Common use of The Ground Lease Clause in Contracts

The Ground Lease. 2.18.1. The Mortgagor shall: (i) pay all rents, additional rents and other sums required to be paid by the Mortgagor as lessee under and pursuant to the provisions of the Ground Lease, (ii) diligently perform and observe all of the terms, covenants and conditions of the Ground Lease on the part of the Mortgagor, as lessee thereunder, to be performed and observed, unless such performance or observance shall be waived or not required in writing by the lessor under the Ground Lease, to the end that all things shall be done which are necessary to keep unimpaired the rights of the Mortgagor, as lessee, under the Ground Lease, (iii) promptly notify the Mortgagee in writing of any default by the Mortgagor under the Ground Lease in the performance or observance of any of the terms, covenants or conditions on the part of, respectively, the Mortgagor to be performed or observed under the Ground Lease, (iv) promptly notify the Mortgagee of the giving of any notice by the lessor under the Ground Lease to the Mortgagor (other than notices customarily sent on a regular basis) and of any notice noting or claiming any default by the Mortgagor in the performance or observance of any of the terms, covenants or conditions of the Ground Lease on the part of the Mortgagor, as lessee thereunder, to be performed or observed and deliver to the Mortgagee a true copy of each such notice (v) promptly notify the Mortgagee in writing of any request made by either party to the Ground Lease, as the case may be, for arbitration proceedings pursuant to the Ground Lease and of the institution of any arbitration proceedings, as well as of all proceedings thereunder, and promptly deliver to the Mortgagee a copy of the determination of the arbitrators in each such arbitration proceeding, it being acknowledged and agreed that the Mortgagee shall have the right to participate in such arbitration proceedings in association with the Mortgagor or on its own behalf as an interested party, and (vi) furnish to the Mortgagee, within ten (10) days after demand, proof of payment of all items which are required to be paid by the Mortgagor pursuant to the Ground Lease.

The Ground Lease. 2.18.1. The Mortgagor shall: Borrower shall (i) pay all rents, additional rents and other sums required to be paid by the Mortgagor as lessee under and pursuant to the provisions of the Ground Lease, (ii) diligently perform and observe all of the terms, covenants and conditions of the Ground Lease on the part of the MortgagorBorrower, as lessee landlord thereunder, to be performed and observed, unless such performance or observance shall be waived or not required in writing by the lessor under the Ground Lease, to the end that all things shall be done which are necessary to keep unimpaired the rights of the Mortgagor, as lessee, under the Ground Lease, and (iiiii) promptly notify the Mortgagee in writing of any default by the Mortgagor under the Ground Lease in the performance or observance of any of the terms, covenants or conditions on the part of, respectively, the Mortgagor to be performed or observed under the Ground Lease, (iv) promptly notify the Mortgagee Lender of the giving of any written notice by the lessor Ground Tenant under the Ground Lease to the Mortgagor (other than notices customarily sent on a regular basis) and Borrower of any notice noting or claiming any default by the Mortgagor Borrower in the performance or observance of any of the terms, covenants or conditions of the Ground Lease on the part of the MortgagorBorrower, as lessee landlord thereunder, to be performed or observed, and deliver to Lender a true copy of each such notice. Borrower shall not, without the prior consent of Lender, assign, terminate or cancel the Ground Lease or modify, change, supplement, alter or amend the Ground Lease, either orally or in writing, and Borrower hereby assigns to Lender, as further security for the payment and performance of the Obligations and for the performance and observance of the terms, covenants and conditions of the Security Instrument, this Agreement and the other Loan Documents, all of the rights, privileges and prerogatives of Borrower, as landlord under the Ground Lease, to assign, terminate, cancel, modify, change, supplement, alter or amend the Ground Lease in any material respect, and any such assignment, termination, cancellation, modification, change, supplement, alteration or amendment of the Ground Lease without the prior consent of Lender shall be void and of no force and effect. If Borrower shall default in the performance or observance of any material term, covenant or condition of the Ground Lease on the part of Borrower, as landlord thereunder, to be performed or observed, then, without limiting the generality of the other provisions of the Security Instrument, this Agreement and the other Loan Documents, and without waiving or releasing Borrower from any of its Obligations hereunder, to the fullest extent permitted under the Ground Lease, Lender shall have the right (upon the expiration of any of Borrower’s notice and cure rights under the Ground Lease [other than in the case of (x) an emergency or (y) imminent risk to the Property or Lender’s Collateral under the Loan Documents in which cases Lender may act prior to the expiration of any applicable notice or cure rights of Borrower under the Ground Lease, and/or (z) during the existence of an Event of Default]), but shall be under no obligation, to pay any sums and to perform any act or take any action as may be appropriate to cause all of the material terms, covenants and conditions of the Ground Lease on the part of Borrower, as landlord thereunder, to be performed or observed and deliver or to be promptly performed or observed on behalf of Borrower, to the Mortgagee a true copy end that the rights of each such notice (v) promptly notify the Mortgagee in writing of any request made by either party Borrower in, to the Ground Lease, as the case may be, for arbitration proceedings pursuant to and under the Ground Lease shall be kept unimpaired as a result thereof and free from default, even though the existence of such event of default or the nature thereof be questioned or denied by Borrower or by any party on behalf of Borrower. If Lender shall make any payment or perform any act or take action in accordance with the preceding sentence, Lender will notify Borrower of the institution making of any arbitration proceedingssuch payment, the performance of any such act or the taking of any such action. In any such event, subject to the rights of Tenants, subtenants and other occupants under the Leases or of parties to any REA, Lender and any Person designated as well as of all proceedings thereunderLender’s agent by Lender shall have, and promptly deliver to the Mortgagee a copy of the determination of the arbitrators in each such arbitration proceedingare hereby granted, it being acknowledged and agreed that the Mortgagee shall have the right to participate in enter upon the Property at any reasonable time, on reasonable notice (which may be given verbally) and from time to time for the purpose of taking any such arbitration proceedings in association with the Mortgagor or on its own behalf action. Lender may pay and expend such sums of money as an interested party, and Lender reasonably deems necessary for any such purpose. Borrower hereby agrees to pay to Lender within five (vi) furnish to the Mortgagee, within ten (105) days after demand, proof all such sums so paid and expended by Lender, together with interest thereon from the day of such payment of all items which are required to at the Default Rate. All sums so paid and expended by Lender and the interest thereon shall be paid secured by the Mortgagor pursuant legal operation and effect of the Security Instrument. If the Ground Tenant under the Ground Lease shall deliver to Lender a copy of any notice of default sent by said Ground Tenant to Borrower, as landlord under the Ground Lease, such notice shall constitute full protection to Lender for any reasonable action taken or omitted to be taken by Lender, in good faith, in reliance thereon. Notwithstanding the foregoing, so long as no Default or Event of Default then exists, Lender shall not unreasonably withhold, condition or delay its consent with respect to approving any Ground Lease related transaction described in Section 4.1.16 above (other than assignments or any termination or cancellation of the Ground Lease which shall, in all cases, remain subject to Lender’s sole and absolute prior approval) which is proposed by Borrower with respect to the Property so long as such proposed Ground Lease related transaction, (a) is ordinary and customary when considering the ownership and operation of the Property, (b) will not materially interfere with the benefits of the security intended to be provided by the Security Instrument and this Agreement, (c) will not materially and adversely affect the value of the Property, (d) will not impair the use or operations of the Property (as currently used), and (e) will not impair Borrower’s ability to pay its Obligations in a timely manner. IN CONNECTION WITH ANY REQUEST WITH RESPECT TO A GROUND LEASE RELATED TRANSACTION MEETING THE CRITERIA OUTLINED ABOVE, LENDER OR LENDER’S SERVICER, AS APPLICABLE, MUST GRANT OR WITHHOLD ITS APPROVAL IN A PROMPT AND REASONABLE TIME FRAME FOLLOWING ITS RECEIPT OF ANY REQUIRED MATERIALS RELATING TO THE PROPOSED GROUND LEASE RELATED TRANSACTION (I.E., LENDER OR LENDER’S SERVICER, AS APPLICABLE, MAY NOT UNREASONABLY DELAY THE TIMING OF THE APPROVAL PROCESS).

The Ground Lease. 2.18.1. The Mortgagor shall: Borrower shall (i) pay all rents, additional rents and other sums required to be paid by the Mortgagor Borrower, as lessee tenant under and pursuant to the provisions of the Ground Lease, (ii) diligently perform and observe all of the terms, covenants and conditions of the Ground Lease on the part of the MortgagorBorrower, as lessee tenant thereunder, to be performed and observed, unless such performance or observance shall be waived or not required in writing by the lessor under the Ground Lease, to the end that all things shall be done which are necessary to keep unimpaired the rights of the Mortgagor, as lessee, under the Ground Lease, (iii) promptly notify Lender of the Mortgagee in writing giving of any notice by ground lessor to Borrower of any default by Borrower, as tenant thereunder, and deliver to Lender a true copy of each such notice. Borrower shall not, without the Mortgagor under prior consent of Lender, surrender the leasehold estate created by the Ground Lease or terminate or cancel the Ground Lease or modify, change, supplement, alter or amend the Ground Lease, in any respect, either orally or in writing. If Borrower shall default in the performance or observance of any term, covenant or condition of the Ground Lease, Lender shall have the right, but shall be under no obligation, to pay any sums and to perform any act or take any action as may be appropriate to cause all of the terms, covenants or conditions on the part of, respectively, the Mortgagor to be performed or observed under the Ground Lease, (iv) promptly notify the Mortgagee of the giving of any notice by the lessor under the Ground Lease to the Mortgagor (other than notices customarily sent on a regular basis) and of any notice noting or claiming any default by the Mortgagor in the performance or observance of any of the terms, covenants or conditions of the Ground Lease on the part of the Mortgagor, as lessee thereunder, Borrower to be performed or observed and deliver on behalf of Borrower, to the Mortgagee a true copy end that the rights of each such notice (v) promptly notify the Mortgagee in writing of any request made by either party Borrower in, to the Ground Lease, as the case may be, for arbitration proceedings pursuant to and under the Ground Lease shall be kept unimpaired and free from default. Borrower shall exercise each individual option, if any, to extend or renew the term of the institution of Ground Lease upon demand by Lender made at any arbitration proceedings, as well as of all proceedings thereunder, and promptly deliver time within one (1) year prior to the Mortgagee a copy of the determination of the arbitrators in each last day upon which any such arbitration proceeding, it being acknowledged and agreed that the Mortgagee shall have the right to participate in such arbitration proceedings in association with the Mortgagor or on its own behalf as an interested party, and (vi) furnish to the Mortgagee, within ten (10) days after demand, proof of payment of all items which are required to option may be paid by the Mortgagor pursuant to the Ground Leaseexercised.

The Ground Lease. 2.18.1. The Mortgagor shall: Subject to the express terms of the Loan Agreement, Borrower shall (ia) pay all rents, additional rents and other sums required to be paid by the Mortgagor Borrower, as lessee tenant, under and pursuant to the provisions of the Ground LeaseLease as and when such rent or other charge is payable, (iib) diligently perform and observe all of the terms, covenants and conditions of the Ground Lease on the part of the MortgagorBorrower, as lessee tenant thereunder, to be performed and observed, unless such performance or observance shall be waived or not required in writing by the lessor under the Ground Lease, observed prior to the end that all things shall be done which are necessary to keep unimpaired the rights expiration of the Mortgagor, as lessee, under the Ground Lease, any applicable grace period therein provided and (iiic) promptly notify the Mortgagee in writing of any default by the Mortgagor under the Ground Lease in the performance or observance of any of the terms, covenants or conditions on the part of, respectively, the Mortgagor to be performed or observed under the Ground Lease, (iv) promptly notify the Mortgagee Lender of the giving of any notice by the lessor landlord under the Ground Lease to the Mortgagor (other than notices customarily sent on a regular basis) and Borrower of any notice noting or claiming any default by the Mortgagor Borrower in the performance or observance of any of the terms, covenants or conditions of the Ground Lease on the part of the MortgagorBorrower, as lessee tenant thereunder, to be performed or observed and deliver to the Mortgagee Lender a true copy of each such notice (v) promptly notify notice. Except as expressly permitted in the Mortgagee in writing Loan Agreement, Borrower shall not, without the prior consent of any request made Lender, surrender the leasehold estate created by either party to the Ground Lease or terminate or cancel the Ground Lease or modify, change, supplement, alter or amend the Ground Lease, in any material respect, either orally or in writing, and Borrower hereby assigns to Lender, as further security for the case payment of the Debt and for the performance and observance of the terms, covenants and conditions of this Security Instrument, all of the rights, privileges and prerogatives of Borrower, as tenant under the Ground Lease, to surrender the leasehold estate created by the Ground Lease or to terminate, cancel, modify, change, supplement, alter or amend the Ground Lease (except as expressly permitted in the Loan Agreement), and any such surrender of the leasehold estate created by the Ground Lease or termination, cancellation, modification, change, supplement, alteration or amendment of the Ground Lease without the prior consent of Lender shall be void and of no force and effect. If Borrower shall default in the performance or observance of any term, covenant or condition of the Ground Lease on the part of Borrower, as tenant thereunder, to be performed or observed, then, without limiting the generality of the other provisions of this Security Instrument, and without waiving or releasing Borrower from any of its obligations hereunder, Lender shall have the right, but shall be under no obligation, to pay any sums and to perform any act or take any action as may bebe appropriate to cause all of the terms, covenants and conditions of the Ground Lease on the part of Borrower, as tenant thereunder, to be performed or observed or to be promptly performed or observed on behalf of Borrower, to the end that the rights of Borrower in, to and under the Ground Lease shall be kept unimpaired and free from default, even though the existence of such event of default or the nature thereof be questioned or denied by Borrower or by any party on behalf of Borrower. If Lender shall make any payment or perform any act or take action in accordance with the preceding sentence, Lender will notify Borrower of the making of any such payment, the performance of any such act, or the taking of any such action. In any such event, subject to the rights of tenants, subtenants and other occupants under the Leases, Lender and any person designated by Lender shall have, and are hereby granted, the right to peaceably enter upon the Property at any time and from time to time for arbitration proceedings the purpose of taking any such action. Lender may pay and expend such sums of money as Lender reasonably in good xxxxx xxxxx necessary for any such purpose and upon so doing shall be subrogated to any and all rights of the landlord under the Ground Lease. Borrower hereby agrees to pay to Lender within five (5) Business Days after demand, all such sums so paid and expended by Lender, together with interest thereon from the day of such payment at the Default Rate. All sums so paid and expended by Lender and the interest thereon shall be secured by the legal operation and effect of this Security Instrument. If the landlord under the Ground Lease shall deliver to Lender a copy of any notice of default sent by said landlord to Borrower, as tenant under the Ground Lease, such notice shall constitute full protection to Lender for any action taken or omitted to be taken by Lender, in good faith, in reliance thereon. Except as otherwise specifically required pursuant to the provisions of the Ground Lease, Borrower will not subordinate or consent to the subordination of the Ground Lease and to any mortgage, security deed, lease or other interest on or in the landlord’s interest in all or any part of the institution of any arbitration proceedingsProperty, as well as of all proceedings thereunderunless, and promptly deliver to the Mortgagee a copy of the determination of the arbitrators in each such arbitration proceedingcase, it being acknowledged and agreed that the Mortgagee written consent of Lender shall have the right to participate in such arbitration proceedings in association with the Mortgagor or on its own behalf as an interested party, been first had and (vi) furnish to the Mortgagee, within ten (10) days after demand, proof of payment of all items which are required to be paid by the Mortgagor pursuant to the Ground Leaseobtained.