Title; Subordination Clause Samples
Title; Subordination. Landlord represents and warrants to Tenant that prior to the date upon which the Notice to Proceed (as defined in the Development Agreement) is received by Northwind, Landlord will hold fee simple title to the Aladdin Lands and the Project Site. Landlord will promptly notify Tenant in writing if any mortgage, trust deed or ground lease encumbers the Project Site. If at any time the Project Site shall become subject to any mortgage, trust deed or ground lease, then within thirty (30) days after the creation of such lien or the commencement of the term of such ground lease, as the case may be, Landlord shall deliver to Tenant a recordable non-disturbance agreement (pursuant to which, among other things, the Lease, and Tenant's right of possession of the Project Site and the Landlord's Property on the terms and conditions set forth in the Lease, would be honored by any lender, ground lessor or person or entity claiming by, through or under such lender or ground lessor, in the event a foreclosure or deed-in-lieu of foreclosure occurred or a ground lease was terminated and no Tenant Default then existed) satisfactory in form and substance to Tenant acting in a commercially reasonable manner (herein called a "Non-Disturbance Agreement") signed by such lender or ground lessor, as the case may be. Without limiting the foregoing, if the mortgagee or trustee in any first mortgage or first trust deed hereafter made desires this Lease to be subject and subordinate to its first mortgage or first trust deed, then all or a portion of the rights and interests of Tenant under this Lease (other than rights in respect of any casualty loss of the Project or under Sections 8.1 and 8.2 hereof) shall be subject and subordinate to such first mortgage or first trust deed and to any and all advances to be made thereunder, and to the interest thereon, and all renewals, replacements and extensions thereof, if and only if such mortgagee or trust deed holder or such ground lessor, as the case may be, has theretofore delivered to Tenant a Non-Disturbance Agreement signed by such lender or ground lessor, as the case may be. Any mortgagee or trustee in any first mortgage or trust deed may elect that, instead of making this Lease subject and subordinate to its first mortgage or first trust deed, the rights and interest of Tenant under this Lease shall have priority over the lien of its mortgage or trust deed. Tenant agrees that in the event that any trustee or mortgagee or ground lessor el...
Title; Subordination. Contractor and Producer shall not permit any lien or other encumbrance to be placed against the Grain while it is in Contractor’s or Producer’s possession, as applicable. Title to the Grain shall at all times remain in Gavilon, and at no time shall Contractor or Producer have any claim to title for the Grain. Neither Contractor nor Producer shall have a general warehouseman’s lien on the Grain for any claims or unpaid charges arising under this Agreement or under the Ethanol Plant Agreements, and Contractor and Producer each hereby waive any and all rights to place a lien on the Grain arising from Contractor’s or Producer’s (as applicable) performance under the terms of this Agreement. As a condition to entering into this Agreement, Contractor and Producer each acknowledge that any lender(s) it may have with regard to the Elevators or any equipment or operations related thereto, shall enter into a Lender’s Consent and Acknowledgement in the form attached hereto as Exhibit “B”. Contractor hereby acknowledges and agrees that any fees or charges due to Contractor shall be paid by Producer, or received as a benefit from Producer based upon Contractor being a wholly-owned subsidiary of Producer, and Gavilon shall have no responsibility or liability for paying any such amounts to Contractor.
Title; Subordination. Landlord hereby warrants that Landlord and no other person or corporation has the right to lease the premises hereby demised. Tenant shall have peaceful and quiet use and possession of the leased premises without hindrance on the part of Landlord, and Landlord shall warrant and defend Tenant in such peaceful and quiet use and possession against the claims of all persons claiming by, through or under Landlord. Tenant's rights under this Lease Agreement may, however, be subordinate to the operation and effect of any mortgage, deed of trust or other security instrument now or hereafter placed upon the Center, or any part or parts thereof, by Landlord; and Tenant hereby agrees, upon request of Landlord, to execute subordination agreements to that effect, provided the beneficiary under the deed of trust or mortgage agrees to recognize the rights of the Tenant under this Lease in event of a foreclosure, provided the Tenant is not in default.
Title; Subordination