Common use of Mortgage Transactions Clause in Contracts

Mortgage Transactions. The preceding restrictions on assignments of this lease shall not apply to and no prior approval of LESSOR shall be required for (i) a mortgage of the leasehold estate (ii) a foreclosure or an assignment of the leasehold estate to the mortgagee in lieu of foreclosure or (iii) a transfer by a mortgagee who has acquired the leasehold estate and such transfer occurs within a reasonable period of time commensurate with liquidation of the asset. However, any person acquiring the leasehold estate by any of the above means shall be obligated, within 10 days thereafter, to provide LESSOR with a copy of the assignment. No mortgagee shall be deemed to have assumed and no mortgagee shall be personally obligated to perform any of LESSEE'S obligations under this lease which accrued prior to acquisition of the leasehold estate, provided that this limitation on personal liability shall not diminish the rights and remedies otherwise available to LESSOR in the event of a default nor the right of a mortgagee to cure defaults as herein provided. A mortgagee, having acquired the leasehold estate through foreclosure or assignment in lieu of foreclosure, shall be liable for performance of all obligations of LESSEE which accrue during the period the mortgagee has ownership of the leasehold estate, and any rent payment which becomes due during such period shall be paid in full and not prorated. Nothing contained in this lease or in any mortgage shall release LESSEE from the full and faithful performance of LESSEE’S obligations under this lease or from any liability for non-performance or constitute a waiver of any right of LESSOR against LESSEE.

Mortgage Transactions. The preceding restrictions on assignments of this lease shall not apply to and no prior approval of LESSOR shall be required for (i) a mortgage of the leasehold estate (ii) a foreclosure or an assignment of the leasehold estate to the mortgagee in lieu of foreclosure or (iii) a transfer by a mortgagee who has acquired the leasehold estate and such transfer occurs within a reasonable period of time commensurate with liquidation of the asset. However, any person acquiring the leasehold estate by any of the above means shall be obligated, within 10 days thereafter, to provide LESSOR with a copy of the assignment. No mortgagee shall be deemed to have assumed and no mortgagee shall be personally obligated to perform any of LESSEE'S obligations under this lease which accrued prior to acquisition of the leasehold estate, provided that this limitation on personal liability shall not diminish the rights and remedies otherwise available to LESSOR in the event of a default nor the right of a mortgagee to cure defaults as herein provided. A mortgagee, having acquired the leasehold estate through foreclosure or assignment in lieu of foreclosure, shall be liable for performance of all obligations of LESSEE which accrue during the period the mortgagee has ownership of the leasehold estate, and any rent payment which becomes due during such period shall be paid in full and not prorated. Nothing contained in this lease or in any mortgage shall release LESSEE from the full and faithful performance of LESSEE’S 'S obligations under this lease or from any liability for non-performance or constitute a waiver of any right of LESSOR against LESSEE. The term "mortgage" as used in this paragraph means any mortgage, deed of trust, collateral assignment or other transfer or pledge of this lease as security for an indebtedness of LESSEE; and the term "mortgagee" means the holder of the indebtedness to whom or for whose benefit this lease has been mortgaged or pledged as security.

Mortgage Transactions. The preceding restrictions on assignments set forth in Paragraph 8 of this lease the Lease Agreement shall not apply to and no prior approval of LESSOR shall be required for (i) a mortgage of the leasehold estate (ii) a foreclosure or an assignment of the leasehold estate to the mortgagee in lieu of foreclosure or (iii) a transfer by a mortgagee who has acquired the leasehold estate and such transfer occurs within a reasonable period of time commensurate with liquidation of the asset. However, any person acquiring the leasehold estate by any of the above means shall be obligated, within 10 days thereafter, to provide LESSOR with a copy of the assignment. No mortgagee shall be deemed to have assumed and no mortgagee shall be personally obligated to perform any of LESSEE'S obligations under this lease which accrued prior to acquisition of the leasehold estate, provided that this limitation on personal liability shall not diminish the rights and remedies otherwise available to LESSOR in the event of a default nor the right of a mortgagee to cure defaults as herein provided. A mortgagee, having acquired the leasehold estate through foreclosure or assignment in lieu of foreclosure, shall be liable for performance of all obligations of LESSEE which accrue during the period the mortgagee has ownership of the leasehold estate, and any rent payment which becomes due during such period shall be paid in full and not prorated. Nothing contained in this lease Lease Agreement or in any mortgage shall release LESSEE from the full and faithful performance of LESSEE’S 'S obligations under this lease Lease Agreement or from any liability for non-performance or constitute a waiver of any right of LESSOR against LESSEE. The term "mortgage" as used in this paragraph means any mortgage, deed of trust, collateral assignment or other transfer or pledge of this lease as security for an indebtedness of LESSEE; and the term "mortgagee" means the holder of the indebtedness to whom or for whose benefit this lease has been mortgaged or pledged as security.

Mortgage Transactions. The preceding restrictions on assignments set forth in Paragraph 8 of this lease Lease Agreement shall not apply to and no prior approval of LESSOR shall be required for (i) a mortgage of the leasehold estate (ii) a foreclosure or an assignment of the leasehold estate to the mortgagee in lieu of foreclosure or (iii) a transfer by a mortgagee who has acquired the leasehold estate and such transfer occurs within a reasonable period of time commensurate with liquidation of the asset. However, any person acquiring the leasehold estate by any of the above means shall be obligated, within 10 days thereafter, to provide LESSOR with a copy of the assignment. No mortgagee shall be deemed to have assumed and no mortgagee shall be personally obligated to perform any of LESSEE'S obligations under this lease which accrued prior to acquisition of the leasehold estate, provided that this limitation on personal liability shall not diminish the rights and remedies otherwise available to LESSOR in the event of a default nor the right of a mortgagee to cure defaults as herein provided. A mortgagee, having acquired the leasehold estate through foreclosure or assignment in lieu of foreclosure, shall be liable for performance of all obligations of the LESSEE which accrue during the period the mortgagee has ownership of the leasehold estate, and any rent payment which becomes due during such period shall be paid in full and not prorated. Nothing contained in this lease or in any mortgage shall release LESSEE from the full and faithful performance of LESSEE’S 'S obligations under this lease or from any liability for non-non- performance or constitute a waiver of any right of LESSOR against LESSEE. The term “mortgage” as used in this paragraph means any mortgage, deed of trust, collateral assignment or other transfer or pledge of this lease as security for an indebtedness of LESSEE; and the term “mortgagee” means the holder of the indebtedness to whom or for whose benefit this lease has been mortgaged or pledged as security.

Mortgage Transactions. The preceding restrictions on assignments of this lease shall not apply to and no prior approval of LESSOR shall be required for (i) a mortgage of the leasehold estate (ii) a foreclosure or an assignment of the leasehold estate to the mortgagee in lieu of foreclosure or (iii) a transfer by a mortgagee who has acquired the leasehold estate and such transfer occurs within a reasonable period of time commensurate with liquidation of the asset. However, any person acquiring the leasehold estate by any of the above means shall be obligated, within 10 days thereafter, to provide LESSOR with a copy of the assignment. No mortgagee shall be deemed to have assumed and no mortgagee shall be personally obligated to perform any of LESSEE'S ’S obligations under this lease which accrued prior to acquisition of the leasehold estate, provided that this limitation on personal liability shall not diminish the rights and remedies otherwise available to LESSOR in the event of a default nor the right of a mortgagee to cure defaults as herein provided. A mortgagee, having acquired the leasehold estate through foreclosure or assignment in lieu of foreclosure, shall be liable for performance of all obligations of LESSEE which accrue during the period the mortgagee has ownership of the leasehold estate, and any rent payment which becomes due during such period shall be paid in full and not prorated. Nothing contained in this lease or in any mortgage shall release LESSEE from the full and faithful performance of LESSEE’S obligations under this lease or from any liability for non-performance or constitute a waiver of any right of LESSOR against LESSEE. The term “mortgage” as used in this paragraph means any mortgage, deed of trust, collateral assignment or other transfer or pledge of this lease as security for an indebtedness of LESSEE; and the term “mortgagee” means the holder of the indebtedness to whom or for whose benefit this lease has been mortgaged or pledged as security.

Mortgage Transactions. The preceding restrictions on assignments Notwithstanding anything to the contrary set forth herein, Purchaser may, if it so elects, take such steps as Purchaser shall deem necessary or desirable to encumber the Property at or immediately prior to the Closing with a mortgage (the "Mortgage") that encumbers other premises located in the City and State of this lease New York (a "Mortgage Transaction"). Seller shall use reasonable efforts to cooperate (which cooperation shall be at Purchaser's sole cost and expense) in so effecting a Mortgage Transaction, if so desired by Purchaser, provided that such structuring shall not apply to increase Seller's liabilities or obligations hereunder or adversely affect Seller's rights hereunder and no prior approval of LESSOR provided further that the following conditions shall be required for satisfied prior to the Mortgage encumbering the Property: (i) a mortgage of the leasehold estate there shall only be one Mortgage and one Mortgage lender (" Mortgagee"), (ii) a foreclosure or an assignment of the leasehold estate to the mortgagee in lieu of foreclosure or Mortgage shall be prepayable at any time, (iii) Purchaser shall deposit with Agent an irrevocable Letter of Credit acceptable to Seller, drawn on a transfer by a mortgagee who has acquired the leasehold estate and such transfer occurs within a reasonable period of time commensurate with liquidation Bank acceptable to Seller in its sole discretion, in an amount equivalent to 125% of the asset. HoweverMortgage, any person acquiring naming Agent as beneficiary and giving Agent the leasehold estate by any absolute right to draw down the Letter of Credit on the above means date following the date of Closing (the "Pay-off Date"), if the Closing does not occur, (iv) Purchaser shall be obligateddeliver a pay-off letter from the Mortgagee stating the full amount required to satisfy the Mortgage on the Pay-off Date, within 10 days and the per diem amount required for each day thereafter, and, (v) Purchaser shall deliver to provide LESSOR Seller a cash deposit in an amount sufficient to pay the first two monthly installments due on the note secured by the Mortgage. In providing such assistance, Seller shall execute such documents, if any, as may be reasonably required by Purchaser to effectuate such encumbrance ("Mortgage Documents") and otherwise comply with a copy the provisions of the assignment. No mortgagee shall be deemed to have assumed and no mortgagee shall be personally obligated to perform any of LESSEE'S obligations under this lease which accrued prior to acquisition of the leasehold estateSection 18.19, provided that this limitation on personal liability the Mortgage Transaction and the Mortgage Documents shall not diminish (a) require Seller to execute any contract, make any commitment, or incur any obligations, contingent or otherwise, to third parties which are not fully released as part of the rights Closing, (b) delay the Closing, and remedies (c) otherwise available be contrary to LESSOR in or inconsistent with the event terms of a default nor the right of a mortgagee this Agreement. Any Mortgage Document that Purchaser shall request Seller to cure defaults as herein provided. A mortgagee, having acquired the leasehold estate through foreclosure or assignment in lieu of foreclosure, execute shall be liable for performance prepared and submitted to Seller at least five (5) business days prior to the date that Seller's execution thereof is requested. Seller shall execute any such Mortgage Document only if it conforms in all respects to the provisions of all obligations of LESSEE which accrue during this Agreement relating to a Mortgage Document. Purchaser hereby agrees to indemnify, defend and hold Seller, its respective partners and the period the mortgagee has ownership of the leasehold estateheirs, successors and assigns thereof, harmless from, against and in respect of, and shall on demand reimburse Seller, its respective partners and the heirs, successors and assigns thereof for, any rent payment which becomes due during such period shall be paid in full and all loss, liability, damage or expense, including but not prorated. Nothing contained in this lease limited to reasonable attorneys' fees and disbursements, arising out of or in any mortgage shall release LESSEE from way connected with the full and faithful performance of LESSEE’S obligations under this lease Mortgage Transaction or from any liability for non-performance or constitute a waiver of any right of LESSOR against LESSEEMortgage Document which would not have been incurred if there was no Mortgage Transaction.