is required to any of the Leases hasforegoing, and shall not at Closing have, prepaid Purchaser will be deemed to have approved any rent under such action if Purchaser fails to respond to any request for consent within five (5) business days after receipt of the Leases such request for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsconsent.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Developers Diversified Realty Corp)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest Except as disclosed in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each for the Property and any tenant estoppels delivered to Lender in connection with the origination of the PremisesLoan, ) Borrower is the sole owner of the entire lessor’s interest in the Leases; (iib) the date of that tenant's lease, Leases are valid and enforceable; (iiic) the expiration date terms of that tenant's leaseall alterations, (iv) modifications and amendments to the annual Leases are reflected in the certified occupancy statement delivered to and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable approved by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's LeaseLender; (viiid) any options none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated (other than to renew, extend, purchase, cancel or terminateLender); (ixe) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any none of the Leases has Rents have been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except month in advance; (f) all work to be performed by the lessor under each Lease has been performed as otherwise set forth on Exhibit "D"required and has been accepted by the applicable tenant, no and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the lessor under each Lease to any tenant has already been received by such tenant; (g) all security deposits under the Leases are being held in accordance with Applicable Laws; (h) there exist no offsets or defenses to the payment of any portion of the Rents; (i) the current Leases are in full force and effect and there are no defaults thereunder by tenants either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute a default thereunder by any party; (j) no tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property or any portion thereof, and no tenant under any Lease has any right or option for additional space on the Property; (k) there are no brokerage fees or commissions due and payable in connection with the leasing of space at the Property, except as has been previously disclosed to Lender in writing, and no such fees or commissions will become due and payable in the future in connection with any of the Leases described on the rent roll previously provided to Lender, including by reason of any extension of such Lease or expansion of the space leased thereunder, except as has previously been disclosed to Lender in writing; (l) each tenant has unconditionally taken possession of and is occupying all of its leased premises located at the Property and each such tenant has commenced the payment of rents for all space subject to its Lease and (m) all work to be performed by the landlord under each Lease has been completed in a good and workmanlike manner and in accordance with the applicable Lease and such work has been accepted by the applicable tenant and all reimbursements and allowances due to any tenant in connection with any such work have heretofore been returned or applied to charges against the tenantspaid in full.

Appears in 1 contract

Samples: Security Agreement (Talon Real Estate Holding Corp.)

Leases. There Borrower represents and warrants to Agent with respect to the Leases that, except as disclosed (x) in any Tenant estoppel certificate addressed and delivered to Agent and Lenders prior to the Closing Date, or (y) on Schedule 3.1.22 hereto: (a) the rent roll attached hereto as Schedule I is true, complete and correct in all material respects, the Property is not subject to any Leases other than the Leases described in Schedule I, and no Person has any possessory interest in the Property or right to occupy the same except for the Mortgage Borrower or under and pursuant to the provisions of the Leases, (b)(i) the Leases identified on Schedule I are in full force and effect, (ii) to the best of Borrower’s knowledge, there are no defaults thereunder by the applicable Tenant, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute a default by a Tenant thereunder, (iii) to Borrower’s knowledge, there are no defaults thereunder by Mortgage Borrower, as landlord, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute a default by Mortgage Borrower, as landlord, thereunder, and (iv) to Borrower’s knowledge, no Tenant is subject to an action under any state or federal bankruptcy, insolvency, or similar laws or regulations, (c) the copies of the Leases delivered to Agent are true and complete in all material respects, and there are no oral agreements with respect thereto, (d) no Rent (other than security deposits) has been paid more than one (1) month in advance of its due date, (e) all work to be performed by Mortgage Borrower under each Lease as of the date hereof has been performed as required and has been accepted by the applicable Tenant, (f) any payments, free rent, partial rent, rebate of rent or written leases other payments, credits, allowances or rights abatements required to be given by Mortgage Borrower to any Tenant as of the date hereof has already been received by such Tenant, (g) all security deposits are being held in accordance with Legal Requirements, (h) all Tenants at the Property are paying full rent under their Leases, (i) no Tenant under any Lease (or any sublease) is an Affiliate of Borrower, (j) no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the Improvements of which the leased premises are a part, (k) except as previously disclosed in writing to Agent, each Tenant at the Property is in physical occupancy or grants or claims of the premises demised under its Lease and has not sublet any portion thereof to any Person, and (l) no Person other than the Mortgage Borrower and the applicable Tenant have any right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller and Rents except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid rights and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated Liens granted to complete Agent pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsLoan Documents.

Appears in 1 contract

Samples: Mezzanine Loan Agreement (Black Creek Diversified Property Fund Inc.)

Leases. There A true, correct and complete copy (in all material respects) of the most recent rent roll for the Leases in effect for the Premises as of the Closing Date is attached to Loan Parties’ Certificate (such rent roll and any rent roll for the Premises subsequently delivered to Agent, a “Rent Roll”). Each Loan Party has delivered to Agent true, correct and complete copies of the Leases. As of the Closing Date, there are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of Leases with respect to the Premises other than the leases (the "Leases") listed Leases that are set forth on the rent roll Rent Roll which is attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of to the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawLoan Parties’ Certificate. Except as set forth on Exhibit "D"the Rent Roll or any estoppels delivered to Agent: (a) each Lease is in full force and effect; (b) all Rents due and payable under the Leases have been paid and no portion of any Rent has been paid for any period more than thirty (30) days in advance; (c) the fixed rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and, to Loan Parties’ actual knowledge, there is no tenant of claim or basis for a claim by the Premises Lessee thereunder for an adjustment to such fixed rent; (d) no Lessee has made any material written claim against Loan Parties or Property Manager that remains outstanding that either Loan Party is in default under its applicable Lease; (e) no material default has occurred by Loan Parties or, to Loan Parties’ actual knowledge, any Lessee under any Lease, and no event which, with the giving of notice or passage of time, or both, would constitute a material default under any Lease by Loan Parties or, to Loan Parties’ actual knowledge, any Lessee, has occurred; (f) each Lease is the valid, binding and enforceable obligation of Loan Parties, as applicable and, to Loan Parties’ actual knowledge, the applicable Lessee thereunder; (g) all Security Deposits under the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except are as otherwise set forth on Exhibit "D"the Rent Roll and are held pursuant to Section 3.3 and Loan Parties and Property Manager, if any, are in compliance with all Legal Requirements in all material respects with respect to all Security Deposits; (h) no use restriction contained in any Lease, Permitted Encumbrance or Premises Document is violated by any use permitted under any other Lease, any Permitted Encumbrances or any Premises Document where such violation is reasonably likely to result in a Material Adverse Effect; (i) no Lease contains any option to purchase or right of first refusal to purchase the Premises or any part thereof; (j) to Loan Parties’ actual knowledge, no security deposits Lease has been assigned or sublet by tenants have heretofore been returned any tenant to any Person; and (k) to Loan Parties’ knowledge, no Lessee has (i) consented to the appointment of a conservator, receiver, trustee, custodian or applied liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to charges it or of or relating to all, or substantially all, of its property, or for the winding-up or liquidation of its affairs, (ii) admitted in writing its inability to pay its debts generally as they become due, (iii) filed a petition, or otherwise instituted, or consented to the institution against it, of proceedings to take advantage of any law relating to bankruptcy, insolvency or reorganization or the tenantsrelief of debtors, (iv) made an assignment for the benefit of its creditors or (v) suspended payment of its obligations. Nothing in this Section 5.34 shall apply or extend to the Ground Leases or Operating Lease.

Appears in 1 contract

Samples: Loan Agreement (Sunstone Hotel Investors, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest Except as disclosed in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies for the Property delivered to and approved by Lender, (ia) each tenant Borrower is the sole owner of the Premises, entire lessor's interest in the Leases; (iib) the date of that tenant's lease, Leases are valid and enforceable; (iiic) the expiration date terms of that tenant's leaseall alterations, (iv) modifications and amendments to the annual Leases are reflected in the certified rent roll delivered to and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable approved by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's LeaseLender; (viiid) any options none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated (except to renew, extend, purchase, cancel or terminateLender); (ixe) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any none of the Leases has Rents have been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise month in advance (provided that a security deposit shall not be deemed rent collected in advance); (f) the premises demised under the Leases have been completed and the tenants under the Leases have accepted the same and have taken possession of the same on a rent-paying basis; (g) there exist no offsets or defenses to the payment of any portion of the Rents; (h) Borrower has received no notice from any tenant challenging the validity or enforceability of any Lease; (i) there are no agreements with the tenants under the Leases other than expressly set forth on Exhibit "D"in each Lease; (j) the Leases are valid and enforceable against Borrower and the tenants set forth therein; (k) no Lease contains an option to purchase, right of first refusal to purchase, or any other similar provision; (l) no security deposits by tenants have heretofore been returned person or applied entity has any possessory interest in, or right to charges against occupy, the tenantsProperty except under and pursuant to a Lease; (m) each Lease (other than a residential Lease) is subordinate to this Security Instrument, either pursuant to its terms or a recorded subordination agreement; (n) no Lease has the benefit of a non-disturbance agreement that would be considered unacceptable to prudent institutional lenders; and (o) no brokerage commissions or finders fees are due and payable regarding any Lease.

Appears in 1 contract

Samples: Security Agreement (Ramco Gershenson Properties Trust)

Leases. There are no oral or written leases or rights Except as disclosed in the certified rent roll for the Property delivered to and approved by Lender, (a) Borrower is the sole owner of occupancy or grants or claims of right, title or the entire lessor's interest in any portion the Leases; (b) the Leases are valid and enforceable; (c) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified rent roll delivered to and approved by Lender; (d) none of the Premises other than Rents reserved in the leases Leases have been assigned or otherwise pledged or hypothecated (the "Leases"except to Lender); (e) listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant none of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has Rents have been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) month. Except as otherwise month in advance other than minor operating expense advances subject to adjustment within a year (provided that a security deposit shall not be deemed rent collected in advance); (f) the premises demised under the Leases have been completed and the tenants under the Leases have accepted the same and have taken possession of the same on a rent-paying basis; (g) to the best of its knowledge and belief, there exist no offsets or defenses to the payment of any portion of the Rents; (h) Borrower has received no notice from any tenant challenging the validity or enforceability of any Lease; (i) all payments due under the Leases are current and are consistent with the certified rent roll for the Property delivered to and approved by Lender; (j) to the best of its knowledge and belief, no tenant under any Lease is in default thereunder, or is a debtor in any bankruptcy, reorganization, insolvency or similar proceeding, or has demonstrated a history of payment problems which suggest financial difficulty; (k) there are no agreements with the tenants under the Leases other than expressly set forth on Exhibit "D"in each Lease; (l) the Leases are valid and enforceable against Borrower and the tenants set forth therein; (m) no Lease contains an option to purchase, right of first refusal to purchase, or any other similar provision; (n) no security deposits by tenants have heretofore been returned person or applied entity has any possessory interest in, or right to charges against occupy, the tenantsProperty except under and pursuant to a Lease; (o) each Lease (other than a residential Lease) is subordinate to this Security Instrument, either pursuant to its terms or a recorded subordination agreement; and (p) no brokerage commissions or finders fees are due and payable regarding any Lease.

Appears in 1 contract

Samples: Mortgage and Security Agreement (Butler International Inc /Md/)

Leases. Borrower has delivered to Agent a true, correct and complete rent roll for each Property as more particularly described in Schedule 6.37 attached hereto (each a “Rent Roll”, collectively, “Rent Rolls”). There are has been no oral or written leases or rights of occupancy or grants or claims of right, title or interest material change in any portion the leasing status of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) Properties since the date of that tenant's leasethe applicable Rent Roll except, as of any date after the Closing Date, as shown on any updated Rent Roll with respect to such Property delivered to Agent. Borrower has delivered to Agent true, correct and complete copies of all Leases in effect as of the Closing Date. Borrower has delivered to Agent a true, correct and complete copy of each lease brokerage and other leasing commission agreement in effect as of the Closing. Additionally, to Borrower’s Knowledge except as may be set forth in the Disclosure Schedule or any estoppel certificate delivered to Agent pursuant to Section 4.2 hereof, (iiia) the expiration date of that tenant's lease, (iv) the annual each Lease is a Qualified Lease and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect; (b) there are no offsets, claims or defenses to the tenant enforcement of any Lessee’s obligations under the Leases presently outstanding; (c) no portion of any Rent has been paid for any period more than thirty (30) days in advance; (d) the Rent payable under each Lease is in actual possession in the normal course, and the rents amount of Rent set forth in Exhibit "D" are the actual rentsapplicable Rent Roll, income and charges being collected there is no claim or basis for a claim by Seller the Lessee thereunder for an adjustment to the Rent thereunder; (e) no Lessee has made any claim in writing against Borrower or Manager which remains outstanding that Borrower or Manager is in default under its applicable Lease; (f) no default has occurred by Borrower or, to Borrower’s Knowledge, any Lessee under any Lease, and no event which, with the giving of notice or passage of time, or both, would constitute a default by Borrower or, to Borrower’s Knowledge, any Lessee, has occurred under any Lease; (g) each Lease is the valid, binding and enforceable obligation of Borrower and, to Borrower’s Knowledge, the applicable Lessee thereunder; (h) with the exception of the Excluded Leases, each Lease is subordinate to the Mortgage on the Property or portion thereof leased; (i) all Security Deposits under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except Leases are as set forth on Exhibit "D"the Rent Rolls and are held pursuant to Section 2.18 hereof; (j) except as set forth in the Rent Rolls described in Schedule 6.37 hereof attached hereto, there are no rent abatements or concessions, tenant of the Premises under allowances or other abatements with respect to any of Lease; (k) all real estate brokerage commissions relating to the Leases has, have been paid in full and shall not at Closing have, prepaid any rent under any of the Leases for more there are no other real estate brokerage commissions other than one (1) month. Except as otherwise set forth on Exhibit "D"the Rent Roll; (l) other than the Wachovia Leases, no security deposits Lease contains any option to purchase or right of first refusal to purchase any Property or any portion thereof or any part thereof; (m) Borrower (and, if applicable, Asset Manager) are in compliance with all Legal Requirements with respect to all Security Deposits; (n) the Rent Rolls set forth the scheduled expiration date of each Lease; (o) no use restriction contained in any Lease, Permitted Encumbrance or Property Document is violated by tenants have heretofore any use permitted under any other Lease, any Permitted Encumbrance or any Property Document; (p) no Wachovia Lease has been returned assigned or applied sublet by any Lessee to charges any Person, except as permitted in such Wachovia Lease (to the extent that any recognition agreement was entered into in connection with any sublease or assignment by the Borrower or its predecessor in interest, a copy of such recognition agreement has been delivered to Agent); (q) except as reflected in the Rent Rolls or provided to Agent in accordance with Section 12.12 hereof, Borrower has not received any Wachovia Termination Notice with respect to any Wachovia Lease; and (r) to Borrower’s Knowledge, no Lessee has (i) consented to the appointment of a conservator, receiver, trustee, custodian or liquidator in any insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to it or of or relating to all, or substantially all, of its property, or for the winding-up or liquidation of its affairs, (ii) admitted in writing its inability to pay its debts generally as they become due, (iii) filed a petition, or otherwise instituted, or consented to the institution against it of, proceedings to take advantage of any law relating to bankruptcy, insolvency or reorganization or the tenantsrelief of debtors, (iv) made an assignment for the benefit of its creditors or (v) suspended payment of its obligations.

Appears in 1 contract

Samples: Loan Agreement (Gramercy Capital Corp)

Leases. There The Property is not subject to any leases, subleases, licenses, concessions or other agreements related to the occupancy, leasing or renting of the Property or any portion thereof, except for the TRS Lease and as set forth on the rent roll provided to Lender and certified by Borrower on the date hereof. No person has any possessory interest in the Property or right to occupy the same, except pursuant to a written lease, license, rental agreement or occupancy agreement (collectively, the “Leases”) identified on the rent roll provided by Lender and certified by Borrower on the date hereof. As of the date hereof, (i) the Borrower is the owner and holder of the landlord’s interest under the TRS Lease and the Tenant is the sole owner and holder of the landlord’s interest under the other Leases; (ii) there are no oral prior assignments of all or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant Leases or any portion of the Premises, (ii) Rents and Profits which are presently outstanding and have priority over the date assignment of that tenant's lease, leases and rents contained herein in Section 1.11 given by Borrower to Lender; (iii) the expiration date of that tenant's lease, (iv) the annual all Rents due and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the LeaseTRS Lease and, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's Borrower’s knowledge, each of the Leases is valid and subsisting and other Lease, have been paid in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has no said Rents have been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases has, and shall not at Closing have, prepaid any rent under any of the Leases for more than one (1) monthmonth in advance of the due dates thereof and (iv) there are no offsets or defenses to the payment of any portion of the Rents under the TRS Lease or, to Borrower’s knowledge, under any of the other Leases. Except as otherwise The representations set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied in this Paragraph (ee) are in addition to charges against the tenantsthose set forth in Section 1.12 of this Security Instrument.

Appears in 1 contract

Samples: Security Agreement and Fixture Filing (Cornerstone Core Properties REIT, Inc.)

Leases. There are The list of Leases attached hereto as Schedule 4 is true, complete and correct and no oral or written leases or rights of occupancy or grants or claims of right, title or interest in Property is subject to any portion of the Premises Leases other than the leases (the "Leases") listed Leases described on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawSchedule 4. Except as set forth on Exhibit "D"Schedule 4: (i) each Material Lease is in full force and effect; (ii) the tenants under the Material Leases have accepted possession of their respective demised premises, have commenced the payment of rent under the Material Leases (subject to any “free rent” or rent abatements provided for therein); (iii) no tenant under any Material Lease has asserted, in writing, any offsets, claims or defenses to the enforcement of such Material Lease; (iv) all rents due and payable under the Material Leases have been paid and, except with respect to those Material Leases which provide for the quarterly or annual payment of rent, no portion thereof has been paid for any period more than thirty (30) days in advance; (v) no Borrower has received written notice from any tenant under a Material Lease asserting that it is entitled to an adjustment to rent; (vi) no Borrower has received written notice from any tenant under a Material Lease asserting a material claim against the landlord under any Material Lease which remains outstanding; (vii) no Borrower has received written notice from any tenant under a Material Lease asserting any material defaults on the part of the Premises landlord under any Material Lease; (viii) to each Borrower’s knowledge, no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a material default; (ix) to each Borrower’s knowledge, there is no present material default by the tenant under any Material Lease; (x) with respect to each Material Lease, the Borrower which is a party thereto is the sole owner of the entire lessor’s interest in such Material Lease; (xi) each Material Lease is the valid, binding and enforceable obligation of the Borrower which is a party thereto; and (xii) no Person has any possessory interest in, or right to occupy, any Property subject to any Material Lease except under the terms of such Material Lease or pursuant to any Leases hasentered into by the tenants under the Material Leases. Neither the Material Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 1 contract

Samples: Loan Agreement (Gramercy Capital Corp)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion With respect to the Leases: (a) the Rent Roll dated as of the Premises Closing Date is true, complete and correct in all material respects and the Property is not subject to Leases other than the leases (the "Leases") listed Leases identified on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Leasesuch Rent Roll; (viiib) any options Borrower has delivered to renewLender complete and accurate copies of all Leases and no verbal or written agreements exist which terminate, extend, purchase, cancel modify or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under supplement the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, otherwise disclosed to Lender in writing and acknowledged by Lender; (c) each of the Leases Lease is valid and subsisting and in full force and effecteffect and there are no defaults thereunder by either party; (d) each Lease, by its terms, is subordinate to the tenant lien of the Security Instrument or the subject of a separate subordination agreement subordinating the Lease to the lien of the Security Instrument; (e) Borrower is in actual possession the sole owner of the entire lessor’s interest in the normal courseLeases and has not assigned, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law pledged or otherwise applicable, interest which has accrued transferred the Rents reserved in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any Leases (except to Lender); (f) all of the Leases hasare bona fide, and shall not at Closing have, prepaid any rent under any arms-length agreements with tenants unrelated to Borrower; (g) none of the Leases Rents have been collected for more than one (1) month. Except as otherwise set forth on Exhibit "D"month in advance (and for such purpose, no a security deposit shall not be deemed rent collected in advance); (h) all security deposits reflected on the Rent Roll have been collected and are being held by Borrower in the full amount reported on the Rent Roll; (i) all work to be performed by Borrower under each Lease has been performed as required and has been accepted unconditionally by the applicable tenant; (j) no offsets or defenses exist in favor of any tenant to the payment of any portion of the Rents and Borrower has no monetary obligation to any tenant under any Lease; (k) all payments due from tenants under the Leases are current; (l) no tenant under any Lease is in default thereunder, or is a debtor in any bankruptcy, reorganization, insolvency or similar proceeding, or has demonstrated a history of payment problems which suggest financial difficulty; (m) no Lease contains an option to purchase, right of first refusal to purchase, or any other similar provision; and (n) no brokerage commissions, finders fees or similar payment obligations are due and unpaid by Borrower or any Affiliate of Borrower regarding any Lease which have heretofore not been returned or applied disclosed in writing to charges against Lender and for which adequate amounts have not been set aside in the tenantsTI/LC Reserve Account.

Appears in 1 contract

Samples: Loan Agreement (Behringer Harvard Opportunity REIT I, Inc.)

Leases. There are no oral or written leases or rights of The occupancy or grants or claims of rightreport provided to Administrative Agent in connection with the Loan Closing is true, title or interest complete and correct in any portion all material respects and as of the Premises date of the occupancy report and the Property is not subject to any Leases other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawoccupancy report. Except as set forth on Exhibit "D"the occupancy report: (i) each Lease is in full force and effect; (ii) the Tenants have commenced the payment of rent under the Leases, and to Borrower’s actual knowledge, there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the occupancy report, and, to Borrower’s actual knowledge, there is no claim or basis for a claim by the Tenant thereunder for an adjustment to the rent; (v) no Tenant has made any claim against the landlord under any Lease which remains outstanding, to Borrower’s actual knowledge, there are no defaults on the part of the landlord under any Lease, and, to Borrower’s actual knowledge, no tenant event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s actual knowledge, there is no present default by the Premises Tenant under any Lease, and no events or circumstances exist which, with the passage of time or the giving of notice, or both, would constitute a default under a Lease and enforcement of the Leases hasby Borrower or by Administrative Agent pursuant to an exercise of Administrative Agent’s rights under each Security Instrument would be subject to no defenses of any kind; (vii) all security deposits under Leases are as set forth on the occupancy report; (viii) Borrower is the sole owner of the entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder, and shall not at Closing have(x) no Person has any possessory interest in, prepaid any rent or right to occupy, the Property except under any the terms of the Leases for more than one (1) monthor a Permitted Encumbrance. Except as otherwise set forth on Exhibit "D"disclosed by Bxxxxxxx to Administrative Agent in writing, none of the Leases contains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the rents have been assigned or pledged except to Administrative Agent, and no security deposits by tenants have heretofore been returned or applied to charges against other Person has any interest therein except the tenantsTenants thereunder.

Appears in 1 contract

Samples: Syndicated Term Loan Agreement (Strategic Storage Trust VI, Inc.)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the leases (the "Leases") listed on the The rent roll attached hereto as Exhibit "D". Exhibit "D" identifies Schedule 8 (ithe “Rent Roll”) each tenant of is true, complete and correct and the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and Property is not subject to any and all costs, expenses and Leases other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of than the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting and in full force and effect, the tenant is in actual possession described in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with lawRent Roll. Except as set forth on Exhibit "D"the Rent Roll or tenant estoppel certificates delivered to Lender prior to the date hereof: (i) each Lease is in full force and effect; (ii) the tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, have commenced the payment of rent under the Leases, and there are no offsets, claims or defenses to the enforcement thereof; (iii) all rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than 30 days in advance; (iv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll, and there is no claim or basis for a claim by the tenant thereunder for an adjustment to the rent; (v) to Borrower’s best knowledge, no tenant has made any claim against the landlord under any Lease which remains outstanding, there are no defaults on the part of the Premises landlord under any Lease, and no event has occurred which, with the giving of notice or passage of time, or both, would constitute such a default; (vi) to Borrower’s best knowledge, there is no present material default by the tenant under any Lease; (vii) all security deposits under Leases are as set forth on the Rent Roll and are held consistent with Section 3.8; (viii) Borrower is the sole owner of the entire lessor’s interest in each Lease; (ix) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable tenant thereunder; (x) to Borrower’s best knowledge, no Person has any possessory interest in, or right to occupy, the Property except under the terms of the Lease; and (xi) each Lease is subordinate to the Loan Documents, either pursuant to its terms or pursuant to a subordination and attornment agreement. None of the Leases hascontains any option to purchase or right of first refusal to purchase the Property or any part thereof. Neither the Leases nor the Rents have been assigned or pledged except to Lender, and shall not at Closing have, prepaid no other Person has any rent under any of interest therein except the Leases for more than one (1) month. Except as otherwise set forth on Exhibit "D", no security deposits by tenants have heretofore been returned or applied to charges against the tenantsthereunder.

Appears in 1 contract

Samples: Loan Agreement (Behringer Harvard Reit I Inc)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest in any portion of the Premises other than the The two leases (the "Leases") listed on by and between State Street Corporation (the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies (i) each tenant of the Premises, (ii) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes“Tenant”) and any Lincoln Street Property Owner, LLC and all costs, expenses the sublease (the “Sublease”) between the Tenant and other charges payable by K&L Gates LLP (the tenant under “Subtenant”) are the Lease, (v) arrearages, if anyonly leases related to the Property, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is valid and subsisting the Sublease are, and upon consummation of the Acquisition will be, in full force and effect, effect upon consummation of the tenant is in actual possession in the normal courseAcquisition, and neither the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to Company nor any Lease Subsidiary has any notice of any claim of any sort that has been completed as of this date or shall be completed as of Closing, and all costs for completed work has been or shall be paid asserted by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant anyone adverse to the rights of the Premises A-1 Series or any Subsidiary under any of the Leases hasor the Sublease. To the knowledge of the Company and the A-1 Series, neither the Tenant nor the Subtenant is the subject of bankruptcy, reorganization or similar proceedings. To the knowledge of the Company and shall not at Closing havethe A-1 Series, prepaid except as set forth in or described in the Registration Statement, the General Disclosure Package and the Prospectus or reflected in the pro forma financial statements, and, with respect to (A) through (E) below, except as could not, individually or in the aggregate, have a Material Adverse Effect: (A) Neither the Tenant nor the Subtenant has asserted in writing any defense or set-off against the payment of rent in connection with any lease nor has any tenant contested any tax, operating cost or other escalation payment or occupancy charge, or any other amounts payable under the Leases or the Sublease; (B) the Tenant, the Subtenant and all licensees, franchisees or other parties under the Leases or the Sublease or exhibit, schedule, amendment or other document related to the Leases or the Sublease are in possession of their respective premises; (C) neither the Leases nor the Sublease has been assigned, mortgaged, pledged, sublet, hypothecated or otherwise encumbered, except in connection with secured debt described in the Registration Statement, the General Disclosure Package and the Prospectus; (D) none of the Transaction Entities has waived any material provision under any of the Leases for more than one or the Sublease; (1E) month. Except as otherwise set forth on Exhibit "D"there are no uncured events of default, no security deposits or events that with the giving of notice or passage of time, or both, would constitute an event of default, by tenants have heretofore been returned any tenant under any of the terms and provisions of the Leases or applied to charges against the tenantsSublease.

Appears in 1 contract

Samples: Underwriting Agreement (Etre Reit, LLC)

Leases. There are no oral or written leases or rights of occupancy or grants or claims of right, title or interest Except as disclosed in any portion of the Premises other than the leases (the "Leases") listed on the rent roll attached hereto as Exhibit "D". Exhibit "D" identifies for the Property delivered to and approved by Lender, (ia) each tenant Borrower is the sole owner of the Premises, entire lessor’s interest in the Leases; (iib) the date of that tenant's lease, (iii) the expiration date of that tenant's lease, (iv) the annual and monthly minimum rental charge, the tenant's share of building operating costs (including, without limitation, taxes) and any and all costs, expenses and other charges payable by the tenant under the Lease, (v) arrearages, if any, and whether the latest rent due has been paid, (vi) the amount of prepaid rent, if any, (vii) the amount or description of any concessions, allowances, rebates, refunds, escrow or security deposits made by the tenant under said tenant's Lease; (viii) any options to renew, extend, purchase, cancel or terminate; (ix) all unpaid tenant improvement allowances and/or unpaid leasing commissions; and (x) any outstanding written notices of defaults of any kind or nature whatsoever. Seller has the sole right to collect rents under the Leases, and neither such right nor any of the Leases has been assigned, pledged, hypothecated or otherwise encumbered by Seller except as additional collateral for the existing mortgage upon the Premises which shall be satisfied at or before Closing. To the best of Seller's knowledge, each of the Leases is are valid and subsisting enforceable and in full force and effect, the tenant is in actual possession in the normal course, and the rents set forth in Exhibit "D" are the actual rents, income and charges being collected by Seller under the Leases. Any tenant improvements which Seller is obligated to complete pursuant to any Lease has been completed as of this date or shall be completed as of Closing, and ; (c) all costs for completed work has been or shall be paid by Seller. The amount of each security deposit contains, where required by law or otherwise applicable, interest which has accrued in accordance with law. Except as set forth on Exhibit "D", no tenant of the Premises under any of the Leases hasare arm’s-length agreements with bona fide, and shall not at Closing have, prepaid any rent independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full; (f) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (h) none of the Rents have been collected for more than one (1) month. Except as otherwise month in advance (except a security deposit shall not be deemed rent collected in advance); (i) the premises demised under the Leases have been completed and the tenants under the Leases have accepted the same and have taken possession of the same on a rent-paying basis; (j) there exist no offsets or defenses to the payment of any portion of the Rents and Borrower has no monetary obligation to any tenant under any Lease; (k) Borrower has received no notice from any tenant challenging the validity or enforceability of any Lease; (l) there are no agreements with the tenants under the Leases other than expressly set forth on Exhibit "D"in each Lease; (m) the Leases are valid and enforceable against Borrower and the tenants set forth in it; (n) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to relet, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the Property except under and pursuant to a Lease; (p) each Lease is subordinate to this Security Instrument, either pursuant to its terms or a recordable subordination agreement; (q) no Lease has the benefit of a non-disturbance agreement that would be considered unacceptable to prudent institutional lenders; (r) all security deposits relating to the Leases reflected on the certified rent roll delivered to Lender have been collected by tenants have heretofore been returned Borrower; and (s) no brokerage commissions or applied to charges against the tenantsfinders fees are due and payable regarding any Lease.

Appears in 1 contract

Samples: Security Agreement

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