Common use of Mortgage Subordination Clause in Contracts

Mortgage Subordination. Lessee accepts this Lease subject and subordinate to any recorded mortgage lien presently existing or hereafter created upon the Building and to all existing recorded restrictions, covenants, easements and agreements with respect to the Building; provided that, as a condition to Xxxxxx's obligations under this Lease, Lessee and the holder of any mortgage lien which shall be placed on the Premises prior to the Commencement Date shall enter into a subordination, non-disturbance and attornment agreement on terms mutually satisfactory within 15 days of later of the date hereof or the date of the execution of the mortgage by Xxxxxx, which agreement shall provide, INTER ALIA that the mortgagee shall not disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Xxxxxx agrees that the form of agreement attached hereto as Exhibit "I" is acceptable as to the holder of the now-existing mortgage; provided that Xxxxxx shall have the right to modify any inaccurate representation contained therein before executing the agreement Xxxxxx agrees to subordinate Lessee's interest under this Lease to any mortgage lien placed on the Premises after Commencement Date, provided that as a condition to such subordination Lessee and such mortgagee shall enter into a mutually satisfactory non-disturbance, subordination and attornment agreement which shall include a covenant by the mortgagee not to disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Lessor shall use its best efforts to cause any such future mortgagee to agree that insurance proceeds and condemnation awards shall be used for the repair and restoration of the Premises when so provided in this Lease. If the interests of Lessor under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any first mortgage on the Premises, Lessee shall be bound to the transferee (sometimes called the "Purchaser"), under the terms, covenants and conditions of this Lease for the balance of the term remaining, including any extensions or renewals, with the same force and effect as if the Purchaser were Lessor under this Lease, and Xxxxxx agrees to attorn to the Purchaser, including the first mortgagee under any such mortgage if it be the Purchaser, as its Lessor. Notwithstanding the foregoing in the event of a foreclosure of any such mortgage or of any other action or proceeding for the enforcement thereof, or of any sale thereunder, this Lease will not be barred, terminated, cut off or foreclosed nor will the rights and possession of Lessee thereunder be disturbed if Lessee shall not then be in default in the payment of rental or other sums or be otherwise in default under the terms of this Lease, and Lessee shall attorn to the purchaser at such foreclosure, sale or other action or proceeding.

Mortgage Subordination. Lessee accepts Upon written request or notice by Landlord, concurred in by any mortgagee or trustee of the Site or by any person, firm or corporation intending to become such a mortgagee or trustee, Tenant agrees to subordinate its rights under this Lease to the lien or liens of any mortgages or deeds of trust that may hereafter be placed upon the Site and the Premises and to any and all advances to be made thereunder, and to the interest thereon, and all renewals, replacements and extensions thereof, provided the mortgagee or trustee named in said mortgages or deeds of trust shall agree to recognize the lease of Tenant in the event of foreclosure if Tenant is not in default beyond any applicable grace period. Tenant also agrees that any mortgagee or trustee may elect to have this Lease a prior lien to its mortgage or deed of trust, and in the event of such election and upon notification by such mortgagee or trustee to Tenant to that effect, this Lease shall be deemed prior in lien to the said mortgage or deed of trust, whether this Lease is dated prior to or subsequent to the date of said mortgage or trust deed. Tenant agrees that, upon the requests of Landlord, any mortgagee, or any trustee named in such mortgages or trust deeds, it shall execute and deliver whatever instruments may be required for such purposes and to carry out the intent of this Section, and in the event Tenant fails so to do within ten (10) business days after demand in writing, Tenant does hereby make, constitute and irrevocably appoint Landlord as its attorney in fact and in its name, place and stead so to do. This Lease and all of the rights of Tenant hereunder are and shall be subject and subordinate to the lien of any recorded mortgage lien presently existing or hereafter created upon deed of trust ("Mortgage") now existing, or which hereinafter may be placed, on the Building Premises or the Site, or any part thereof, and to any and all existing recorded restrictionsrenewals, covenantsmodifications, easements and agreements with respect consolidations, replacements, extensions, or substitutions of any such Mortgage; provided, nevertheless, each Mortgage shall contain provisions to the Building; provided that, effect that so long as a condition to Xxxxxx's obligations Tenant is not in default under this Lease, Lessee no foreclosure of lien of any such Mortgage shall impair Tenant's right to quiet possession of the Premises pursuant to the provisions of this Lease. Such subordination shall be automatic, without the execution of any further subordination agreement by Tenant. With respect to any lien or liens of any mortgages or deeds of trust placed upon the Site and the holder Premises as of any mortgage lien which the date of this Lease, Landlord shall be placed on the Premises prior request such mortgagee or trustee to the Commencement Date shall enter into a subordination, non-disturbance and attornment agreement on terms mutually satisfactory within 15 days of later of the date hereof or the date of the execution of the mortgage by Xxxxxx, which agreement shall provide, INTER ALIA that the mortgagee shall not disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Xxxxxx agrees that the form of agreement attached hereto as Exhibit "I" is acceptable as to the holder of the now-existing mortgage; with Tenant provided that Xxxxxx shall have the right to modify any inaccurate representation contained therein before executing the agreement Xxxxxx agrees to subordinate Lessee's interest under this Lease to any mortgage lien placed on the Premises after Commencement Date, provided that as a condition to such subordination Lessee and such mortgagee shall enter into a mutually satisfactory non-disturbance, subordination and attornment agreement which shall include a covenant by the mortgagee not to disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Lessor shall use its best efforts to cause any such future mortgagee to agree that insurance proceeds and condemnation awards shall be used for the repair and restoration of the Premises when so provided in this Lease. If the interests of Lessor under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any first mortgage on the Premises, Lessee shall be bound to the transferee (sometimes called the "Purchaser"), under the terms, covenants and conditions of this Lease for the balance of the term remaining, including any extensions or renewals, with the same force and effect as if the Purchaser were Lessor under this Lease, and Xxxxxx Tenant agrees to attorn to the Purchaser, including interests of the first mortgagee under any such mortgage if it be the Purchaser, as its Lessor. Notwithstanding the foregoing in the event of a foreclosure of any such mortgage or of any other action or proceeding for the enforcement thereof, or of any sale thereunder, this Lease will not be barred, terminated, cut off or foreclosed nor will the rights and possession of Lessee thereunder be disturbed if Lessee shall not then be in default in the payment of rental or other sums or be otherwise in default under the terms of this Lease, and Lessee shall attorn to the purchaser at such foreclosure, sale or other action or proceeding.

Mortgage Subordination. Lessee accepts this This Lease and the term and estate hereby granted are and shall be subject and subordinate to the lien of each mortgage which may now or at any recorded time hereafter affect the Building and/or the Land, or the Landlord's interest therein (all such mortgages being collectively called "the underlying mortgages"), (See Rider H attached to this Lease) Rider 'H' attached to and forming a part of Lease dated June 21, 1988, between ROCKEFELLER CENTER NORTH, INC., as the Landlord, and WHITE & XXXXXXXXX, INC., as the Tenant. provided, however, that such subordination of this Lease and the term and estate hereby granted to any underlying mortgage lien presently existing or hereafter created entered into by the Landlord shall be upon the Building and to all existing recorded restrictions, covenants, easements and agreements with respect to the Building; provided that, as a condition to Xxxxxx's obligations under this Lease, Lessee and the holder of any mortgage lien which shall be placed on the Premises prior to the Commencement Date shall enter into a subordination, non-disturbance and attornment agreement on terms mutually satisfactory within 15 days of later of the date hereof or the date of the execution of the mortgage by Xxxxxx, which agreement shall provide, INTER ALIA that the mortgagee thereunder shall not disturb deliver to the tenancy of LesseeTenant an instrument in writing providing in substance that, so long as Lessee is not in no default exists, nor any event has occurred, which has continued to exist for such period of its obligations under time (after notice, if any, required by this Lease) as would entitle the Landlord to terminate this Lease beyond or would cause, without any applicable notice and cure periods. Xxxxxx agrees that the form of agreement attached hereto as Exhibit "I" is acceptable as to the holder further action of the now-existing mortgage; provided that Xxxxxx shall have Landlord, the right to modify any inaccurate representation contained therein before executing the agreement Xxxxxx agrees to subordinate Lessee's interest under termination of this Lease or would entitle the Landlord to any mortgage lien placed on disposess the Premises after Commencement DateTenant, provided that as a condition to such subordination Lessee and such mortgagee shall enter into a mutually satisfactory non-disturbance, subordination and attornment agreement which shall include a covenant by the mortgagee not to disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Lessor shall use its best efforts to cause any such future mortgagee to agree that insurance proceeds and condemnation awards shall be used for the repair and restoration of the Premises when so provided in this Lease. If the interests of Lessor under this Lease shall not be transferred terminated, nor shall the Tenant's use, possession or enjoyment of the premises be interfered with, nor shall the leasehold estate granted by reason of this Lease be affected in any other manner, in any foreclosure or other proceedings for enforcement any action or proceeding instituted under or in connection with such underlying mortgage or in case such mortgagee takes possession of the Building pursuant to any first provision of such underlying mortgage, unless the Landlord would have had such right if such underlying mortgage on had not been made or if the Premises, Lessee shall be bound Landlord had not defaulted under such underlying mortgage. The Landlord will use all reasonable efforts to obtain a similar instrument in writing from the transferee (sometimes called the "Purchaser"), mortgagee under the terms, covenants and conditions presently existing underlying mortgage. The foregoing provisions for the subordination of this Lease for the balance of and the term remainingand estate hereby granted shall be self-operative and no further instrument shall be required to effect any such subordination; but the Tenant shall, including however, upon request by the Landlord, at any extensions time or renewals, with times execute and deliver any and all instruments that may be necessary or proper to effect such subordination or to confirm or evidence the same force and effect as if the Purchaser were Lessor under this Leasesame, and Xxxxxx agrees to attorn to the Purchaser, including the first mortgagee under any such mortgage if it be the Purchaser, as its Lessor. Notwithstanding the foregoing in the event of a foreclosure of that the Tenant shall fail to execute and deliver any such mortgage or of instrument the Landlord, in addition to any other action remedies, may, as the agent or proceeding for attorney-in-fact of the enforcement thereofTenant, or of any sale thereunder, this Lease will not be barred, terminated, cut off or foreclosed nor will execute and deliver the rights and possession of Lessee thereunder be disturbed if Lessee shall not then be in default in the payment of rental or other sums or be otherwise in default under the terms of this Leasesame, and Lessee shall attorn to the purchaser at Tenant hereby irrevocably constitutes and appoints the Landlord the Tenant's agent and attorney-in-fact for such foreclosure, sale or other action or proceedingpurpose.

Mortgage Subordination. Lessee accepts Subject to the non-disturbance provisions of this Section 22, this Lease subject and shall be subordinate to any recorded mortgage lien presently existing ground lease, mortgage, deed of trust, or any other hypothecation or security now or hereafter created placed upon the Building real property of which the Leased Premises are a part and to all existing recorded restrictions, covenants, easements and agreements with respect to the Building; provided that, as a condition to Xxxxxx's obligations under this Lease, Lessee and the holder of any mortgage lien which shall be placed advances made on the Premises prior security thereof and to the Commencement Date shall enter into a all renewals, modifications, consolidations, replacements and extensions thereof. Notwithstanding such subordination, non-disturbance and attornment agreement on terms mutually satisfactory within 15 days of later of the date hereof or the date of the execution of the mortgage by Xxxxxx, which agreement shall provide, INTER ALIA that the mortgagee shall not disturb the tenancy of Lesseeunless this Lease is otherwise terminated pursuant to its terms, so long as Lessee Tenant is not in default of its obligations under this Lease beyond any applicable notice and cure periods, Tenant's right to quiet possession of the Leased Premises shall not be disturbed, and Tenant’s rights hereunder shall not be adversely affected. Xxxxxx Upon written request or notice by Landlord, Tenant agrees to execute any documents reasonably required to effectuate such an attornment or subordination, or to make this Lease prior to the lien of any mortgage, deed of trust or ground lease, as the case may be, provided such documents do not increase Tenant’s obligations or diminish Tenant’s rights under this Lease, and further provided that the form mortgagee or trustee named in said mortgage or deed of agreement attached hereto as Exhibit "I" is acceptable as trust shall agree to the holder of the now-existing mortgage; provided that Xxxxxx shall have the right to modify any inaccurate representation contained therein before executing the agreement Xxxxxx agrees to subordinate Lessee's interest under recognize this Lease to any mortgage lien placed on in the Premises after Commencement Date, provided that as a condition to such subordination Lessee and such mortgagee shall enter into a mutually satisfactory non-disturbance, subordination and attornment agreement which shall include a covenant by the mortgagee not to disturb the tenancy event of Lessee, so long as Lessee foreclosure if Tenant is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Lessor shall use its best efforts to cause any such future mortgagee to agree that insurance proceeds and condemnation awards shall be used for the repair and restoration of the Premises when so provided in this Lease. If Tenant also agrees that any mortgagee or trustee may elect to have this Lease prior to the interests lien of Lessor under its mortgage or deed of trust, and upon notification by such mortgagee or trustee to Tenant to that effect, this Lease shall be transferred by reason deemed prior in lien to the said mortgage or deed of foreclosure trust, whether this Lease is dated prior to or other proceedings for enforcement after the date of said mortgage or deed of trust. Notwithstanding anything to the contrary contained herein, upon Landlord’s request, Tenant agrees to modify this Lease to satisfy the requirements of any first mortgage on lender or ground lessor who requests such modification as a condition precedent to providing any loan or financing or to entering into any ground lease affecting or encumbering the Premisesproperty or any part thereof, Lessee shall be bound to provided that such modification does not (a) increase Rent, (b) alter the transferee term, or (sometimes called the "Purchaser"), under the terms, covenants c) materially and conditions of this Lease for the balance of the term remaining, including any extensions or renewals, with the same force and effect as if the Purchaser were Lessor adversely affect Tenant’s rights under this Lease. Xxxxxx Crossing 15 Fast Casual Concepts, and Xxxxxx agrees to attorn to the PurchaserInc. Butler, including the first mortgagee under any such mortgage if it be the PurchaserPA September 6, as its Lessor. Notwithstanding the foregoing in the event of a foreclosure of any such mortgage or of any other action or proceeding for the enforcement thereof, or of any sale thereunder, this Lease will not be barred, terminated, cut off or foreclosed nor will the rights and possession of Lessee thereunder be disturbed if Lessee shall not then be in default in the payment of rental or other sums or be otherwise in default under the terms of this Lease, and Lessee shall attorn to the purchaser at such foreclosure, sale or other action or proceeding.2019

Mortgage Subordination. Lessee accepts this This Lease and the term and estate hereby granted are and shall be subject and subordinate to the lien of each mortgage which may now or at any recorded mortgage lien presently existing time hereafter affect the Building and/or the Land, or hereafter created the Landlord’s interest therein (all such mortgages being in this Lease collectively called “the underlying mortgages”). The foregoing provisions for the subordination of this Lease and the term and estate hereby granted shall be self-operative and no further instrument shall be required to effect any such subordination; but the Tenant shall, however, upon request by the Landlord, at any time or times execute and deliver any and all instruments that may be necessary or proper to effect such subordination or to confirm or evidence the same, and in the event that the Tenant shall fail to execute and deliver any such instrument the Landlord, in addition to any other remedies, may, as the agent or attorney-in-fact of the Tenant, execute and deliver the same, and the Tenant hereby irrevocably constitutes and appoints the Landlord the Tenant’s agent and attorney-in-fact for such purpose. If the Landlord’s interest in the Building and the Land shall be sold or conveyed to all existing recorded restrictionsany person, covenantsfirm or corporation upon the exercise of any remedy provided for in any underlying mortgage or by law or equity, easements such person, firm or corporation and agreements with respect each person, firm or corporation thereafter succeeding to its interest in the Building; provided that, as a condition to Xxxxxx's obligations Building and the Land (i) shall not be liable for any act or omission of the Landlord under this Lease, Lessee and the holder of any mortgage lien which shall be placed on the Premises Lease occurring prior to the Commencement Date shall enter into a subordinationsuch sale or conveyance, non-disturbance and attornment agreement on terms mutually satisfactory within 15 days of later of the date hereof or the date of the execution of the mortgage by Xxxxxx, which agreement shall provide, INTER ALIA that the mortgagee (ii) shall not disturb be subject to any offset, defense or counterclaim accruing prior to such sale or conveyance, (iii) shall not be bound by any payment prior to such sale or conveyance of fixed rent or additional rent for more than one month in advance (except prepayments in the tenancy nature of Lessee, so long as Lessee is not in default security for the performance by the Tenant of its obligations hereunder), and (iv) shall be liable for the keeping, observance and performance of the other covenants, agreements, terms, provisions and conditions to be kept, observed and performed by the Landlord under this Lease beyond any applicable notice and cure periods. Xxxxxx agrees that only during the form of agreement attached hereto as Exhibit "I" is acceptable as to the holder of the now-existing mortgage; provided that Xxxxxx period such person, firm or corporation shall have the right to modify any inaccurate representation contained therein before executing the agreement Xxxxxx agrees to subordinate Lessee's interest under this Lease to any mortgage lien placed on the Premises after Commencement Date, provided that as a condition to hold such subordination Lessee and such mortgagee shall enter into a mutually satisfactory non-disturbance, subordination and attornment agreement which shall include a covenant by the mortgagee not to disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Lessor shall use its best efforts to cause any such future mortgagee to agree that insurance proceeds and condemnation awards shall be used for the repair and restoration of the Premises when so provided in this Lease. If the interests of Lessor under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any first mortgage on the Premises, Lessee shall be bound to the transferee (sometimes called the "Purchaser"), under the terms, covenants and conditions of this Lease for the balance of the term remaining, including any extensions or renewals, with the same force and effect as if the Purchaser were Lessor under this Lease, and Xxxxxx agrees to attorn to the Purchaser, including the first mortgagee under any such mortgage if it be the Purchaser, as its Lessor. Notwithstanding the foregoing in the event of a foreclosure of any such mortgage or of any other action or proceeding for the enforcement thereof, or of any sale thereunder, this Lease will not be barred, terminated, cut off or foreclosed nor will the rights and possession of Lessee thereunder be disturbed if Lessee shall not then be in default in the payment of rental or other sums or be otherwise in default under the terms of this Lease, and Lessee shall attorn to the purchaser at such foreclosure, sale or other action or proceedinginterest.

Mortgage Subordination. Lessee accepts this This Lease is and shall at all times, unless Landlord shall otherwise elect, be subject and subordinate to any recorded mortgage lien presently existing all easements and encumbrances now or hereafter created upon affecting the Building fee title of the Shopping Center and to all existing recorded restrictionsmortgages, covenantsdeeds of trust, easements financing or refinancing in any amounts which may now or hereafter be placed against or affect any or all of the land or any or all of the building and agreements with respect improvements now or at any time hereafter constituting part of the Shopping Center. Notwithstanding the foregoing, any successor to Landlord’s interest in the Building; provided thatPremises, as a condition to Xxxxxx's obligations under this Lease, Lessee and the including any ground lessor or holder of any mortgage lien which shall be placed on the Premises prior or deed of trust, or to the Commencement Date shall enter into a subordination, non-disturbance and attornment agreement on terms mutually satisfactory within 15 days any purchaser at foreclosure (or by deed in lieu of later of the date hereof or the date of the execution of the mortgage by Xxxxxx, which agreement shall provide, INTER ALIA that the mortgagee shall not disturb the tenancy of Lesseeforeclosure) shall, so long as Lessee Tenant is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Xxxxxx agrees that the form of agreement attached hereto as Exhibit "I" is acceptable as to the holder of the now-existing mortgage; provided that Xxxxxx shall have the right to modify any inaccurate representation contained therein before executing the agreement Xxxxxx agrees to subordinate Lessee's interest under this Lease to any mortgage lien placed on the Premises after Commencement Date, provided that as a condition to such subordination Lessee and such mortgagee shall enter into a mutually satisfactory non-disturbance, subordination and attornment agreement which shall include a covenant by the mortgagee not to disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Lessor shall use its best efforts to cause any such future mortgagee to agree that insurance proceeds and condemnation awards shall be used for the repair and restoration of the Premises when so provided in this Lease. If the interests of Lessor under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any first mortgage on the Premises, Lessee shall be bound to the transferee (sometimes called the "Purchaser"), under the terms, covenants terms and conditions of this Lease for the balance (beyond any applicable cure periods), recognize and accept this Lease and all terms, conditions, and obligations of the term remaining, including Landlord contained herein. Tenant also agrees that any extensions mortgagee or renewals, with trustee may elect to have this Lease deemed prior to the same force and effect as if the Purchaser were Lessor under this Leaselien of its mortgage or deed of trust, and Xxxxxx agrees upon notification by such mortgagee or trustee to attorn Tenant to the Purchaser, including the first mortgagee under any such mortgage if it be the Purchaser, as its Lessor. Notwithstanding the foregoing in the event of a foreclosure of any such mortgage or of any other action or proceeding for the enforcement thereof, or of any sale thereunderthat effect, this Lease will shall be deemed prior in lien to the said mortgage or deed of trust, whether this Lease is dated prior to or subsequent to the date of said mortgage or deed of trust. Tenant agrees that if Landlord’s mortgagee or trustee requests confirmation of such subordination, within twenty (20) days after receipt of written request therefor, Tenant shall execute and deliver whatever instruments (including but not limited to a Memorandum of Lease and/or a Non-Disturbance and Attornment Agreement in recordable form) as may be barred, terminated, cut off or foreclosed nor will reasonably required for such purposes to carry out the rights and possession of Lessee thereunder be disturbed if Lessee shall not then be in default in the payment of rental or other sums or be otherwise in default under the terms intent of this Lease, and Lessee shall attorn to the purchaser at such foreclosure, sale or other action or proceedingsection.

Mortgage Subordination. Lessee accepts this This Lease shall be and hereby is made subject and subordinate at all times to the security title of any recorded mortgage lien presently existing deed to secure debt granted by Lessor which may now or hereafter created upon affect the Building real property of which the Premises forms a part, and to all existing recorded restrictionsrenewals, covenantsmodifications, easements consolidations, participations, replacements and agreements with respect extensions thereof. Upon Lessee’s written request, Lessor will use reasonable efforts to the Building; provided that, as a condition to Xxxxxx's obligations under this Lease, Lessee and obtain from the holder of any mortgage lien which deed to secure debt affecting the Premises an agreement, in writing, in recordable form, for itself, its successors and assigns, that the rights of Lessee under the Lease shall not be placed terminated, and the possession of Lessee shall not be disturbed by any holder of any deed to secure debt or by any proceeding on the Premises prior debt which any such deed to secure debt secures, or by any person, firm or corporation whose rights were acquired as a result of such proceeding or by virtue of a right or power contained in any such deed to secure debt or the bond or note secured thereby and that any sale at foreclosure will be subject to this Lease, subject however, to the Commencement Date shall enter into conditions requested by such holder of such deed to secure debt as a subordination, non-disturbance and attornment agreement on terms mutually satisfactory within 15 days of later of the date hereof or the date of prerequisite to the execution of such agreement. Lessee agrees that, in the mortgage by Xxxxxx, which agreement shall provide, INTER ALIA that the mortgagee shall not disturb the tenancy event of Lessee, so long as Lessee is not in default foreclosure of its obligations under this Lease beyond any applicable notice and cure periods. Xxxxxx agrees that the form of agreement attached hereto as Exhibit "I" is acceptable as to the holder of the now-existing mortgage; provided that Xxxxxx shall have the right to modify any inaccurate representation contained therein before executing the agreement Xxxxxx agrees to subordinate Lessee's interest under this Lease to any mortgage lien placed on the Premises after Commencement Date, provided that as a condition to such subordination Lessee and such mortgagee shall enter into a mutually satisfactory non-disturbance, subordination and attornment agreement which shall include a covenant by the mortgagee not to disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Lessor shall use its best efforts to cause any such future mortgagee deed to agree that insurance proceeds and condemnation awards shall be used for the repair and restoration secure debt or sale of the Premises when so provided in this Lease. If under the interests of Lessor under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any first mortgage on the Premisespower contained therein, Lessee shall be bound will attorn to and accept the transferee (sometimes called the "Purchaser"), under the terms, covenants and conditions of this Lease purchaser at any such sale as Lessor for the balance of the term remainingthen remaining Lease Term, including subject to all of the terms and conditions of the Lease. If Lessor shall notify Lessee of the placing of any extensions or renewalsdeed to secure debt against the Premises, with the same force and effect as if the Purchaser were Lessor under this Lease, and Xxxxxx Lessee agrees to attorn to the Purchaser, including the first mortgagee under any such mortgage if it be the Purchaser, as its Lessor. Notwithstanding the foregoing that in the event of a foreclosure of any such mortgage act or of omission by Lessor or any other action occurrence which would give Lessee the right to terminate this Lease, to claim a partial or proceeding for the enforcement thereoftotal eviction, or of to reduce any sale thereunderrent payments hereunder, this Lease will not be barred, terminated, cut off or foreclosed nor will the rights and possession of Lessee thereunder be disturbed if Lessee shall not then exercise any such right until (a) it has notified in writing the holder of any deed to secure debt which at the time shall be in default in a lien on the payment Premises and of rental which it has notice, of such act or other sums omission, (b) a reasonable period, not exceeding thirty (30) days, for commencing the remedying of such act or be otherwise in default under omission shall have lapsed following the terms giving of this Leasesuch notice, and (c) Lessee or such holder, with reasonable diligence, shall attorn not have so commenced and continue to remedy such act or omission or cause the purchaser at such foreclosure, sale or other action or proceedingsame to be remedied.

Mortgage Subordination. Lessee accepts This Lease shall be subordinate to the lien of any present or future mortgage(s) on the Premises. Notwithstanding the automatic nature of the subordination described in this Section, Tenant shall, with due diligence, execute, acknowledge and deliver to Landlord or its mortgagee or other designee(s), any and all standard forms of documents evidencing such subordination as may be reasonably requested by Landlord or by any proposed mortgagee. If any mortgagee elects to have Tenant's interest in this Lease subject and subordinate rendered superior in priority to any recorded mortgage that mortgagee's lien presently existing or hereafter created upon on the Building and Premises, then by notice to all existing recorded restrictionsTenant, covenants, easements and agreements with respect to the Building; provided that, as a condition to Xxxxxx's obligations under this Lease, Lessee and the holder of any mortgage lien which Lease shall be placed deemed superior to that mortgagee's lien, whether this Lease was executed before or after execution or recording of the instrument creating that mortgagee's lien. Any such attornment and or subordination referenced in this Lease shall be conditioned on Tenants being allowed to remain in the Premises on the Premises prior to the Commencement Date shall enter into a subordination, non-disturbance and attornment agreement on terms mutually satisfactory within 15 days of later of the date hereof or the date of the execution of the mortgage by Xxxxxx, which agreement shall provide, INTER ALIA otherwise set forth in this Lease provided that the mortgagee shall not disturb the tenancy of Lessee, so long as Lessee Tenant is not in default of its obligations under this Lease beyond any applicable notice and cure periodsthe Lease. Xxxxxx agrees that Any subordination provision contained in the form of agreement attached hereto as Exhibit "I" Lease, relating either to ground leases or mortgages, is acceptable as subject to the express condition that so long as Tenant is not in material default under the Lease, (a) Tenant will not be made a party in any action or proceeding brought by any person having rights superior to Tenant to recover possession of the Premises or to foreclose any mortgage or for any other relief sought, and (b) Tenant's possession under the Lease shall not be disturbed. Landlord agrees to deliver to Tenant letters from any holder of the now-existing mortgage; provided that Xxxxxx shall have the right rights superior to modify any inaccurate representation contained therein before executing the agreement Xxxxxx agrees Tenant, including mortgages and ground lessors, recognizing Tenant's rights hereunder, such delivery to subordinate Lessee's interest under this Lease to any mortgage lien placed on the Premises after Commencement Date, provided that take place as a condition of and prior to such subordination Lessee and such mortgagee the Commencement Date of Lease. Anything to the contrary notwithstanding, Landlord shall enter into a mutually satisfactory non-disturbance, subordination and attornment agreement which shall include a covenant by the mortgagee not to disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Lessor shall only use its best efforts to cause any such future mortgagee to agree that insurance proceeds and condemnation awards shall be used for the repair and restoration of the Premises when so provided in this Lease. If the interests of Lessor under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any first obtain non-disturbance agreement from its present mortgage on the Premises, Lessee shall be bound to the transferee (sometimes called the "Purchaser"lender(s), under the terms, covenants and conditions of this Lease for the balance of the term remaining, including any extensions or renewals, with the same force and effect as if the Purchaser were Lessor under this Lease, and Xxxxxx agrees to attorn to the Purchaser, including the first mortgagee under any such mortgage if it be the Purchaser, as its Lessor. Notwithstanding the foregoing in the event of a foreclosure of any such mortgage or of any other action or proceeding for the enforcement thereof, or of any sale thereunder, this Lease will not be barred, terminated, cut off or foreclosed nor will the rights and possession of Lessee thereunder be disturbed if Lessee shall not then be in default in the payment of rental or other sums or be otherwise in default under the terms of this Lease, and Lessee shall attorn to the purchaser at such foreclosure, sale or other action or proceeding.

Mortgage Subordination. Lessee accepts this This Lease shall be and hereby is made subject and subordinate at all times to the lien or security title of any recorded mortgage lien presently existing granted by Lessor which may now or hereafter created upon affect the Building real property of which the Premises forms a part, and to all existing recorded restrictionsrenewals, covenantsmodifications, easements consolidations, participation's, replacements and agreements with respect extensions thereof. The term "mortgage" as used in this Lease shall include deeds of trust and deeds to the Building; provided secure debt. Lessee agrees that, as a condition to Xxxxxx's obligations under this Lease, Lessee and in the holder event of foreclosure of any such mortgage lien which shall be placed on the Premises prior to the Commencement Date shall enter into a subordination, non-disturbance and attornment agreement on terms mutually satisfactory within 15 days of later of the date hereof or the date of the execution of the mortgage by Xxxxxx, which agreement shall provide, INTER ALIA that the mortgagee shall not disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Xxxxxx agrees that the form of agreement attached hereto as Exhibit "I" is acceptable as to the holder of the now-existing mortgage; provided that Xxxxxx shall have the right to modify any inaccurate representation contained therein before executing the agreement Xxxxxx agrees to subordinate Lessee's interest under this Lease to any mortgage lien placed on the Premises after Commencement Date, provided that as a condition to such subordination Lessee and such mortgagee shall enter into a mutually satisfactory non-disturbance, subordination and attornment agreement which shall include a covenant by the mortgagee not to disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Lessor shall use its best efforts to cause any such future mortgagee to agree that insurance proceeds and condemnation awards shall be used for the repair and restoration sale of the Premises when so provided in this Lease. If the interests of Lessor under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any first mortgage on the Premisesa power contained therein, Lessee shall be bound will attorn to and accept the transferee (sometimes called the "Purchaser"), under the terms, covenants and conditions of this Lease purchaser at any such sale as Lessor for the balance of the term remaining, including any extensions or renewals, with the same force and effect as if the Purchaser were Lessor under this Lease, and Xxxxxx agrees to attorn to the Purchaser, including the first mortgagee under any such mortgage if it be the Purchaser, as its Lessor. Notwithstanding the foregoing in the event of a foreclosure of any such mortgage or of any other action or proceeding for the enforcement thereof, or of any sale thereunder, this Lease will not be barred, terminated, cut off or foreclosed nor will the rights and possession of Lessee thereunder be disturbed if Lessee shall not then be in default in the payment of rental or other sums or be otherwise in default under the terms of this Lease, subject to all of the terms and conditions of this Lease. Lessee agrees that if Lessor notifies Lessee of the placing of any mortgage against the Premises, then Lessee shall attorn not, during the term hereof, assert any claim of total or partial eviction, of right to terminate this Lease or of right to reduce the rental payments due hereunder unless and until (a) Lessee has given notice in writing of the basis of such claim to the purchaser holder of any mortgage which at the time encumbers the Premises and of which Lessee has notice, (b) a reasonable period of time, not less than thirty (30) days, has elapsed following the giving of such foreclosurenotice to permit such mortgage holder to commence action to remedy or cure the basis of such claim, sale or other and (c) Lessor and every such mortgage holder fail to commence and pursue such remedial action or proceedingwith reasonable diligence.

Mortgage Subordination. Lessee accepts this This Lease subject and shall be subordinate to any recorded mortgage mortgage, deed of trust, deed to secure debt, or other lien presently existing or hereafter created security interest encumbering the Premises (collectively, a “Mortgage”), provided that the holder of which (the “Mortgagee”) has entered into a non-disturbance agreement (a “Non-Disturbance Agreement”) pursuant to which: (i) this Lease shall not be terminated or otherwise affected, nor Tenant’s continued possession of the Premises disturbed, by reason of any foreclosure, trustee’s sale, deed in lieu of foreclosure or similar proceeding (collectively, a “Foreclosure”); and (ii) upon any Foreclosure, the Building and to all existing recorded restrictions, covenants, easements and agreements with respect purchaser automatically shall succeed to the Building; provided that, as a condition to Xxxxxx's interests and obligations of Landlord under this Lease, Lessee this Lease shall constitute a direct lease between the purchaser, as landlord, and Tenant, as tenant, and Tenant shall attorn to the purchaser. The terms of the Non-Disturbance Agreement shall otherwise be reasonably satisfactory to Tenant and the holder of any mortgage lien which shall be placed on the Premises prior to the Commencement Date shall enter into a subordination, non-disturbance and attornment agreement on terms mutually satisfactory within 15 days of later Mortgagee. Landlord warrants that as of the date hereof or of this Lease, no Mortgage encumbers the date Premises except for the lien of Security Mutual Life Insurance Company of New York (the “Existing Lender”). Landlord shall provide to Tenant, contemporaneously with the execution of this Lease, a Non-Disturbance Agreement from the mortgage by XxxxxxExisting Lender in form and substance reasonably acceptable to Tenant. Upon request from time to time, which agreement Tenant shall provide, INTER ALIA that the mortgagee shall not disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Xxxxxx agrees that the form of agreement attached hereto as Exhibit "I" is acceptable as to the holder of the now-existing mortgage; provided that Xxxxxx shall have the right to modify any inaccurate representation contained therein before executing the agreement Xxxxxx agrees to subordinate Lessee's interest under execute agreements subordinating this Lease to future Mortgages provided the subordination agreements contain Non-Disturbance Agreements as provided above. Any subordination agreement may include a provision that any mortgage lien placed subsequent amendment to this Lease made without the Mortgagee’s consent will not be binding upon the Mortgagee or upon any purchaser on Foreclosure. At the Premises after Commencement Daterequest of any Mortgagee, provided and subject to the requirement that as the Tenant receive a condition Non-Disturbance Agreement from such Mortgagee, Tenant shall attorn to such subordination Lessee Mortgagee, its successors in interest, or any purchaser in a foreclosure sale. Tenant shall promptly execute and deliver any instrument that such mortgagee shall enter into a mutually satisfactory non-disturbancesuccessor landlord may reasonably request (1) evidencing such attornment; and (2) setting forth the terms and conditions of Tenant’s tenancy. Upon such attornment, subordination and attornment agreement which shall include a covenant by the mortgagee not to disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Lessor shall use its best efforts to cause any such future mortgagee to agree that insurance proceeds and condemnation awards shall be used for the repair and restoration of the Premises when so provided in this Lease. If the interests of Lessor under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any first mortgage on the Premises, Lessee shall be bound to the transferee (sometimes called the "Purchaser"), under the terms, covenants and conditions of this Lease for the balance of the term remaining, including any extensions or renewals, with the same continue in full force and effect as if a direct lease between such successor landlord and Tenant on all of the Purchaser were Lessor under terms, conditions, and covenants set forth in this Lease, and Xxxxxx agrees except that such successor landlord shall not be (1) liable for any act or omission of Landlord, or required to attorn cure any default of Landlord, except to the Purchaserextent: (a) such act or omission constitutes a nonmonetary default of Landlord; (b) such act or omission continues beyond the date when such successor landlord succeeds to Landlord’s interest; and (c) Tenant shall have given prompt written notice of such act or omission to Mortgagee, including with an opportunity to cure the first mortgagee under same, in accordance with the terms hereof; (2) subject to any offsets, defenses, claims, counterclaims, offsets, or setoffs that Tenant may have against Landlord; (3) bound by any Rent that Tenant may have paid more than one month in advance; (4) liable for any security or other deposit, or surrender of any letter of credit, whether or not still held by Landlord, unless such mortgage if it be the Purchasersecurity or other deposit was actually received by Mortgagee or such successor landlord, as its Lessor. Notwithstanding the foregoing and in the event of a foreclosure receipt of any such mortgage security deposit, Mortgagee’s or such successor landlord’s obligations with respect thereto shall be limited to the amount of such security deposit actually received by Mortgagee or such successor landlord, and Mortgagee or such successor landlord shall be entitled to all rights, privileges, and benefits of Landlord set forth in this Lease with respect thereto; (5) bound by any agreement between Landlord and Tenant not expressly set forth in this Lease (or any exhibit thereto), as amended (subject to Mortgagee’s right to consent thereto); (6) bound by any agreement, amendment, extension, modification, cancellation, or termination of this Lease that was made without the prior written consent of Mortgagee, which consent may be withheld, conditioned, or delayed for any reason, in the sole discretion of Mortgagee; (7) liable to Tenant under this Lease or otherwise from and after such time as Mortgagee or such successor landlord ceases to be the owner of the Property; or (8) bound by, or liable for any breach of, any representation or warranty or indemnity agreement of any other action or proceeding for the enforcement thereof, or of any sale thereunder, kind contained in this Lease will not be barred, terminated, cut off or foreclosed nor will the rights and possession of Lessee thereunder be disturbed if Lessee shall not then be in default in the payment of rental or other sums or be otherwise in default under the terms of this Lease, and Lessee shall attorn to the purchaser at such foreclosure, sale or other action or proceedingmade by Landlord.

Mortgage Subordination. Lessee accepts this Lease subject Upon the written request of Landlord or of any lessor under a sale and leaseback of the land and/or building in which the Premises are situated or of any mortgagee or beneficiary of Landlord, Tenant will from time to time in writing subordinate its rights hereunder to the interest of any recorded such lessor, as well as to the lien of any mortgage lien presently existing or deed of trust now or hereafter created in force against the land and building of which the Premises are a part or against any buildings hereafter placed upon the Building land of which the Premises are a part, and to all existing recorded restrictionsadvances made or hereafter to be made upon the security thereof. Such written subordination shall be executed and delivered to Landlord within ten (10) days from Tenant's receipt of a request for the same. If Tenant fails to execute and deliver such statement to Landlord within said ten-day period, covenants, easements and agreements with respect to the Building; provided thatLandlord may, as attorney-in-fact of Tenant, coupled with an interest, execute such statement for, and on behalf, and in the name of Tenant. If requested by Landlord in writing, Tenant shall give similar certificates from time to time during the term of this Lease in the manner hereinabove provided. Tenant agrees to give any mortgagees and/or trust deed holders, by registered mail, a condition copy of any notice of default served upon the Landlord, provided that prior to Xxxxxx's obligations under such notice Tenant has been notified, in writing, (by way of Notice of Assignment of Rents and Leases, or otherwise) of the address of such mortgagees and/or trust deed holders. Tenant further agrees that if Landlord shall have failed to cure such default within the time provided for in this Lease, Lessee then the mortgagees and/or trust deed holders shall have an additional thirty (30) days within which to cure such default or if such default cannot be cured within that time, then such additional time as may be necessary if within such thirty (30) days, any mortgagee and/or trust deed holders has commenced and is diligently pursuing the holder remedies necessary to cure such default, including but not limited to commencement of any mortgage lien foreclosure proceedings, if necessary to effect such cure), in which event this Lease shall not be placed on the Premises prior terminated while such remedies are being so diligently pursued. Landlord agrees to the Commencement Date shall enter into obtain from its lender, if any, a subordination, non-disturbance agreement in form acceptable to Landlord and attornment agreement on terms mutually satisfactory within 15 days the lender, providing that as long as Tenant performs its obligations hereunder, no foreclosure, deed in lieu of later foreclosure or trustee's sale shall affect Tenants rights. Notwithstanding anything to the contrary expressed in this Lease, Tenant agrees to amend or modify this Lease in any particulars as may be reasonably required by any mortgagee or beneficiary of the date hereof or the date of the execution of the mortgage by Xxxxxx, which agreement shall provide, INTER ALIA that the mortgagee shall not disturb the tenancy of Lessee, Landlord so long as Lessee is any such amendments or modifications do not in default materially alter the substantive rights of its obligations under this Lease beyond any applicable notice Tenant herein and cure periods. Xxxxxx agrees that the form of agreement attached hereto as Exhibit "I" is acceptable as to the holder of the now-existing mortgage; provided that Xxxxxx shall have the right to modify any inaccurate representation contained therein before executing the agreement Xxxxxx agrees to subordinate Lessee's interest under this Lease to any mortgage lien placed on the Premises after Commencement Date, provided that as a condition to such subordination Lessee and such mortgagee shall enter into a mutually satisfactory non-disturbance, subordination and attornment agreement which shall include a covenant by the mortgagee not to disturb the tenancy of Lessee, so long as Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure periods. Lessor shall use its best efforts to cause any such future mortgagee to agree that insurance proceeds and condemnation awards shall be used for the repair and restoration of the Premises when so provided in this Lease. If the interests of Lessor under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any first mortgage on the Premises, Lessee shall be bound Landlord has agreed to the transferee (sometimes called the "Purchaser"), under the terms, covenants and conditions of this Lease for the balance of the term remaining, including any extensions or renewals, with the same force and effect as if the Purchaser were Lessor under this Lease, and Xxxxxx agrees to attorn to the Purchaser, including the first mortgagee under any such mortgage if it be the Purchaser, as its Lessor. Notwithstanding the foregoing in the event of a foreclosure of any such mortgage or of any other action or proceeding for the enforcement thereof, or of any sale thereunder, this Lease will not be barred, terminated, cut off or foreclosed nor will the rights and possession of Lessee thereunder be disturbed if Lessee shall not then be in default in the payment of rental or other sums or be otherwise in default under the terms of this Lease, and Lessee shall attorn to the purchaser at such foreclosure, sale or other action or proceedingsame.