Common use of Subordination to Mortgages; Estoppel Certificate Clause in Contracts

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 4 contracts

Samples: Office Lease Agreement, Office Lease Agreement, Office Lease Agreement (Exponential Interactive, Inc.)

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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestNotwithstanding anything to the contrary contained in this Lease, in consideration of, and as a condition precedent to, Tenant's agreement to permit its interest pursuant to this Lease to be subordinated to any particular future Mortgage hereafter enforced against the Building or the Property, Landlord shall deliver to Tenant a commercially reasonable non-disturbance agreement executed by the Mortgagee of such Mortgage. If requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, Tenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 twenty (20) days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall may reasonably be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderrequested.

Appears in 3 contracts

Samples: Lease Agreement (Griffin Capital Essential Asset REIT II, Inc.), Lease Agreement (Griffin Capital Essential Asset REIT II, Inc.), Lease Agreement (Griffin Capital Essential Asset REIT II, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 3 contracts

Samples: Office Lease Agreement (Tenfold Corp /Ut), Office Lease Agreement (Zamba Corp), Office Lease Agreement (Tenfold Corp /Ut)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the PropertyComplex, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults Defaults and the amount of Rent that is due and payable. Notwithstanding Landlord shall deliver its current or future Mortgagee’s customary form of Subordination, Non-Disturbance and Attornment Agreement (an “SNDA”) to the foregoing, Tenant. Landlord agrees to request that a Mortgagee consider reasonable changes to such Mortgagee’s standard form of SNDA upon written the request by of Tenant, . Landlord will shall use commercially reasonable efforts to obtain a non-disturbance, subordination and attornment agreement the SNDA from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form Mortgage promptly following the full execution and delivery of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderthis Lease.

Appears in 2 contracts

Samples: Office Lease Agreement (Marlborough Software Development Holdings Inc.), Office Lease Agreement (Bitstream Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable Mortgagee’s standard form subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall eachshall, within 10 days ten (10) Business Days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable subordination agreement and/or estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding Tenant acknowledges its obligation to pay an administration fee at a daily rate of $50.00 for each day that Tenant is late in providing any such subordination agreement or estoppel certificate (or a daily rate of $100.00 for both), commencing on the foregoingeleventh (11th) Business Day following Landlord’s request therefor. If Tenant has not provided any such subordination agreement or estoppel certificate within twenty (20) days following Landlord’s written request therefor, upon Tenant hereby appoints Landlord as Tenant’s attorney-in-fact, which appointment is coupled with an interest, to execute, acknowledge and deliver any such subordination agreement or estoppel certificate for and on behalf of Tenant, without any liability on the part of Landlord for the accuracy of any information contained therein, and Tenant shall thereupon be deemed to have acknowledged the accuracy of all information set forth therein for the benefit of Landlord, any current or prospective Mortgagee, or any prospective purchaser of any interest of Landlord in the Building. However, if any such party is unwilling to rely on such subordination agreement or estoppel certificate from Landlord (or if Landlord is unwilling for any reason to execute such subordination agreement or estoppel certificate as attorney-in-fact for Tenant), the daily administration fee described herein shall continue until such time as Tenant has provided the subordination agreement or estoppel certificate as originally requested. Upon written request by Tenant, Landlord will use reasonable efforts to obtain a subordination, non-disturbance, subordination disturbance and attornment agreement (“SNDA”) for the benefit of Tenant from Landlord’s then current any future Mortgagee whereby the Mortgagee agrees to recognize the rights of Tenant under this Lease in the event of a foreclosure of the Mortgage held by such Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement SNDA for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 2 contracts

Samples: Office Lease Agreement, Office Lease Agreement (Jaguar Health, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease, provided, however, that the subordination of this Lease to any mortgage or ground lease entered into after the date of this Lease shall be upon the express condition that so long as Tenant is not in Default of the Lease beyond applicable notice and cure periods, Tenant’s possession and enjoyment of the Premises and Tenant’s rights under this Lease shall not be disturbed or interfered with in the event of a foreclosure of such mortgage or lease or the exercise of any rights thereunder. Landlord and Tenant shall each, within 10 ten (10) days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults Defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will shall use commercially reasonable efforts to obtain a non-disturbance, subordination and attornment agreement (“SNDA”) from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” , a copy of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. which is attached hereto as Exhibit H. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement SNDA and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement an SNDA for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default Default by Landlord or Tenant hereunder.

Appears in 2 contracts

Samples: Office Lease Agreement (Oxford Immunotec Global PLC), Office Lease Agreement (Oxford Immunotec Global PLC)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. Notwithstanding the foregoing, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement in favor of Tenant from any Mortgagee who comes into existence after the Commencement Date. Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and is not otherwise in default under the Lease beyond any applicable cure period, its right to possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding Landlord hereby represents and warrants that there is no Mortgagee as of the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form date of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderthis Lease.

Appears in 2 contracts

Samples: Office Lease Agreement (Quinstreet, Inc), Office Lease Agreement (Quinstreet, Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 5 days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain provide any estoppel certificate within the 5 day period specified above, and the continuation of such failure for a non-disturbanceperiod of 5 days after Landlord delivers a second written notice requesting same, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be constitute a default by Landlord hereunderTime Sensitive Default under this Lease.

Appears in 2 contracts

Samples: Office Lease (Gainsco Inc), Office Lease (Power Efficiency Corp)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Article to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Notwithstanding the foregoing in this Section to the contrary, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement in favor of Tenant from any Mortgagee who comes into existence after the Commencement Date. Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and is not otherwise in default under the Lease beyond any applicable cure period, its right to possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee.

Appears in 2 contracts

Samples: Office Lease Agreement, Office Lease Agreement (Netsuite Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Any such attornment shall be made upon the condition that no such Mortgagee shall be (a) liable for any act or omission of any prior landlord (including, without limitation, the then defaulting landlord); or (b) subject to any defense or offsets (except as expressly set forth in this Lease) which Tenant may have against any prior landlord (including, without limitation, the then defaulting landlord); or (c) bound by any payment of Rent which Tenant might have paid for more than the current month to any prior landlord (including, without limitation, the then defaulting landlord); or (d) bound by any obligation to make any payment to Tenant which was required to be made by the prior landlord hereunder; or (e) bound by any obligation to perform any work or to make improvements to the Premises except for (i) repairs and maintenance pursuant to the provisions of Article 9, (ii) repairs to the Premises or any part thereof as a result of damage by fire or other casualty pursuant to Article 16, but only to the extent that such repairs can be reasonably made from the net proceeds of any insurance actually made available to such Mortgagee and (iii) repairs to the Premises as a result of a partial condemnation pursuant to Article 17, but only to the extent that such repairs can be reasonably made from the net proceeds of any award made available to such Mortgagee. Landlord shall use reasonable efforts to obtain a subordination, non-disturbance and attornment agreement (“SNDA”) from Landlord’s current Mortgagee on Mortgagee’s current standard form of agreement. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 2 contracts

Samples: Office Lease Agreement, Office Lease Agreement (Loxo Oncology, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease due to foreclosure or similar action in lieu thereof, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party’s actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status Lease that may reasonably be requested. Landlord represents that as of the execution date of this Lease, the existence of any defaults and the amount of Rent that Property is due and payablenot currently subject to a Mortgage. Notwithstanding the foregoing, upon written request by Tenant, Landlord will shall use commercially reasonable efforts to obtain a subordination, non-disturbance, subordination disturbance and attornment agreement from Landlord’s then current any future first Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderform.

Appears in 2 contracts

Samples: Office Lease Agreement (Collegium Pharmaceutical, Inc), Office Lease Agreement (Collegium Pharmaceutical Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. As of the Effective Date, the Building is not encumbered by a Mortgage. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable Mortgagee’s standard form subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall eachshall, within 10 days ten (10) Business Days after receipt of a written request from the otherLandlord, execute and deliver (or provide good faith comments to) a commercially reasonable subordination agreement and/or estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon If Tenant has not provided any such subordination agreement or estoppel certificate within twenty (20) days following Landlord’s written request by therefor, Tenant hereby appoints Landlord as Tenant’s attorney-in-fact, which appointment is coupled with an interest, to execute, acknowledge and deliver any such subordination agreement or estoppel certificate for and on behalf of Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee without any liability on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” the part of Landlord shall not require Landlord to incur for the accuracy of any costinformation contained therein, expense or liability to obtain such agreement, it being agreed that and Tenant shall thereupon be responsible deemed to have acknowledged the accuracy of all information set forth therein for any fee or review costs charged by the Mortgagee. Upon request benefit of Landlord, Tenant will execute the any current or prospective Mortgagee’s form , or any prospective purchaser of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities any interest of Landlord in the Building. If a Mortgage is created following the Effective Date, the subordination of this Lease to such Mortgage is conditioned upon the Mortgagee executing a SNDA (defined below) for the benefit of Tenant. The execution and Tenant or be considered to delivery by any future Mortgagee of such a SNDA shall be a default by Landlord hereunder.condition precedent to the subordination of this Lease to the lien of any such Mortgage. As used herein, “

Appears in 2 contracts

Samples: Office Lease Agreement (ForgeRock, Inc.), Office Lease Agreement (ForgeRock, Inc.)

Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, deeds to secure debt, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a MortgageeMortgagee or Landlord, Tenant shall execute execute, acknowledge as necessary and deliver to Landlord within fifteen (15) days after receipt thereof, a commercially reasonable subordination so-called subordination, non-disturbance and attornment agreement (“SNDA”) in favor of the Mortgagee on such Mortgagee’s standard form with such changes thereto as such Mortgagee shall agree to. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 twenty (20) days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, to Tenant’s knowledge the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding anything to the foregoing, upon written request by Tenantcontrary contained herein, Landlord will use shall make a commercially reasonable efforts effort to obtain provide Tenant with a non-disturbanceSNDA from any current or future Mortgagee, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations form provided by such Mortgagee with such commercially reasonable revisions as Tenant may request and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereundersuch Mortgagee shall agree to.

Appears in 2 contracts

Samples: Office Lease Agreement, Office Lease Agreement (scPharmaceuticals Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 5 days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no current, uncured default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to provide any estoppel certificate within the 5 day period specified above, and the continuation of such failure for a period of 5 days after Landlord delivers a second written notice requesting same, shall constitute a Time Sensitive Default under this Lease. Landlord shall use reasonable efforts, at Tenant’s costs, to obtain a nonLandlord’s Mortgagee’s then-disturbance, subordination and attornment current form of nondisturbance agreement for Tenant shall have no effect on the rights, obligations and liabilities benefit of Landlord and Tenant or be considered to be a default by Landlord hereunderTenant.

Appears in 2 contracts

Samples: Office Lease (GP Investments Acquisition Corp.), Office Lease (Rimini Street, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this ------------------------------------------------ Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon Upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 ten (10) days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of Lease that may reasonably be requested. Tenant agrees to modify this Lease as reasonably requested by any Mortgagee, provided such modifications do not materially impair Tenant's rights or increase Tenant's obligations under the Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current current- Mortgagee on such Mortgagee’s 's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement (subject to Tenant's approval, which will not be unreasonably withheld, conditioned or delayed) and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderhereunder but in the event that Landlord fails to procure such agreement from Landlord's Mortgagee, Tenant will not be obligated to subordinate its interest in this Lease to the lien of the Mortgagee in question. As of the date of this Lease, Landlord represents to Tenant that there is no Mortgage encumbering the Building or the Property.

Appears in 2 contracts

Samples: Lease Agreement (Equinix Inc), Lease Agreement (Equinix Inc)

Subordination to Mortgages; Estoppel Certificate. (a) This Lease, and all rights of Tenant accepts this Lease hereunder, are and shall be subject and subordinate in all respects to any mortgage(s), deed(s) of ), trust, ground lease(s) or other lien(s) liens now or subsequently arising upon the Premises, the Building or the Property, Property and to renewals, modifications, refinancings and extensions thereof (collectively referred collectively, the "Mortgages") whether or not the Mortgages shall also cover other lands and/or buildings and each and every advance made or hereafter to as a “Mortgage”)be made under the Mortgages. The party having the benefit provisions of a Mortgage shall be referred to as a “Mortgagee”. This clause this section shall be self-operativeoperative and no further instrument of subordination shall be required as to any Mortgage filed subsequent to the effective date hereof only if the holder of such Mortgage (a "Mortgagee") agrees in writing or the terms of the Mortgage provide that for so long as Tenant is not in default of its obligations set forth in this Lease beyond any applicable notice and cure period, but upon request from a Mortgageethe Mortgagee will not, in foreclosing against, or taking possession of the Premises or otherwise exercising its right under the Mortgage, disturb Tenant's right of possession under this Lease. In confirmation of such subordination, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from for the othersame, execute and deliver (provided Landlord is responsible for legal fees, costs and expenses incurred by Tenant in connection therewith, up to a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the maximum amount of Rent $1,000), any instrument, in recordable form if required, that is due Landlord or the Mortgagee may reasonably request to evidence such subordination, and payable. Notwithstanding the foregoing, upon written request by Tenant, Tenant hereby constitutes and appoints Landlord will use reasonable efforts to obtain a nonattorney-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of nonin-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement fact for Tenant shall have no effect to execute any such instrument for and on the rights, obligations and liabilities behalf of Landlord and Tenant or be considered to be a default by Landlord hereunderTenant.

Appears in 2 contracts

Samples: Lease (Kolltan Pharmaceuticals Inc), Lease (Kolltan Pharmaceuticals Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a "Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a "Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this Lease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. This clause shall be self-operative and no further instrument of subordination shall be required. However, Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any Mortgage, and Tenant agrees upon demand to execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. The terms of this Lease are subject to approval by the Landlord's existing lender(s) and any lender(s) who, at the time of the execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the Property, and such approval is a condition precedent to Landlord's obligations hereunder. In the event that Tenant shall fail to execute any subordination or other agreement required by this Article within ten (10) days after request by Landlord, such failure shall be considered to be an event of default by Tenant entitling Landlord to exercise its rights and remedies under Article XXIII of this Lease. Upon requestIf any person shall succeed to all or part of Landlord's interests in the Premises whether by purchase, Tenantforeclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such sucessor-in-interest, Tenant shall, without charge, shall attorn to any successor such successor-in-interest. Tenant agrees that it will from time to Landlord’s interest in this Lease. time upon request by Landlord and Tenant shall eachand, within 10 fifteen (15) days after receipt of a written request from the otherdate of such request, execute and deliver a commercially reasonable to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to those parties which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default stating the nature of such alleged default) and further stating such other matters as are Landlord shall reasonably requested require. Landlord, in connection with any previously approved Transfer by the other (including a Mortgagee or prospective purchaser). Without limitationTenant, such estoppel certificate may include a certification as agrees that it will from time to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingtime, upon written request by Tenant, Landlord will use reasonable efforts execute and deliver to obtain Tenant, or to any other person designated by Tenant, a non-disturbancestatement certifying: (i) that this Lease is unmodified and in full force and effect (or if there has been a modification, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same is in full force and effect as modified, and stating the modification); (ii) the dates, if any, to Landlord for execution by which the Mortgagee. Landlord’s failure to obtain a non-disturbanceRent and other sums and payments due under this Lease have been paid; and (iii) whether Tenant has breached the performance of any covenants, subordination terms, and attornment agreement for Tenant shall have no effect conditions on the rights, obligations and liabilities of Landlord and Tenant or be considered Tenant's part to be a default by Landlord hereunderperformed under this Lease, and the nature of Tenant's breach, if any.

Appears in 2 contracts

Samples: Office Lease Agreement (Acacia Research Corp), Office Lease Agreement (Acacia Research Corp)

Subordination to Mortgages; Estoppel Certificate. A. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Building, the Property or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablesuccessor-in-interest. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a subordination, non-disturbance, subordination disturbance and attornment agreement (“SNDA”) from Landlord’s then current Mortgagee on such in a form reasonable acceptable to that (Landlord’s Mortgagee’s then current standard form of agreement) attached hereto as Exhibit G). “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant from any Mortgagee existing as of the Effective Date shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default Landlord Default, provided that Landlord used reasonable efforts to procure them. Notwithstanding the foregoing in this Article to the contrary, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a commercially reasonable SNDA in favor of Tenant from any Mortgagee who comes into existence after the Effective Date. Such SNDA in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under this Lease and is not otherwise in Default, its right to possession and the other terms of this Lease shall remain in full force and effect. Such SNDA may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure Landlord Defaults and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by Landlord (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of this Lease made without the express written consent of Mortgagee or any successor-in-interest (other than an amendment or modification reflecting the exercise by Tenant of a right or option expressly set forth herein); (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord) except to the extent such act, or omission continues following such Mortgagee’s or successor’s succession to Landlord’s interest hereunder, (ii) the breach of any warranties or obligations relating to construction of improvements on the Project or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord).

Appears in 2 contracts

Samples: Office Lease Agreement, Office Lease Agreement (Solarcity Corp)

Subordination to Mortgages; Estoppel Certificate. Tenant Txxxxx accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the PropertyComplex, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable Mortgagee’s standard form subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, TenantTxxxxx, without charge, shall attorn to any successor to LandlordLxxxxxxx’s interest in this Lease. Landlord and Tenant shall eachshall, within 10 days ten (10) Business Days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable subordination agreement and/or estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding Tenant acknowledges its obligation to pay an administration fee at a daily rate of $50.00 for each day that Tenant is late in providing any such subordination agreement or estoppel certificate (or a daily rate of $100.00 for both), commencing on the foregoing, upon eleventh (11th) day following Lxxxxxxx’s request therefor. If Tenant has not provided any such subordination agreement or estoppel certificate within twenty (20) days following Txxxxx’s receipt of Landlord’s written request by therefor, Tenant hereby appoints Landlord as Txxxxx’s attorney-in-fact, which appointment is coupled with an interest, to execute, acknowledge and deliver any such subordination agreement or estoppel certificate for and on behalf of Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee without any liability on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” the part of Landlord shall not require Landlord to incur for the accuracy of any costinformation contained therein, expense or liability to obtain such agreement, it being agreed that and Tenant shall thereupon be responsible deemed to have acknowledged the accuracy of all information set forth therein for any fee or review costs charged by the Mortgagee. Upon request benefit of Landlord, Tenant will execute the any current or prospective Mortgagee’s form , or any prospective purchaser of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities any interest of Landlord and in the Building. However, if any such party is unwilling to rely on such subordination agreement or estoppel certificate from Landlord (or if Landlord is unwilling for any reason to execute such subordination agreement or estoppel certificate as attorney-in-fact for Tenant), the daily administration fee described herein shall continue until such time as Tenant has provided the subordination agreement or be considered to be a default by Landlord hereunderestoppel certificate as originally requested.

Appears in 1 contract

Samples: Office Lease Agreement (Third Harmonic Bio, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default Default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Bitstream Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord Lease and Tenant shall each, within 10 days after receipt of a written request from recognize such successor as lessor under this Lease without change in the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status provisions of this Lease, provided, however, if such succession shall be the existence result of Mortgagee’s enforcement of any defaults and remedy under the amount Mortgage or related documents, such successor shall not be liable for or bound by (a) any payment of an installment of Rent that is which may have been made more than 30 days before the due date of such installment, (b) any act or omission of or default by Landlord under this Lease (but the successor shall be subject to the continuing obligations of the landlord under this Lease to the extent arising from and payableafter such succession to the extent of such successor’s interest in the Property), (c) any credits, claims, setoffs or defenses which Tenant may have against Landlord, or (d) any obligation under this Lease to maintain a fitness facility at the Property. Upon the reasonable request of any successor to Landlord’s interest, Tenant shall execute and deliver an instrument or instruments confirming such attornment. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Landlord and Tenant shall each, within 10 Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable.

Appears in 1 contract

Samples: Office Lease Agreement (Versant Corp)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Premises or the PropertyBuilding, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon Upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee, provided such Mortgagee agrees not to disturb Tenant in its tenancy hereunder should the Mortgagee foreclose Landlord’s interest in the Building. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party’s actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain obtain, within sixty (60) days of the execution and delivery of this Lease, a subordination, non-disturbance, subordination disturbance and attornment agreement from Landlord’s then the current Mortgagee on such Mortgagee’s then current standard form of agreement(the “SNDA”). “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability liability, Tenant hereby agreeing to pay all costs and charges in connection with Landlord’s efforts to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgageean SNDA. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement an SNDA for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Notwithstanding the foregoing, if Landlord fails to obtain the SNDA within such sixty (60) day period, Tenant shall have the right, but not the obligation, to attempt to obtain the SNDA at Tenant’s sole cost and expense. Landlord hereby agrees to cooperate in a reasonable manner with such attempts.

Appears in 1 contract

Samples: Office Lease Agreement (Centrexion Therapeutics Corp)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-self- operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 5 days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain provide any estoppel certificate within the 5 day period specified above, and the continuation of such failure for a non-disturbanceperiod of 5 days after Landlord delivers a second written notice requesting same, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be constitute a default by Landlord hereunderTime Sensitive Default under this Lease.

Appears in 1 contract

Samples: Office Lease (FusionStorm Global, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable Mortgagee’s standard form subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall eachshall, within 10 ten (10) days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable subordination agreement and/or estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding Tenant acknowledges its obligation to pay an administration fee at a daily rate of $50.00 for each day that Tenant is late in providing any such subordination agreement or estoppel certificate (or a daily rate of $100.00 for both), commencing on the foregoing, upon eleventh (11th) day following Landlord’s request therefor. If Tenant has not provided any such subordination agreement or estoppel certificate within twenty (20) days following Landlord’s written request by therefor, Tenant hereby appoints Landlord as Tenant’s attorney-in-fact, which appointment is coupled with an interest, to execute, acknowledge and deliver any such subordination agreement or estoppel certificate for and on behalf of Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee without any liability on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” the part of Landlord shall not require Landlord to incur for the accuracy of any costinformation contained therein, expense or liability to obtain such agreement, it being agreed that and Tenant shall thereupon be responsible deemed to have acknowledged the accuracy of all information set forth therein for any fee or review costs charged by the Mortgagee. Upon request benefit of Landlord, Tenant will execute the any current or prospective Mortgagee’s form , or any prospective purchaser of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities any interest of Landlord and in the Building. However, if any such party is unwilling to rely on such subordination agreement or estoppel certificate from Landlord (or if Landlord is unwilling for any reason to execute such subordination agreement or estoppel certificate as attorney-in-fact for Tenant), the daily administration fee described herein shall continue until such time as Tenant has provided the subordination agreement or be considered to be a default by Landlord hereunderestoppel certificate as originally requested.

Appears in 1 contract

Samples: Office Lease Agreement (Jaguar Animal Health, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”), subject to Tenant’s receipt of a subordination and non-disturbance agreement from any Mortgagee on such Mortgagee’s then current form which may be revised to incorporate commercially reasonable changes requested by Tenant and approved by such Mortgagee. The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall .” In lieu of having the Mortgage be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativesuperior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 days ten (10) Business Days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain provide any estoppel certificate within the ten (10) Business Day period specified above, and the continuation of such failure for a non-disturbanceperiod of five (5) days after Landlord delivers a second written notice requesting same, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be constitute a default by Landlord hereunderTime Sensitive Default under this Lease.

Appears in 1 contract

Samples: Office Lease (Pier 1 Imports Inc/De)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a "Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a "Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. However, Tenant, without charge, shall attorn Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any successor to Landlord’s interest in this Lease. Landlord Mortgage, and Tenant shall each, within 10 days after receipt of a written request from the other, agrees upon demand to execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of further instruments subordinating this Lease, acknowledging the existence subordination of this Lease or attorning to the holder of any defaults and the amount of Rent that is due and payablesuch Mortgage as Landlord may request. Notwithstanding the foregoing, upon Upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee mortgagee on such Mortgagee’s mortgagee's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgageemortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s mortgagees form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgageemortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. The terms of this Lease are subject to approval by the Landlord's existing lender(s) and any lender(s) who, at the time of the execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the Property, and such approval is a condition precedent to Landlord's obligations hereunder. Notwithstanding the foregoing, with respect to any mortgage, deed of trust, lease or other lien that hereafter becomes a lien or charge upon the Building or the Property (a "Subsequent Mortgage", and the person or entity having the benefit of same being referred to hereinafter as a "Subsequent Mortgagee"), Tenant agrees to subordinate this Lease to such Subsequent Mortgage and attorn to such Subsequent Mortgagee thereunder by written agreement provided the Subsequent Mortgagee under any such Subsequent Mortgage provides Tenant with a non-disturbance agreement (which may be part of the subordination and attornment agreement). Such subordination, non-disturbance and attornment agreement ("SNDA") in favor of Tenant shall be in customary form and shall provide that, so long as Tenant is paying the rent due under the Lease and is not otherwise in default under the Lease, its right to possession and the other terms of the Lease shall remain in full force and effect. Such SNDA may provide Subsequent Mortgagee with additional time to cure defaults of the Landlord and may provide that (a) neither Subsequent Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rental, Additional Base Rental, or other sum due hereunder for more than one (1) month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Subsequent Mortgagee or any successor-in-interest; (b) neither Subsequent Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Subsequent Mortgagee; and (c) neither Subsequent Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). Landlord's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant as aforedescribed shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be an event of default by Landlord hereunder nor shall Landlord incur any liability as a result thereof. Tenant shall be responsible for all costs imposed by the Subsequent Mortgagee (including reasonable attorney's fees) in connection with the preparation and negotiation of any such SNDA. If any person shall succeed to all or part of Landlord's interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, attorn to such successor-in-interest provided Tenant receives a non-disturbance agreement from such party satisfying the requirements provided above. Tenant agrees that any Present Mortgagee or Subsequent Mortgagee (the Present Mortgagee and Subsequent Mortgagee collectively are referred to as a "Mortgagee") shall have the right at any time to subordinate such Present Mortgage or Subsequent Mortgage (collectively referred to as "Mortgage") to this Lease on such terms and subject to such conditions as such Mortgage may deem appropriate in its discretion. In the event that Tenant should fail to execute any subordination or other agreement required by this Article promptly as requested, Tenant hereby irrevocably constitutes Landlord as its attorney-in-fact to execute such instrument in Tenant's name, place and stead, it being agreed that such power is one coupled with an interest in Landlord and is accordingly irrevocable. If any person shall succeed to all or part of Landlord's interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, attorn to such successor-in-interest. Tenant agrees that it will from time to time upon request by Landlord and, within five (5) days of the date of such request, execute and deliver to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default stating the nature of such alleged default) and further stating such other matters as Landlord shall reasonably require.

Appears in 1 contract

Samples: Office Lease Agreement (First Capital Insured Real Estate Limited Partnership)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 15 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-non- disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (C Bridge Internet Solutions Inc)

Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to the lien of any mortgage(s), deed(s) of trust, deeds to secure debt, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. A bona fide, good faith dispute about the accuracy of the contents of any such certificate shall not constitute non-delivery, provided that the certifying party certifies those items that are not in dispute and communicates with the other party’s representatives the nature of any disputed items.

Appears in 1 contract

Samples: Office Lease Agreement (Rapid7 Inc)

Subordination to Mortgages; Estoppel Certificate. A. Subject to the provisions of subsection B. below, Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor the successor-in-interest; provided that such successor-in-interest assumes Landlord's obligations under this Lease with respect to Landlord’s interest in this Leasethe period from and after the date attornment is required. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall may reasonably be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderrequested.

Appears in 1 contract

Samples: Office Lease Agreement (Allaire Corp)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage Mortgage, whether now or hereafter existing, shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Any Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this LeaseLease provided such successor assumes the obligations of Landlord under this Lease arising from and after the date such successor becomes the Landlord hereunder. Landlord and Tenant shall eachshall, within 10 ten (10) business days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable estoppel certificate to those such parties as are reasonably requested by Landlord requests. If Tenant fails to execute and deliver any estoppel certificate within ten (10) business days, then Landlord may send Tenant a second (2nd) notice requesting Tenant to execute and deliver the other estoppel certificate (including a Mortgagee or prospective purchaserthe “Second Notice”). Without limitation, such If Tenant fails to execute and deliver the estoppel certificate may include within five (5) business days after the Second Notice, then Tenant shall pay to Landlord a certification as to the status of this Lease, the existence of any defaults and fee in the amount of Rent Two Hundred Fifty and 00/100 Dollars ($250.00) per day for each day beyond such fifth business day that is due Tenant fails to execute and payabledeliver the estoppel certificate. Notwithstanding Such fee shall be in addition to Landlord’s other remedies hereunder. Landlord shall use commercially reasonable efforts to secure for Tenant, within thirty (30) days after the foregoingfull execution and delivery of this Lease and Landlord’s receipt of a subordination, upon written request nondisturbance, and attornment agreement (“SNDA”) in the form attached hereto as Exhibit I executed by Tenant, a non-disturbance agreement from the holder of each Mortgage now encumbering the Building and/or the Land on the form of SNDA attached hereto as Exhibit I. If Landlord will does not obtain such an SNDA from the current Mortgage holder within such 30-day period, then as Tenant’s sole and exclusive remedy, Tenant shall have the right to terminate this Lease by providing written notice thereof to Landlord within five (5) business days after the expiration of such 30-day period. Notwithstanding anything herein to the contrary, if Landlord, obtains the SNDA signed by the Mortgage holder within fifteen (15) days after Landlord’s receipt of Tenant’s termination notice, then Tenant’s termination notice shall be null and void and this Lease shall continue in full force and effect. Notwithstanding anything contained in this Article 22 to the contrary, the subordination of this Lease to the lien of any Mortgage hereafter placed upon the Premises, the Building or the Land and Tenant’s agreement to attorn to the holder of any such Mortgage shall be conditioned upon Tenant’s receipt of a commercially reasonable SNDA protecting Tenant and its material rights under this Lease in the event of any future sale or foreclosure from such Mortgagee (it being agreed that an SNDA substantially similar in substance to the form attached hereto as Exhibit I is deemed to be commercially reasonable). Landlord shall use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement secure for Tenant an SNDA from Landlord’s then current Mortgagee the holder of each Mortgage hereafter encumbering the Building and/or the Land on such Mortgageeholder’s then current standard form of agreementSNDA. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.pay any

Appears in 1 contract

Samples: Office Lease Agreement (Alarm.com Holdings, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to Landlord’s interest in this Lease, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Leasesuch successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Section 23 to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsProperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord (c) neither Mortgagee nor any successor-in-interest shall be subject to any offset or defense which Tenant might have against any prior landlord (including Landlord) unless such offset or defense arises from a default under this Lease by such prior landlord and Tenant or be considered has provided Mortgagee with timely written notice and a reasonable opportunity to be a default by cure such default. Landlord hereunderrepresents and warrants to Tenant that, to Landlord’s knowledge, no Mortgage exists as of the date of this Lease.

Appears in 1 contract

Samples: Office Lease Agreement (Coinstar Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”"MORTGAGE"). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”"MORTGAGEE". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to shall obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure Mortgagee's current form (except that Paragraph 8 has been added at the request of Tenant) is set forth on EXHIBIT K to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderthis Lease.

Appears in 1 contract

Samples: Office Lease Agreement (Insurance Auto Auctions Inc /Ca)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the PropertyProperty or the Project, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn attom to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenantas a condition precedent to the subordination of this Lease, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the rent due under the Lease and return is not otherwise in default under the same Lease, its right to Landlord for execution by possession and other terms of the MortgageeLease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination and attornment agreement may include additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due hereunder for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification to the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsproperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant or be considered to be a default by Landlord hereundermight have against any prior landlord (including Landlord).

Appears in 1 contract

Samples: Office Lease Agreement (Commtouch Software LTD)

Subordination to Mortgages; Estoppel Certificate. A. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablesuccessor-in-interest. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Landlord hereby represents and covenants to Tenant that, as of the date of this Lease, the Building is not subject to a loan secured by a Mortgage.

Appears in 1 contract

Samples: Office Lease Agreement (Viewlocity Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). Landlord represents to Tenant that, as of the Effective Date, there is no Mortgage encumbering the Premises, the Building or the Project. The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 days Business Days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease that may reasonably be requested. Tenant’s failure to provide any estoppel certificate within the 10 Business Day period specified above, and the continuation of such failure for a period of 10 Business Days after Landlord delivers a second written notice requesting same, shall constitute a Time Sensitive Default under this Lease. Tenant shall, the existence within ten (10) Business Days after receipt of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingLandlord’s request, upon written request by deliver to Landlord Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard financial statements in form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same content reasonably satisfactory to Landlord for execution by the Mortgagee. Landlord’s failure and to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant any prospective purchaser or be considered to be a default by Landlord hereunderlender.

Appears in 1 contract

Samples: Office Lease (Cardium Therapeutics, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Buildings, the Property or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's commercially reasonable form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Intrabiotics Pharmaceuticals Inc /De)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”"MORTGAGE"). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”"MORTGAGEE". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Article to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement for Tenant shall have no effect on may include other commercially reasonable provisions in favor of the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderMortgagee.

Appears in 1 contract

Samples: Office Lease Agreement (Pixelworks Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Notwithstanding what is set forth herein, Landlord shall use commercially reasonable efforts, at Tenant's sole cost and expense, to request that a future Mortgagee grant to Tenant a subordination, non-disturbance and attornment agreement on such Mortgagee's standard form with commercially reasonable changes acceptable to such Mortgagee, but Landlord shall not be in default of this Lease if such Mortgagee fails to agree to such agreement for any reason. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Geovic Mining Corp.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablesuccessor-in-interest. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee mortgagee on such Mortgagee’s mortgagee's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgageemortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s mortgagee's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgageemortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). The estoppel certificate shall include a statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the Lease that may reasonably be requested.

Appears in 1 contract

Samples: Office Lease Agreement (Fundtech LTD)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). As of the date of this Lease, the Property is not encumbered with a Mortgage. The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party’s actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoingforegoing in this Article to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsProperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant or be considered to be a default by Landlord hereundermight have against any prior landlord (including Landlord).

Appears in 1 contract

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

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). Landlord represents that Bank of America N.A. and Union Bank of California, as co-lenders, are the only Mortgagees (defined below) having a lien on the Property as of the date of execution of this Lease, and Landlord shall deliver to Tenant, in recordable form, a subordination, nondisturbance and attornment agreement from such Mortgagees in substantially the form of Exhibit F within thirty (30) days after execution of this Lease, and if such agreement is not so delivered Tenant shall have the right to terminate this Lease upon written notice given to Landlord within fifteen (15) days thereafter. The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee, including a subordination, non-disturbance and attornment agreement in the form of Exhibit F attached hereto. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall may reasonably be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderrequested.

Appears in 1 contract

Samples: Office Lease Agreement (Infospace Com Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a "Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a "Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this Lease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. This clause shall be self-operative and no further instrument of subordination shall be required. However, Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any Mortgage, and Tenant agrees upon demand to execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. Upon The terms of this Lease are subject to approval by the Landlord's existing lender(s) and any lender(s) who, at the time of the execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the Property, and such approval is a condition precedent to Landlord's obligations hereunder. In the event that Tenant should fail to execute a standard, commercially reasonable subordinate or other agreement required by this Article within twenty one (21) days of request, TenantLandlord shall be entitled to collect from Tenant upon demand, as liquidated damages occasioned by such delay and not as a penalty (the actual damages resulting form such delay being impossible to ascertain), a sum equal to one-fifteenth of the monthly base rental for each day, up to fifteen (15) days, after the expiration of said twenty one (21) day period that Tenant fails to deliver such subordinate or other agreement. If such failure persists after such fifteen (15) day period, Landlord shall be entitled to pursue any and all remedies it may have with respect to such default, including, consequential damages arising by reason of such delay. If any person shall succeed to all or part of Landlord's interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, shall attorn to any successor such successor-in-interest. Tenant agrees that it will from time to Landlord’s interest in this Lease. time upon request by Landlord and Tenant shall eachand, within 10 five (5) days after receipt of a written request from the otherdate of such request, execute and deliver a commercially reasonable to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to those parties which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default stating the nature of such alleged default) and further stating such other matters as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderreasonably require.

Appears in 1 contract

Samples: Office Lease Agreement (United States Exploration Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Premises or the Propertyany portion thereof, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to the successor-in-interest. At Tenant’s request, Landlord shall use reasonable efforts (without the obligation to incur expense or liability in connection with such efforts) to obtain a so-called non-disturbance agreement from any successor Mortgagee which agreement may be in the form customarily used by such Mortgagee or if no such form exists, in any commercially reasonable form, provided, however, that if, despite such reasonable efforts, Landlord is unable to Landlord’s interest in obtain such agreement, such failure shall not constitute a default by Landlord under this Lease. Landlord and Tenant shall eachshall, within 10 days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable estoppel certificate an Estoppel Certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may The Estoppel Certificate shall include a certification statement certifying that this Lease is unmodified (except as identified in the Estoppel Certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to Tenant’s knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall may reasonably be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderrequested.

Appears in 1 contract

Samples: Hospital Facility Lease Agreement

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon request from Landlord or a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this LeaseLease that may reasonably be requested. Tenant’s failure to provide any estoppel certificate within the 10 day period specified above, the existence of any defaults and the amount continuation of Rent such failure for a period of 5 days after Landlord delivers a second written notice requesting same, shall be deemed to be Tenant’s acknowledgement that is due and payablethe items listed in the estoppel certificate are true. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease (Aeglea BioTherapeutics, Inc.)

Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to the lien of any mortgage(s), deed(s) of trust, deeds to secure debt, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Notwithstanding the foregoing in this Section to the contrary, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement in favor of Tenant from any Mortgagee who comes into existence after the Commencement Date. Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and is not otherwise in default under the Lease beyond any applicable cure period, its right to possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable.

Appears in 1 contract

Samples: Office Lease Agreement (Ironwood Pharmaceuticals Inc)

Subordination to Mortgages; Estoppel Certificate. Subject to Landlord’s delivery of an SNDA (defined below) for the benefit of Tenant as provided below, Tenant accepts this Lease subject and subordinate to the lien of any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to the lien of renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease, provided, however, that the subordination of this Lease to any mortgage or ground lease entered into after the date of this Lease shall be upon the express condition that so long as Tenant is not in Default of the Lease beyond applicable notice and cure periods, Tenant’s possession and enjoyment of the Premises and Tenant’s rights under this Lease shall not be disturbed or interfered with in the event of a foreclosure of such mortgage or lease or the exercise of any rights thereunder. Landlord and Tenant shall each, within 10 fifteen (15) days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults Defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement (an “SNDA”) from (i) Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement, a copy of which is attached hereto as Exhibit H, concurrently with the execution of this Lease and as a condition to Tenant’s obligations hereunder, and (ii) any future Mortgagee in a commercially reasonable form as a condition of Tenant’s subordination as contained herein. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement each such SNDA and return the same to Landlord for execution by the MortgageeMortgagee within fifteen (15) days after delivery thereof to Tenant. Landlord’s failure to obtain a non-disturbanceLandlord represents that (i) Yellow Brick Real Estate Capital I, subordination LLC holds the only Mortgage encumbering the Premises as of the date of this Lease (the “Existing Mortgage”), (ii) no default exists or has been threatened by Mortgagee under the Existing Mortgage, and attornment agreement for Tenant shall have no effect on (iii) the rightsmaturity date of the Existing Mortgage is August 16, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder2017.

Appears in 1 contract

Samples: Office Lease Agreement (Zipcar Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, Premises or upon the Building or the Property, and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a "Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “Mortgagee”. This clause shall be self-operative"Mortgage"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this Lease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. This clause shall be self-operative and no further instrument of subordination shall be required. However, Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any Mortgage, and Tenant agrees upon demand to execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. Upon requestThe terms of this Lease are subject to approval by the Landlord's existing lender(s) and any lender(s) who, Tenantat the time of the execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the Building or the underlying real estate and such approval is a condition precedent to Landlord's obligations hereunder. If any person shall succeed to all or part of Landlord's interest in the Premises, whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of Lease or otherwise, then if and as so requested or required by such successor-in-interest, Tenant shall, without charge, shall attorn to any successor such successor-in-interest. Tenant agrees that it will from time to Landlord’s interest in this Lease. time upon request by Landlord and Tenant shall eachand, within 10 ten (10) days after receipt of a written request from the otherdate of such request, execute and deliver a commercially reasonable to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to those parties which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default, stating the nature of such alleged default) and further stating such other matters as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderreasonably require.

Appears in 1 contract

Samples: Storage Space Lease Agreement (Piper Jaffray Companies)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Article to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use shall be required to provide Tenant with a commercially reasonable efforts to obtain a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form who comes into existence after the Commencement Date. Landlord represents and warrants that, as of agreement. “Reasonable efforts” the date of Landlord shall this Lease, the Property is not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged encumbered by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderMortgage.

Appears in 1 contract

Samples: Office Lease Agreement (Audiocodes LTD)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Sublease Agreement (Enernoc Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage. deed of trust, lease or other lien being hereinafter referred to as a "Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a "Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. As a condition to the subordination of this Lease to any future mortgagee, Landlord shall obtain and deliver to Tenant from any future Mortgagee a written subordination and non-disturbance agreement in recordable form substantially in the form of Exhibit I attached hereto (an "SNDA") providing that, so long as Tenant performs all of the terms, covenants and conditions of this Lease and agrees to attorn to the mortgagee, beneficiary of the deed of trust, purchaser at a foreclosure sale, prime lessor or fee owner, Tenant's rights under this Lease shall not be disturbed and shall remain in full force and effect for the Lease Term, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall eachnot be joined by the holder of any mortgage or deed of trust, at the holder's option, in any action or proceeding to foreclose thereunder. If a current Mortgage exists, Landlord will, within 10 thirty (30) days after receipt of a written request the full execution of this lease, deliver to Tenant an executed SNDA from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, holding such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderMortgage.

Appears in 1 contract

Samples: Office Lease Agreement (Republic Bancshares Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 days 5 Business Days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to provide any estoppel certificate within the 5 Business Day period specified above, and the continuation of such failure for a period of 5 days after Landlord delivers a second written notice requesting same, shall constitute a Time Sensitive Default under this Lease. Landlord shall use reasonable efforts, at Tenant’s costs, to obtain a nonLandlord’s Mortgagee’s then-disturbance, subordination and attornment current form of nondisturbance agreement for Tenant shall have no effect on the rights, obligations and liabilities benefit of Landlord and Tenant or be considered to be a default by Landlord hereunderTenant.

Appears in 1 contract

Samples: Office Lease (Varolii CORP)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof thereof, (collectively referred to as collectively, a “Mortgage”), subject to Tenant’s receipt of a subordination and non-disturbance agreement from any future Mortgagee on such future Mortgagee’s then current form which may be revised to incorporate commercially reasonable changes requested by Tenant and approved by such future Mortgagee; provided however, that if Tenant requires changes to such future Mortgagee’s then-current form, then Tenant shall bear all actual, out-of-pocket costs associated with obtaining the revised form from Mortgagee, if any. The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and shall use reasonable efforts, at Tenant’s costs, to obtain Landlord’s Mortgagee’s then-current form of nondisturbance agreement for the benefit of Tenant shall eachwithin 60 days of the Effective Date. Tenant shall, within 10 days Business Days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to Tenant’s actual knowledge, there is no default (or stating with specificity the status nature of the alleged default) and certifying other matters with respect to this Lease that may reasonably be requested. Tenant’s failure to provide any estoppel certificate within the 10 Business Day period specified above, and the continuation of such failure for a period of 3 days after Landlord delivers a second written notice requesting same, shall constitute a Time Sensitive Default under this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written Within 10 Business Days after request by Tenant, Landlord will use reasonable efforts agrees to obtain a non-disturbanceexecute and deliver to Tenant an estoppel letter certifying (a) the date of this Lease and any amendments; (b) whether, subordination and attornment agreement from to Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlordactual knowledge, Tenant will execute is in default and, if so, the Mortgageenature of such default;(c) the amount of Security Deposit (if any) deposited by Tenant pursuant to the terms of this Lease; (d) the date to which Rent has been paid by Tenant; and (e) if applicable, that Landlord has previously consented to a sublease of all or a portion of the Premises or an assignment of Tenant’s form of non-disturbance, subordination and attornment agreement and return interest in the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderLease.

Appears in 1 contract

Samples: Office Lease (GameFly Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”"MORTGAGE"). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”"MORTGAGEE". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Landlord hereby represents that there is no Mortgage encumbering the Property as of the date of this Lease. Notwithstanding anything in the foregoingforegoing to the contrary, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Avistar Communications Corp)

Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, deeds to secure debt, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Notwithstanding the foregoing provisions of this Article to the contrary, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement in favor of Tenant from any Mortgagee who comes into existence after the Area A Commencement Date. Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and is not otherwise in default under the Lease beyond any applicable cure period, its right to possession and the other terms of the Lease shall remain in full force and effect. Landlord represents and warrants that, as of the Execution Date, there is no Mortgage that constitutes a lien or charge on the whole or any portion of the Property. Landlord and Tenant shall each, within 10 ten (10) business days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Stealth BioTherapeutics Corp)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Section to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement for Tenant shall have no effect on may include other commercially reasonable provisions in favor of the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderMortgagee.

Appears in 1 contract

Samples: Office Lease Agreement (Giga Tronics Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Concurrent with its execution and delivery to Landlord of this Lease, Tenant shall execute and deliver to Landlord the Agreement of Subordination, Non-Disturber and Attornment attached hereto as Exhibit I (the “SNDA”) with respect to the Ground Lease (as defined in the SNDA). Landlord shall make commercially reasonable efforts to provide to Tenant, or cause Teachers (as defined in the SNDA) to provide to Tenant, a fully executed SNDA within 30 days following the date Tenant delivers to Landlord the SNDA executed by Tenant (the “SNDA Due Date”). If Landlord fails to deliver a fully executed SNDA to Tenant by the SNDA Due Date, Tenant shall receive (i) one-half (1/2) day of Base Rent abatement with respect to the 8th and 9lh floors for every one (1) day after the SNDA Due Date and prior to the date that is 14 days later (the “Delayed SNDA Date”) during which Landlord continues to fail to deliver a fully executed SNDA to Tenant, and (ii) one (1) day of Base Rent abatement with respect to the 8lh and 9lh floors (and with respect to any portion of the 7lh floor on which Base Rent has then commenced, if any) for every one (1) day after the Delayed SNDA Date during which Landlord continues to fail to deliver a fully executed SNDA to Tenant. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord Tenant shall not require Landlord be entitled to incur any cost, expense or liability abatement of Rent pursuant to obtain such agreement, it being agreed that Tenant shall be responsible the foregoing for any fee or review costs charged by period following the Mortgagee. Upon request termination of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return Mortgage interests described in the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderSNDA.

Appears in 1 contract

Samples: Office Lease Agreement (Salesforce Com Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this LeaseLease by virtue of the foreclosure of any Mortgage or transfer in lieu thereof; provided, however, that, unless otherwise agreed by Tenant in writing, Tenant shall not be required to so attorn to such successor unless such successor agrees to be bound by the obligations of the Landlord under this Lease which arise after such foreclosure or other transfer; provided further, however, that such successor shall not be required, as a condition to such attornment obligation of Tenant, to agree to be (a) bound by any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance; (b) liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit or letter of credit, except to the extent such security deposit or letter of credit has been received by such successor; or (c) subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any known defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Notwithstanding the foregoing in this Section 23 to the contrary, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement in favor of Tenant from any Mortgagee who comes into existence after the Commencement Date. Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and is not otherwise in Default under the Lease, its right to possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, the same amounts of time, after written notice to the Mortgagee, as the Landlord has hereunder to cure defaults of the Landlord, and may provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest (except for any amendment or modification that Landlord is required to enter into pursuant to the terms hereof); (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit or letter of credit, except to the extent such security deposit or letter of credit has been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord).

Appears in 1 contract

Samples: Office Lease Agreement (Drugstore Com Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a "Mortgage”). The party " and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a "Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgages may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. However, Tenant, without charge, shall attorn Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any successor Mortgage, and Tenant agrees upon demand to Landlord’s interest in execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. Landlord and Tenant shall each, within 10 days after receipt The terms of a written request from the other, execute and deliver a commercially reasonable estoppel certificate this Lease are subject to those parties as are reasonably requested approval by the other (including a Mortgagee or prospective purchaser). Without limitationLandlord's existing lender(s) and any lender(s) who, such estoppel certificate may include a certification as to at the status time of the execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the existence of any defaults Property, and the amount of Rent that such approval is due and payablea condition precedent to Landlord's obligations hereunder. Notwithstanding the foregoing, upon written request by Tenantas a condition precedent to the subordination of this Lease, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the rent' due under the Lease and return is not otherwise in default under the same Lease, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rental, Additional Base Rental, or other sum due hereunder for more than one (1) month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in- interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). In the event that Tenant shall have no effect on the rightsfail to execute any subordination or other agreement required by this Article within ten (10) days after request by Landlord, obligations and liabilities of Landlord and Tenant or following an additional five (6) day notice. such failure shall be considered to be an event of default by Tenant entitling Landlord to exercise its rights and remedies under Article XXIII of this Lease. if any person shall succeed to all or part of Landlord's interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, attorn to such successor-in-interest. Tenant agrees that it will from time to time upon request by Landlord and, within five (5) days of the date of such request, execute and deliver to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default by stating the nature of such alleged default) and further stating such other matters as Landlord hereundershall reasonably require.

Appears in 1 contract

Samples: Office Lease Agreement (Information Management Associates Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination and non-disturbance agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenantas a condition precedent to the subordination of this Lease, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the rent due under the Lease and return is not otherwise in default under the same Lease, its right to Landlord for execution by possession and other terms of the MortgageeLease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination and attornment agreement may include additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due hereunder for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification to the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsproperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant or be considered to be a default by Landlord hereundermight have against any prior landlord (including Landlord).

Appears in 1 contract

Samples: Office Lease Agreement (Quokka Sports Inc)

Subordination to Mortgages; Estoppel Certificate. Landlord represents to Tenant that, as of the Effective Date of this Lease, the Building and Property are not subject to any mortgage lien or encumbrance. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the 2100 SPACE PARK DRIVE/LOCKHEED XXXXXX CORPORATION Office Lease Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 days Business Days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease that may reasonably be requested. Tenant’s failure to provide any estoppel certificate within the 10 Business Day period specified above, and the continuation of such failure for a period of 5 days after Landlord delivers a second written notice requesting same, shall constitute a Time Sensitive Default under this Lease. In the event that Landlord subsequently obtains, during the Term of this Lease, a mortgage loan secured by a lien against the existence of any defaults Building and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by TenantProperty, Landlord will shall use reasonable efforts to obtain obtain, at Tenant’s cost, a non-disturbance, subordination and attornment nondisturbance agreement from Landlord’s then current Mortgagee for the benefit of Tenant on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderform.

Appears in 1 contract

Samples: Office Lease (Wells Real Estate Fund Ii)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a "Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a "Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. If any person shall succeed to all or part of Landlord's interests in the Premises whether by purchase, Tenantforeclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, shall attorn to any successor such successor-in-interest. Tenant agrees that it will from time to Landlord’s interest in this Lease. time upon request by Landlord and Tenant shall eachand, within 10 five (5) days after receipt of a written request from the otherdate of such request, execute and deliver to such persons as Landlord shall request a commercially reasonable subordination agreement or an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect, stating the dates to those parties which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder and further stating such other matters as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderreasonably require.

Appears in 1 contract

Samples: Office Lease Agreement (First Capital Income Properties LTD Series Xi)

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Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor- in-interest. Landlord and Tenant shall eachshall, within 10 five (5) days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain provide any estoppel certificate within the five (5) day period specified above, and the continuation of such failure for a non-disturbanceperiod of five (5) days after Landlord delivers a second written notice requesting same, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be constitute a default by Landlord hereunderTime Sensitive Default under this Lease.

Appears in 1 contract

Samples: Office Lease (Safety Quick Lighting & Fans Corp.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Building, the Property, the Campus or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon written request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other ether (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party’s actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status Lease that may reasonably be requested. Landlord represents that there is no Mortgage in effect as of the date of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment attornrnent agreement (to the extent such form is commercially reasonable) and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment attornrnent agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Cardica Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. As of the date of this Lease, there is no mortgage upon the Premises, the Building and/or the Property.

Appears in 1 contract

Samples: Office Lease Agreement (Magma Design Automation Inc)

Subordination to Mortgages; Estoppel Certificate. Subject to the provisions of this Article 25, Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee.” The subordination of this Lease to any Mortgage is expressly conditioned upon the execution and delivery by Mortgagee to Tenant of a subordination, non-disturbance and attornment agreement (“SNDA) wherein (i) Mortgagee shall agree that it will not disturb Tenant’s possession of the Premises as long as Tenant is performing its obligations under this Lease, (ii) Tenant shall, without charge, attorn to the Mortgagee (or other successor-in-interest), and (iii) further providing that, in the event of a foreclosure sale or deed in lieu of foreclosure involving the Building, no purchaser at such sale, grantee of such deed, or immediate transferee from such purchaser or grantee shall be: (A) liable for any act, omission or default of Landlord; (B) subject to any offsets or defenses which Tenant might have against Landlord or subject to exercise of a right of termination by Tenant that matures prior to the date Mortgagee takes title; (C) liable for or bound by any Base Rent or Additional Rent which Tenant might have paid for more than the current month to Landlord; (D) liable for or obligated to cure any defaults of Landlord which occurred prior to the time that Mortgagee succeeded to the interest of Landlord under this Lease; (E) liable, bound or responsible for or with respect to the retention, application and/or return to Tenant of any security deposit paid to Landlord under this Lease, whether or not still held by Landlord, unless and until Mortgagee has actually received for its own account the full amount of such security deposit or cleaning deposit, (F) liable for or bound by any agreement of Landlord with respect to the completion of any improvements to the Property or Premises or for the payment or reimbursement to Tenant of any contribution to the cost of the completion of any such improvements; or (G) bound by any modification, amendment, surrender or termination of this Lease without the written consent of the Mortgagee at the time of execution thereof (other than any modification, amendment, surrender or termination that does not require Mortgagee’s consent under the applicable loan documents). This clause Tenant shall be self-operative, but upon request from a bear all costs charged or assessed by the Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor if any, for issuance of the MortgageeSNDA in accordance with the foregoing provisions. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall eachshall, within 10 calendar days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default (or stating with specificity the nature of the alleged default) and certifying other matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain provide any estoppel certificate within the 10 calendar day period specified above, and the continuation of such failure for a non-disturbanceperiod of 5 calendar days after Landlord delivers a second written notice requesting same, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be constitute a default by Landlord hereunderTime Sensitive Default under this Lease.

Appears in 1 contract

Samples: Office Lease (Wells Mid-Horizon Value-Added Fund I LLC)

Subordination to Mortgages; Estoppel Certificate. 23.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Any such attornment shall be made upon the condition that no such Mortgagee shall be (a) liable for any act or omission of any prior landlord (including, without limitation, the then defaulting landlord) except with respect to continuing defaults; or (b) subject to any defense or offsets (except as expressly set forth in this Lease) which Tenant may have against any prior landlord (including, without limitation, the then defaulting landlord); or (c) bound by any payment of Rent which Tenant might have paid for more than the current month to any prior landlord (including, without limitation, the then defaulting landlord); or (d) bound by any obligation to make any payment to Tenant which was required to be made by Landlord hereunder; or (e) bound by any obligation to perform any work or to make improvements to the Premises except for (i) repairs and maintenance pursuant to the provisions of this Lease, (ii) repairs to the Premises or any part thereof as a result of damage by fire or other casualty pursuant to Article 16, but only to the extent that such repairs can be reasonably made from the net proceeds of any insurance actually made available to such Mortgagee and (iii) repairs to the Premises as a result of a partial condemnation pursuant to Article 17, but only to the extent that such repairs can be reasonably made from the net proceeds of any award made available to such Mortgagee. The foregoing provisions governing attornment of Tenant to any successor to Landlord’s interest in this Lease shall be superseded by any attornment provisions contained in an SNDA with a Mortgagee. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Cara Therapeutics, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Building, the Property or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". Landlord represents to Tenant that, as of the date of this Lease, there is no Mortgage encumbering the Building. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoingforegoing in this Article to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsProperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant or be considered to be a default by Landlord hereundermight have against any prior landlord (including Landlord).

Appears in 1 contract

Samples: Office Lease Agreement (Expedia Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, Premises or upon the Building or the Property, and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a "Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a "Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this Lease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. This clause shall be self-operative and no further instrument of subordination shall be required. However, Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any Mortgage, and Tenant agrees upon demand to execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. Upon requestThe terms of this Lease are subject to approval by the Landlord's existing lender(s) and any lender(s) who, Tenantat the time of the execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the Building or the underlying real estate and such approval is a condition precedent to Landlord's obligations hereunder. If any person shall succeed to all or part of Landlord's interest in the Premises, whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, then if and as so requested or required by such successor-in-interest, Tenant shall, without charge, shall attorn to any successor such successor-in-interest. Tenant agrees that it will from time to Landlord’s interest in this Lease. time upon request by Landlord and Tenant shall eachand, within 10 days after receipt of a written request from the otherdate of such request, execute and deliver a commercially reasonable to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to those parties which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default, stating the nature of such alleged default) and further stating such other matters as are Landlord shall reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablerequire. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Short Term Lease Agreement (Internet Capital Group Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee up to an amount not to exceed $1,500.00 (the "SNDA Fee Cap"); provided, however, if Tenant requests material changes to such Mortgagee's standard form of non-disturbance, subordination and attornment agreement or if there are material negotiations related thereto and, as a result such Mortgagee's fee and/or review costs exceeds the SNDA Fee Cap, Tenant shall be liable for the entire fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. In addition to the foregoing, concurrent with its execution and delivery to Landlord of this Lease, Tenant shall execute and deliver to Landlord the Agreement of Subordination, Nondisturbance and Attornment attached hereto as Exhibit I (the "SNDA") with respect to the Ground Lease (as defined in the SNDA). Landlord shall make commercially reasonable efforts to provide to Tenant, or cause Teachers (as defined in the SNDA) to provide to Tenant, a fully executed SNDA within 60 days following the date Tenant delivers to Landlord the SNDA executed by Tenant.

Appears in 1 contract

Samples: Office Lease Agreement (Autonomy Corp PLC)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"); provided, however, that such subordination shall be expressly conditioned on Mortgagee agreeing in the form of a commercially reasonable non-disturbance agreement not to disturb Tenant under the Lease and to commit to fund the initial Tenant Allowance as set forth in EXHIBIT D with respect to the Premises, and as set forth in Section VII of EXHIBIT E with respect to the Expansion Space, if Landlord does not do so. The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-self- operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination and non-disturbance agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall may reasonably be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderrequested.

Appears in 1 contract

Samples: Office and Laboratory Lease Agreement (Viacell Inc)

Subordination to Mortgages; Estoppel Certificate. Subject to the terms hereof, Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of operative only with respect to the existing Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status Lease that may reasonably be requested. Notwithstanding anything foregoing to the contrary, as a condition precedent to the future subordination of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts be required to obtain a non-disturbance, subordination and attornment agreement in favor of Tenant from Landlord’s then current any future Mortgagee on such Mortgagee’s 's then current standard form of agreement. “Reasonable efforts” , provided such form contains substantially similar provisions as those set forth in Exhibit F or such other commercially reasonable changes to such future Mortgagee's form of Landlord shall non-disturbance, subordination and attornment agreement provided that Tenant's rights and obligations under such form are not require Landlord to incur any cost, expense or liability to obtain materially different from those set forth in Exhibit F. Upon agreement between Tenant and such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the future Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of such non-disturbance, subordination and attornment agreement and return the same to Landlord the future Mortgagee for execution by execution. If Tenant and any future Mortgagee are unable to agree upon the terms and conditions of the non-disturbance, subordination and attornment agreement, Tenant, upon request of such future Mortgagee. , agrees to enter into a non-disturbance, subordination and attornment agreement on the form attached hereto as Exhibit F. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant from any future Mortgagee shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder, provided that if such future Mortgagee is unwilling to enter into a non-disturbance, subordination and attornment agreement with Tenant (either on a negotiated form or the form attached hereto as Exhibit F), this Lease shall not be subordinated to the Mortgage held by the future Mortgagee and the lien of such Mortgagee's Mortgage shall be subject to this Lease. If, however, Tenant is unwilling to enter into such non-disturbance, subordination and attornment agreement on the form attached hereto as Exhibit F, such refusal shall be considered to be a default hereunder by Tenant, subject to the notice and cure provisions of Section XIX hereof, and Landlord shall have no further obligation to attempt to obtain a non-disturbance, subordination and attornment from such future Mortgagee.

Appears in 1 contract

Samples: Office Lease Agreement (Idine Rewards Network Inc)

Subordination to Mortgages; Estoppel Certificate. Landlord represents to Tenant that, as of the Effective Date of this Lease, the Building and Property are not subject to any monetary lien or encumbrance. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a “Mortgage”)) subject to Tenant’s receipt of a commercially reasonable form of subordination and non-disturbance agreement (“SNDA”) from any future Mortgagee (defined below) at no additional cost to Tenant; provided however, that if Tenant desires to negotiate any changes or modifications to such commercially reasonable form of SNDA, the same shall be at Tenant’s sole cost and expense. The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. .” This clause shall be self-operative, but upon within fifteen (15) days after a written request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn If requested by a successor-in-interest to any successor to all or a part of Landlord’s interest in this Lease, Tenant shall, without charge, attorn to the successor-in-interest. Landlord and Tenant shall eachshall, within 10 twenty (20) days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant’s knowledge, there is no default by Landlord (or stating with specificity the nature of the alleged default) and certifying other factual matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain provide any estoppel certificate within the twenty (20) day period specified above, and the continuation of such failure for a non-disturbanceperiod of twenty (20) days after Landlord delivers a second written notice requesting same, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be constitute a default by Landlord hereunderTime Sensitive Default under this Lease.

Appears in 1 contract

Samples: Office Lease (Wells Real Estate Fund Ii)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising existing upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 15 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Avenue a Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”"MORTGAGE"). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”"MORTGAGEE". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Section 23 to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsProperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant or be considered to be a default by Landlord hereundermight have against any prior landlord (including Landlord).

Appears in 1 contract

Samples: Office Lease Agreement (Umpqua Holdings Corp)

Subordination to Mortgages; Estoppel Certificate. A. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablesuccessor-in-interest. Notwithstanding the foregoingforegoing in this Section to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord to provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsProperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant or be considered to be a default by Landlord hereundermight have against any prior landlord (including Landlord).

Appears in 1 contract

Samples: Office Lease Agreement (Inktomi Corp)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease, provided, however, that the subordination of this Lease to any mortgage or ground lease entered into after the date of this Lease shall be upon the express condition that so long as Tenant is not in Default of the Lease beyond applicable notice and cure periods, Tenant’s possession and enjoyment of the Premises and Tenant’s rights under this Lease shall not be disturbed or interfered with in the event of a foreclosure of such mortgage or lease or the exercise of any rights thereunder. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults Defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Ambient Corp /Ny)

Subordination to Mortgages; Estoppel Certificate. A. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Building, the Property or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablesuccessor-in-interest. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a commercially reasonable non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s commercially reasonable form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Akamai Technologies Inc)

Subordination to Mortgages; Estoppel Certificate. Subject to Tenant's receipt of a non-disturbance, subordination and attornment agreement in favor of Tenant as provided below in this Article XXVI, Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Building, the Property or the PropertyProject, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status Lease that may reasonably be requested. Landlord represents and warrants to Tenant that as of the date of this LeaseLease there is no mortgage, deed of trust or ground lease encumbering the existence of any defaults and the amount of Rent that is due and payableProject. Notwithstanding anything in this Article to the foregoingcontrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form who comes into existence from and after the date of agreementthis Lease. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsProperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant or be considered to be a default by Landlord hereundermight have against any prior landlord (including Landlord).

Appears in 1 contract

Samples: Lease Agreement (Aerogen Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Buildings or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor the form of Exhibit F attached hereto or in other commercially reasonable form --------- containing a nondisturbance clause. In lieu of having the Mortgagee. As an alternativeMortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status Lease that may reasonably be requested. Tenant approves the form of Estoppel Certificate attached hereto as Exhibit G. Landlord shall use commercially reasonable efforts --------- to furnish Tenant with an executed Subordination Agreement in the form of Exhibit F within thirty (30) days after mutual execution of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.---------

Appears in 1 contract

Samples: Office Lease Agreement (Drugstore Com Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant Xxxxxx accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Premises or the Propertyany portion thereof, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to the successor-in-interest. At Tenant’s request, Landlord shall use reasonable efforts (without the obligation to incur expense or liability in connection with such efforts) to obtain a so-called non-disturbance agreement from any successor Mortgagee which agreement may be in the form customarily used by such Mortgagee or if no such form exists, in any commercially reasonable form, provided, however, that if, despite such reasonable efforts, Landlord is unable to Landlord’s interest in obtain such agreement, such failure shall not constitute a default by Landlord under this Lease. Landlord and Tenant shall eachshall, within 10 days after receipt of a written request from the otherLandlord, execute and deliver a commercially reasonable estoppel certificate an Estoppel Certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may The Estoppel Certificate shall include a certification statement certifying that this Lease is unmodified (except as identified in the Estoppel Certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to Tenant’s knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall may reasonably be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderrequested.

Appears in 1 contract

Samples: Hospital Facility Lease Agreement

Subordination to Mortgages; Estoppel Certificate. A. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute execute, within five (5) days after receipt of such request, a commercially reasonable subordination agreement in favor of the Mortgagee, provided such agreement meets the requirements for the SNDA (as detailed below). As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor the successor-in-interest. Notwithstanding anything foregoing to Landlord’s interest the contrary, with respect to the existing Mortgage, Tenant will execute a Subordination, Attornment and Non Disturbance Agreement ("SNDA") in this Lease. Landlord and the form attached hereto as EXHIBIT C. Tenant shall eachnot be obligated for any costs in connection with obtaining Mortgagee's signature on the SNDA. Said SNDA will be returned to Tenant following the execution thereof by Mortgagee. In addition, within 10 days after receipt of as a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as condition precedent to the status future subordination of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts be required to obtain a non-disturbance, subordination and attornment agreement SNDA in favor of Tenant from Landlord’s then current any future Mortgagee on such Mortgagee’s 's then current standard form of agreement. “Reasonable efforts” , provided such form contains substantially similar provisions as those set forth in EXHIBIT C or such other commercially reasonable changes to such future Mortgagee's form of Landlord shall SNDA, provided further that Tenant's rights and obligations under such form are not require Landlord to incur any cost, expense or liability to obtain materially different from those set forth in EXHIBIT C Upon agreement between Tenant and such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the future Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement such SNDA and return the same to Landlord the future Mortgagee for execution by execution. If Tenant and any future Mortgagee are unable to agree upon the terms and conditions of the SNDA, Tenant, upon request of such future Mortgagee. , agrees to enter into SNDA on the form attached hereto as EXHIBIT C. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement SNDA for Tenant from any future Mortgagee shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. If, however, Tenant is unwilling to enter into such SNDA on the form attached hereto as EXHIBIT C, such refusal shall be considered to be a default hereunder by Tenant, subject to the notice and cure provisions of Section XIX hereof, and Landlord shall have no further obligation to attempt to obtain a SNDA from such future Mortgagee.

Appears in 1 contract

Samples: Office Lease Agreement (Inktomi Corp)

Subordination to Mortgages; Estoppel Certificate. Subject to the terms and conditions of this Section XXVI, Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination subordination, non-disturbance and attornment agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord’s interest in the Lease, TenantTenant shall, without charge, shall attorn to the successor-in-interest. Any provisions of this Lease to the contrary notwithstanding, the subordination of this Lease to any Mortgage and Tenant’s obligation to attorn to any successor Mortgagee shall be conditioned on such Mortgagee agreeing in writing in recordable form to recognize and not disturb Tenant’s rights under this Lease so long as Tenant is not in default under this Lease. Notwithstanding anything to the contrary herein, Landlord will provide Tenant with a non-disturbance, subordination and attornment agreement from Landlord’s interest in this Leasecurrent Mortgagee on such Mortgagee’s current standard form of agreement, a copy of which is attached hereto as Exhibit “G” (the “SNDA”). Tenant will execute the SNDA and return the same to Landlord for execution by the Mortgagee. Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party’s actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall may reasonably be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderrequested.

Appears in 1 contract

Samples: Office Lease Agreement (Piper Jaffray Companies)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building Buildings or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 business days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. Landlord represents to Tenant that as of the date of this Lease the Buildings are not encumbered by a Mortgage.

Appears in 1 contract

Samples: Office Lease Agreement (Siebel Systems Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a "Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a "Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. However, Tenant, without charge, shall attorn Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any successor Mortgage, and Tenant agrees upon demand to Landlord’s interest in execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request. Landlord and Tenant shall each, within 10 days after receipt The terms of a written request from the other, execute and deliver a commercially reasonable estoppel certificate this Lease are subject to those parties as are reasonably requested approval by the other (including a Mortgagee or prospective purchaser). Without limitationLandlord's existing lender(s) and any lender(s) who, such estoppel certificate may include a certification as to at the status time of the execution of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts have committed or are considering committing to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur make a loan secured by all or any costportion of the Property, expense and such approval is a condition precedent to Landlord's obligations hereunder. In the event that Tenant should fail to execute any subordination or liability other agreement required by this Article promptly as requested, Tenant hereby irrevocably constitutes Landlord as its attorney-in-fact to obtain execute such agreementinstrument in Tenant's name, place and stead, it being agreed that Tenant such power is one coupled with an interest in Landlord and is accordingly irrevocable. If any person shall be responsible for any fee succeed to all or review costs charged by the Mortgagee. Upon request part of Landlord's interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, attorn to such successor-in-interest. Tenant agrees that it will from time to time upon request by Landlord and, within five (5) days of the date of such request, execute the Mortgagee’s and deliver to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form of non-disturbancecertifying that this Lease is unmodified and in full force and effect (or if there have been modifications, subordination and attornment agreement and return that the same is in full force and effect as so modified), stating the dates to which Rent and other charges payable under this Lease have been paid, stating that Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for is not in default hereunder (or if Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be alleges a default by stating the nature of such alleged default) and further stating such other matters as Landlord hereundershall reasonably require.

Appears in 1 contract

Samples: Office Lease Agreement (Ritz Interactive, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon affecting the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as collectively, a "Mortgage"). The the party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in this Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall eachshall, within 10 5 business days after receipt of a written request from the otherlandlord, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other Landlord (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to the status best of Tenant's knowledge, there is no default (or stating the nature of the alleged default) and certifying other matters with respect to this Lease, the existence of any defaults and the amount of Rent Lease that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall may reasonably be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderrequested.

Appears in 1 contract

Samples: Office Lease (PROS Holdings, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Notwithstanding the foregoing in this Article to the contrary, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement in favor of Tenant from any Mortgagee who comes into existence after the Commencement Date. Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under this Lease and is not otherwise in default under this Lease beyond any applicable cure period, its right to possession and the other terms of this Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of this Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). Landlord represents to Tenant that, as of the date of this Lease, there is no Mortgage encumbering Landlord’s title to the Building. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Virgin America Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, Premises or upon the Building or the Property, and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a "Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a "Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this Lease on such terms and subject to such conditions as such Mortgagee may deem reasonably appropriate in its discretion. This clause shall be self-operative and no further instrument of subordination shall be required. Tenant agrees upon demand to execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may reasonably request provided such documents include a non-disturbance clause in favor of Tenant. Upon requestThe terms of this Lease are subject to approval by the Landlord's existing lender(s) and any lender(s) who, Tenantat the time of the execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the Building or the underlying real estate and such approval is a condition precedent to Landlord's obligations hereunder. If any person shall succeed to all or part of Landlord's interest in the Premises, whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, then if and as so requested or required by such successor-in-interest, Tenant shall, without charge, shall attorn to any successor such successor-in-interest. Tenant agrees that it will from time to Landlord’s interest in this Lease. time upon request by Landlord and Tenant shall eachand, within 10 ten (10) days after receipt of a written request from the otherdate of such request, execute and deliver a commercially reasonable to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable from certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to those parties which Rent and other charges payable under this Lease have been paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default, stating the nature of such alleged default) and further stating such other matters as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunderreasonably require.

Appears in 1 contract

Samples: Storage Space Lease Agreement (Piper Jaffray Companies)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s 's interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoingforegoing in this Section to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsProperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant or be considered to be a default by Landlord hereundermight have against any prior landlord (including Landlord).

Appears in 1 contract

Samples: Office Lease Agreement (Northern Empire Bancshares)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the PropertyComplex, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 ten (10) days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon Upon Tenant’s prior written request by Tenantrequest, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement shall request from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of subordination and non-disturbance agreement. “Reasonable efforts” of , provided that Landlord shall not require Landlord under no circumstances be liable for the failure or refusal of such Mortgagee to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by provide the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereundersame.

Appears in 1 contract

Samples: Office Lease Agreement (Bio Key International Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage. deed of trust, lease or other lien being hereinafter referred to as a "Mortgage”). The party ", and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a "Mortgagee”. This clause shall be self-operative"), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. However, Tenant, without charge, shall attorn Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any successor Mortgage, and Tenant agrees upon demand to Landlord’s interest in execute such further instruments subordinating this Lease. , acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord and Tenant shall each, within 10 days after receipt may request The terms of a written request from the other, execute and deliver a commercially reasonable estoppel certificate this Lease are subject to those parties as are reasonably requested approval by the other (including a Mortgagee or prospective purchaser). Without limitationLandlord's existing lender(s) and any lender(s) who, such estoppel certificate may include a certification as to at the status time of the execution of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts have committed or are considering committing to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur make a loan secured by all or any costportion of the Property, expense and such approval is a condition precedent to Landlord's obligations hereunder. In the event that Tenant should fail to execute any subordination or liability other agreement required by this Article promptly as requested, Tenant hereby irrevocably constitutes Landlord as its attorney-in-fact to obtain execute such agreementinstrument in Tenant's name, place and stead, it being agreed that Tenant such power is one coupled with an interest in Landlord and is accordingly irrevocable. If any person shall be responsible for any fee succeed to all or review costs charged by the Mortgagee. Upon request part of Landlord's interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, attorn to such successor-in-interest. Tenant agrees that it will from time to time upon request by Landlord and, within five (5) days of the date of such request, execute the Mortgagee’s and deliver to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form of non-disturbancecertifying that this Lease is unmodified and in full force and effect (or if there have been modifications, subordination and attornment agreement and return that the same is in full force and effect as so modified), stating the dates to which Rent and other charges payable under this Lease have been paid, stating that Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for is not in default hereunder (or if Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be alleges a default by stating the nature of such alleged default) and further stating such other matters as Landlord hereundershall reasonably require.

Appears in 1 contract

Samples: Office Lease Agreement (RDC International Inc)

Subordination to Mortgages; Estoppel Certificate. 24.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestthe request of Landlord or any Mortgagee, Tenant, without charge, Tenant shall attorn to any successor to Landlord’s 's interest in this Lease. If a Mortgagee or any other person shall succeed to the rights of Landlord under this Lease, whether through possession or foreclosure action, or the delivery of a new lease or deed, then at the request of the successor landlord and upon such successor landlord's written agreement to accept Tenant's attornment and to recognize Tenant's interest under this Lease, Tenant shall eachbe deemed to have attorned to and recognized such successor landlord as Landlord under this Lease. The provisions of this Section are self-operative and require no further instruments to give effect hereto. Tenant shall, within 10 days after receipt of a written request from the otherrequest, execute and deliver a commercially reasonable estoppel certificate to those parties any instrument that such successor landlord may reasonably request (a) evidencing such attornment, (b) setting forth the terms and conditions of Tenant's tenancy, and (c) containing such other terms and conditions as are reasonably requested may be required by the other (including a such Mortgagee or prospective purchaser)Landlord, provided such terms and conditions do not increase the Rent, materially increase Tenant's non-Rent obligations or materially and adversely affect Tenant's rights under this Lease. Without limitationUpon such attornment, this Lease shall continue in full force and effect as a direct lease between such estoppel certificate successor landlord and Tenant upon all of the terms, conditions and covenants set forth in this Lease except that such successor landlord shall not be liable for or bound by any: (i) payment of an installment of Rent which may include a certification as have been made more than 30 days before the due date of such installment, (ii) act or omission or default of Landlord under the Lease, (iii) credits, claims, setoffs or defenses which Tenant may have against Landlord, (iv) obligation to make any payment to Tenant which was required to be made prior to the status time such successor landlord succeeded to Landlord's interest, (v) any obligation to perform any work or to make improvements to the Premises except for (A) repairs and maintenance required to be made by Landlord under this Lease, and (B) repairs to the Premises as a result of damage by fire or other casualty, or partial condemnation, pursuant to the provisions of this Lease, but only to the existence extent that such repairs can reasonably be made from the net proceeds of any defaults and insurance or condemnation awards actually made available to such successor landlord; or (vi) bound by any modification, amendment or renewal of this Lease made without the amount consent of Rent that is due and payable. Notwithstanding the foregoingany Mortgagee of whom Tenant has been given notice, upon written request or (vii) obligated to return any security deposit (if any) not actually received by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such any successor landlord or Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Lease Agreement (Summit Wireless Technologies, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement, which agreement shall not materially reduce any of Tenant's or Landlord's rights or increase Tenant's or Landlord's obligations contained in this Lease. Landlord's then current Mortgagee shall be an express third party beneficiary of the provisions of this Article XXVI and any other provisions of this Lease that are for the benefit of such party. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder. The parties hereto acknowledge and agree that any non-disturbance, subordination, and .attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and is not otherwise in default under the Lease beyond any applicable cure period, its right to possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord).

Appears in 1 contract

Samples: Office Lease Agreement (Ziprealty Inc)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s)mortgage, deed(s) deed of trust, ground lease(s) lease or other lien(s) now lien presently existing or subsequently hereafter arising upon the Premises, or upon the Building or and/or the Property, Property and to any renewals, modifications, refinancings and extensions thereof (collectively any such mortgage, deed of trust, lease or other lien being hereinafter referred to as a “Mortgage”). The party , and the person or entity having the benefit of a Mortgage shall be same being referred to hereinafter as a “Mortgagee”. This clause shall be self-operative), but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a agrees that any such Mortgagee shall have the right at any time to subordinate its such Mortgage to this LeaseLease on such terms and subject to such conditions as such Mortgagee may deem appropriate in its discretion. Upon requestThis clause shall be self-operative and no further instrument of subordination shall be required. However, Tenant, without charge, shall attorn Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any successor Mortgage, and Tenant agrees upon demand to execute such further instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any such Mortgage as Landlord may request The terms of this Lease are subject to approval by the Landlord’s interest in this Lease. Landlord existing lender(s) and Tenant shall eachany lender(s) who, within 10 days after receipt at the time of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status execution of this Lease, have committed or are considering committing to Landlord to make a loan secured by all or any portion of the existence of any defaults Property, and the amount of Rent that such approval is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts a condition precedent to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on obligations hereunder. In the event that Tenant should fail to execute any subordination or other agreement required by this Article promptly as requested, Tenant hereby irrevocably constitutes Landlord as its attorney-in-fact to execute such Mortgageeinstrument in Tenant’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any costname, expense or liability to obtain such agreementplace and stead, it being agreed that Tenant such power is one coupled with an interest in Landlord and is accordingly irrevocable. If any person shall be responsible for any fee succeed to all or review costs charged by the Mortgagee. Upon request part of Landlord’s interests in the Premises whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale, termination of lease or otherwise, and if and as so requested or required by such successor-in-interest, Tenant shall, without charge, attorn to such successor-in-interest. Tenant agrees that it will from time to time upon request by Landlord and, within five (5) Business Days of the date of such request, execute the Mortgagee’s and deliver to such persons as Landlord shall request an estoppel certificate or other similar statement in recordable form of non-disturbancecertifying that this Lease is unmodified and in full force and effect (or if there have been modifications, subordination and attornment agreement and return that the same is in full force and effect as so modified), stating the dates to which Rent and other charges payable under this Lease have been paid, stating that Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for is not in default hereunder (or if Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be alleges a default by stating the nature of such alleged default) and further stating such other matters as Landlord hereundershall reasonably require.

Appears in 1 contract

Samples: Office Lease Agreement (Correctional Services Corp)

Subordination to Mortgages; Estoppel Certificate. 23.1 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other similar lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. Landlord shall use commercially reasonable efforts to obtain a subordination, non-disturbance and attornment agreement from its existing Mortgagee on such Mortgagee’s commercially reasonable standard form and in recordable form within thirty (30) days following the full execution and delivery of this Lease by Landlord and Tenant and Tenant’s delivery of the Security Deposit. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the MortgageeMortgagee provided that such agreement contains commercially reasonable provisions for the recognition of Tenant as the tenant under this Lease and the non-disturbance of Tenant in its possession of the Premises under this Lease. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease provided that such successor and Tenant have entered into an agreement for such attornment that also contains commercially reasonable provisions for the recognition of Tenant as the tenant under this Lease and the non-disturbance of Tenant in its possession of the Premises under this Lease. Landlord and Tenant shall each, within 10 ten (10) days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults to such party’s knowledge and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Lease Agreement (Acacia Communications, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Landlord represents that, as of the date hereof, the Premises are not encumbered by a Mortgage. Notwithstanding the foregoingforegoing in this Article to the contrary, upon written request by Tenantas a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord will use reasonable efforts shall be required to obtain provide Tenant with a non-disturbance, subordination subordination, and attornment agreement in favor of Tenant from Landlord’s then current any Mortgagee on such Mortgagee’s then current standard form of agreementwho comes into existence after the Commencement Date. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of Such non-disturbance, subordination subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and return is not otherwise in Default under the same Lease beyond any applicable cure period, its right to Landlord for execution by possession and the Mortgageeother terms of the Lease shall remain in full force and effect. Landlord’s failure to obtain a Such non-disturbance, subordination subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for Tenant shall have no effect more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the rightsProperty or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), obligations or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and liabilities of Landlord and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant or be considered to be a default by Landlord hereundermight have against any prior landlord (including Landlord).

Appears in 1 contract

Samples: Office Lease Agreement (L-1 Identity Solutions, Inc.)

Subordination to Mortgages; Estoppel Certificate. Landlord hereby represents that there are currently no mortgages on the Premises, the Building, or the Property. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payablesuccessor-in-interest. Notwithstanding the foregoing, with respect to any future mortgages upon the Building or the Property, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee mortgagee on such Mortgagee’s mortgagee's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgageemortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s mortgagee's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgageemortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). The estoppel certificate shall include a statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the

Appears in 1 contract

Samples: Office Lease Agreement (Engage Inc)

Subordination to Mortgages; Estoppel Certificate. 22.01 Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee (i) evidencing such attornment, (ii) setting forth the terms and conditions of Tenant’s tenancy, and (iii) containing such other terms and conditions as may be required by such Mortgagee, provided such terms and conditions do not increase the Rent, materially increase Tenant’s other obligations or materially and adversely affect Tenant’s rights under this Lease. Upon such attornment this Lease shall continue in full force and effect as a direct lease between such successor landlord and Tenant upon all of the terms, conditions and covenants set forth in this Lease except that such successor landlord shall not be: i) liable for any act or omission of Landlord (except to the extent such act or omission continues beyond the date when such successor landlord succeeds to Landlord’s interest and Tenant gives notice of such act or omission); (ii) subject to any defense, claim, counterclaim, set-off or offset which Tenant may have against Landlord; (iii) bound by any prepayment of more than one month’s Rent to any prior landlord; (iv) bound by any obligation to make any payment to Tenant which was required to be made prior to the time such successor landlord succeeded to Landlord’s interest; (v) bound by any obligation to perform any work or to make improvements to the Premises except for (x) repairs and maintenance required to be made by Landlord under this Lease, and (y) repairs to the Premises as a result of damage by fire or other casualty or a partial condemnation pursuant to the provisions of this Lease, but only to the extent that such repairs can reasonably be made from the net proceeds of any insurance or condemnation awards, respectively, actually made available to such successor landlord; (vi) bound by any modification, amendment or renewal of this Lease made without successor landlord’s consent; (vii) liable for the repayment of any security deposit or surrender of any letter of credit, unless and until such security deposit actually is paid or such letter of credit is actually delivered to such successor landlord; or (viii) liable for the payment of any unfunded tenant improvement allowance, refurbishment allowance or similar obligation. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Bridgeline Software, Inc.)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee". This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee, within 10 Business Days after delivery of such subordination agreement to Tenant. As an alternativeIn lieu of having the Mortgage be superior to this Lease, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon requestIf requested by a successor-in-interest to all or a part of Landlord's interest in the Lease, TenantTenant shall, without charge, shall attorn to any successor to Landlord’s interest in this Leasethe successor-in-interest. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable an estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such The estoppel certificate may shall include a certification statement certifying that this Lease is unmodified (except as identified in the estoppel certificate) and in full force and effect, describing the dates to which Rent and other charges have been paid, representing that, to such party's actual knowledge, there is no default (or stating the nature of the alleged default) and indicating other matters with respect to the status of this Lease, the existence of any defaults and the amount of Rent Lease that is due and payablemay reasonably be requested. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use commercially reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s 's then current Mortgagee on such Mortgagee’s 's then current standard form of agreement. "Reasonable efforts" of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s 's form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s 's failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Lecg Corp)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days Business Days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Open Text Corp)

Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to renewals, modifications, refinancings and extensions thereof (collectively referred to as a “Mortgage”). The party having the benefit of a Mortgage shall be referred to as a “Mortgagee”. This clause shall be self-operative, but upon request from a Mortgagee, Tenant shall execute a commercially reasonable subordination agreement in favor of the Mortgagee. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease. Notwithstanding the foregoing in this Article to the contrary, as a condition precedent to the future subordination of this Lease to a future Mortgage, Landlord shall be required to provide Tenant with a non-disturbance, subordination, and attornment agreement in favor of Tenant from any Mortgagee who comes into existence after the Commencement Date. Such non-disturbance, subordination, and attornment agreement in favor of Tenant shall provide that, so long as Tenant is paying the Rent due under the Lease and is not otherwise in default under the Lease beyond any applicable cure period, its right to possession and the other terms of the Lease shall remain in full force and effect. Such non-disturbance, subordination, and attornment agreement may include other commercially reasonable provisions in favor of the Mortgagee, including, without limitation, additional time on behalf of the Mortgagee to cure defaults of the Landlord and provide that (a) neither Mortgagee nor any successor-in-interest shall be bound by (i) any payment of the Base Rent, Additional Rent, or other sum due under this Lease for more than 1 month in advance or (ii) any amendment or modification of the Lease made without the express written consent of Mortgagee or any successor-in-interest; (b) neither Mortgagee nor any successor-in-interest will be liable for (i) any act or omission or warranties of any prior landlord (including Landlord), (ii) the breach of any warranties or obligations relating to construction of improvements on the Property or any tenant finish work performed or to have been performed by any prior landlord (including Landlord), or (iii) the return of any security deposit, except to the extent such deposits have been received by Mortgagee; and (c) neither Mortgagee nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). Upon request, Tenant, without charge, shall attorn to any successor to Landlord’s interest in this Lease. Landlord and Tenant shall each, within 10 days after receipt of a written request from the other, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by the other (including a Mortgagee or prospective purchaser). Without limitation, such estoppel certificate may include a certification as to the status of this Lease, the existence of any defaults and the amount of Rent that is due and payable. Notwithstanding the foregoing, upon written request by Tenant, Landlord will use reasonable efforts to obtain a non-disturbance, subordination and attornment agreement from Landlord’s then current Mortgagee on such Mortgagee’s then current standard form of agreement. “Reasonable efforts” of Landlord shall not require Landlord to incur any cost, expense or liability to obtain such agreement, it being agreed that Tenant shall be responsible for any fee or review costs charged by the Mortgagee. Upon request of Landlord, Tenant will execute the Mortgagee’s form of non-disturbance, subordination and attornment agreement and return the same to Landlord for execution by the Mortgagee. Landlord’s failure to obtain a non-disturbance, subordination and attornment agreement for Tenant shall have no effect on the rights, obligations and liabilities of Landlord and Tenant or be considered to be a default by Landlord hereunder.

Appears in 1 contract

Samples: Office Lease Agreement (Silicon Valley Bancshares)

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