Grouped Into 37 Collections of Similar Clauses From Business Contracts
This page contains Subordination clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Subordination. This Lease and Tenant's interest and rights hereunder are hereby made and shall be subject and subordinate at all times to the lien of any Mortgage now existing or hereafter created on or against the Project or the Premises, and all amendments, restatements, renewals, modifications, consolidations, refinancing, assignments and extensions thereof, without the necessity of any further instrument or act on the part of Tenant; provided, however that so long as there is no Default hereunder, Tenant's... right to possession of the Premises shall not be disturbed by the Holder of any such Mortgage. Tenant agrees, at the election of the Holder of any such Mortgage, to attorn to any such Holder. Tenant agrees upon demand to execute, acknowledge and deliver such instruments, confirming such subordination, and such instruments of attornment as shall be reasonably requested by any such Holder, provided any such instruments contain appropriate non-disturbance provisions assuring Tenant's quiet enjoyment of the Premises as set forth in Section 24 hereof. Notwithstanding the foregoing, any such Holder may at any time subordinate its Mortgage to this Lease, without Tenant's consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such Mortgage without regard to their respective dates of execution, delivery or recording and in that event such Holder shall have the same rights with respect to this Lease as though this Lease had been executed prior to the execution, delivery and recording of such Mortgage and had been assigned to such Holder. The term "Mortgage" whenever used in this Lease shall be deemed to include deeds of trust, security assignments and any other encumbrances, and any reference to the "Holder" of a Mortgage shall be deemed to include the beneficiary under a deed of trust.View More
Subordination. This Lease and Tenant's interest and rights hereunder are hereby made and shall be subject and subordinate at all times to the lien of any Mortgage now existing or hereafter created on or against the Project or the Premises, and all amendments, restatements, renewals, modifications, consolidations, refinancing, assignments and extensions thereof, without the necessity of any further instrument or act on the part of Tenant; provided, however that so long as there is no Default hereunder, Tenant's... right to possession of the Premises shall not be disturbed by the Holder of any such Mortgage. Tenant agrees, at the election of the Holder of any such Mortgage, to attorn to any such Holder. Tenant agrees upon demand to execute, acknowledge and deliver such instruments, confirming such subordination, and such instruments of attornment as shall be reasonably requested by any such Holder, provided any such instruments contain appropriate non-disturbance provisions assuring Tenant's quiet enjoyment of the Premises as set forth in Section 24 hereof. Notwithstanding the foregoing, any such Holder may at any time subordinate its Mortgage to this Lease, without Tenant's consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such Mortgage without regard to their respective dates of execution, delivery or recording and in that event such Holder shall have the same rights with respect to this Lease as though this Lease had been executed prior to the execution, delivery and recording of such Mortgage and had been assigned to such Holder. The term "Mortgage" whenever used in this Lease shall be deemed to include deeds of trust, security assignments and any other encumbrances, and any reference to the "Holder" of a Mortgage shall be deemed to include the beneficiary under a deed of trust. As of the date of this Lease, there is no existing Mortgage encumbering the Project. Upon written request from Tenant, Landlord agrees to use reasonable efforts to cause the future Holder of a Mortgage to enter into a subordination, non-disturbance and attornment agreement ("SNDA") with Tenant with respect to this Lease. The SNDA shall be on the form proscribed by the Holder and Tenant shall pay the Holder's fees and costs in connection with obtaining such SNDA; provided, however, that Landlord shall request that Holder make any reasonable changes to the SNDA requested by Tenant. Landlord's failure to cause the Holder to enter into the SNDA with Tenant (or make any of the changes requested by Tenant) shall not be a default by Landlord under this Lease. View More
Subordination. This Lease and Tenant's interest and rights hereunder are hereby made and shall be subject and subordinate at all times to the lien of any Mortgage first mortgage, now existing or hereafter created on or against the Project or the Premises, and all amendments, restatements, renewals, modifications, consolidations, refinancing, assignments and extensions thereof, without the necessity of any further instrument or act on the part of Tenant; provided, however that so long as there is no Default her...eunder, Tenant's right to possession of the Premises shall not be disturbed by the Holder of any such Mortgage. Tenant. Tenant agrees, at the election of the Holder holder of any such Mortgage, mortgage, to attorn to any such Holder. holder. Tenant agrees upon demand to execute, acknowledge and deliver such instruments, confirming such subordination, subordination and such instruments of attornment as shall be reasonably requested by any such Holder, provided any such instruments contain appropriate non-disturbance provisions assuring Tenant's quiet enjoyment of the Premises as set forth in Section 24 hereof. holder. Notwithstanding the foregoing, any such Holder holder may at any time subordinate its Mortgage mortgage to this Lease, without Tenant's consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such Mortgage mortgage without regard to their respective dates of execution, delivery or recording and in that event such Holder holder shall have the same rights with respect to this Lease as though this Lease had been executed prior to the execution, delivery and recording of such Mortgage mortgage and had been assigned to such Holder. holder. The term "Mortgage" "mortgage" whenever used in this Lease shall be deemed to include deeds of trust, security assignments and any other encumbrances, and any reference to the "Holder" "holder" of a Mortgage mortgage shall be deemed to include the beneficiary under a deed of trust. Notwithstanding the foregoing, any such subordination to a future mortgagee shall be effective only after such mortgagee has executed and delivered a non-disturbance agreement on mortgagee's commercially standard form. If there is a mortgage or deed of trust encumbering the Building, then promptly following execution of this Lease, Landlord agrees to use commercially reasonable efforts to obtain from its current mortgagee (if any) a subordination, non-disturbance and attornment agreement (an "SNDA") in favor of Tenant on such mortgagee's standard form; provided, however, Tenant acknowledges and agrees that Landlord's failure to obtain the SNDA shall not constitute a default by Landlord under this Lease. Landlord shall be responsible for any fees and charges (including, without limitation, attorneys' fees) payable to such mortgagee in connection with providing a commercially reasonable SNDA, and Tenant shall be responsible for any fees and charges (including, without limitation, attorneys' fees) payable to such mortgagee in connection with Tenant's election to negotiate such SNDA. View More
Subordination. This Lease and Tenant's interest and rights hereunder are hereby made and shall be subject and subordinate at all times to the lien of any Mortgage now existing or hereafter created on or against the Project or the Premises, and all amendments, restatements, renewals, modifications, consolidations, refinancing, assignments and extensions thereof, without the necessity of any further instrument or act on the part of Tenant; provided, however that so long as there is no Default Net Multi-Tenant La...boratory 500 Technology Square/Codiak – Page 23 hereunder, Tenant's right to possession of the Premises shall not be disturbed by the Holder of any such Mortgage. Tenant agrees, at the election of the Holder of any such Mortgage, to attorn to any such Holder. Tenant agrees upon demand to execute, acknowledge and deliver such instruments, confirming such subordination, and such instruments of attornment as shall be reasonably requested by any such Holder, provided any such instruments contain appropriate non-disturbance provisions assuring Tenant's quiet enjoyment of the Premises as set forth in Section 24 hereof. Notwithstanding the foregoing, any such Holder may at any time subordinate its Mortgage to this Lease, without Tenant's consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such Mortgage without regard to their respective dates of execution, delivery or recording and in that event such Holder shall have the same rights with respect to this Lease as though this Lease had been executed prior to the execution, delivery and recording of such Mortgage and had been assigned to such Holder. The term "Mortgage" whenever used in this Lease shall be deemed to include deeds of trust, security assignments assignments, ground leases or other superior leases and any other encumbrances, and any reference to the "Holder" of a Mortgage shall be deemed to include the beneficiary under a deed of trust. As of the date of this Lease, there is no existing Mortgage encumbering the Project. View More
Subordination. 28.1 EFFECT OF SUBORDINATION. This Lease shall be subject and subordinate to any ground lease, mortgage, deed of trust or any other hypothecation or security now or hereafter placed upon the Project and to any and all advances made on the security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof. Notwithstanding such subordination, Tenant's right to quiet possession of the Premises shall not be disturbed if Tenant is not in default and so long as Te...nant shall pay the rent and observe and perform all of the provisions of this Lease, unless this Lease is otherwise terminated pursuant to its terms. At the request of any mortgagee, trustee or ground lessor, Tenant shall attorn to such person or entity. If any mortgagee, trustee or ground lessor shall elect to have this Lease and any Options granted hereby prior to the lien of its mortgage, deed of trust or ground lease, and shall give written notice thereof to Tenant, this Lease and such Options shall be deemed prior to such mortgage, deed of trust or ground lease, whether this Lease or such Options are dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. In the event of the foreclosure of a security device, the new owner shall not (a) be liable for any act or omission of any prior landlord or with respect to events occurring prior to its acquisition of title, (b) be liable for the breach of this Lease by any prior landlord, (c) be subject to any offsets or defenses which Tenant may have against the prior landlord or (d) be liable to Tenant for the return of its security deposit. 28.2 EXECUTION OF DOCUMENTS. Tenant agrees to execute and acknowledge any documents Landlord reasonably requests that Tenant execute to effectuate an attornment, a subordination, or to make this Lease or any Option granted herein prior to the lien of any mortgage, deed of trust or ground lease, as the case may be, provided that any such instrument shall recognize Tenant's rights under this Lease. Tenant's failure to execute such documents within ten (10) business days after written demand shall constitute a material default by Tenant hereunder. 23 28.3 SUBORDINATION BY TENANT. As of the date set forth in Section 1.1 above, no mortgages or deeds of trust encumber Landlord's interest in the Project. Notwithstanding anything to the contrary contained in the Lease, Tenant shall not be obligated to subordinate its interest in the Lease to a future mortgage or deed of trust obtained by Landlord unless the lender provides Tenant with a commercially reasonable nondisturbance agreement.View More
Subordination. 28.1 EFFECT OF SUBORDINATION. 28.1Effect of Subordination. This Lease Lease, and any Option (as defined below) granted hereby, upon Landlord's written election, shall be subject and subordinate to any ground lease, mortgage, deed of trust or any other hypothecation or security now or hereafter placed upon the Project and to any and all advances made on the security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof. Notwithstanding such subordination,... Tenant's right to quiet possession of the Premises shall not be disturbed if Tenant is not in material default of this Lease beyond any applicable notice and cure period, and so long as Tenant shall pay the rent and observe and perform all of the provisions of this Lease, unless this Lease is otherwise terminated pursuant to its terms. At the request of any mortgagee, trustee or ground lessor, Tenant shall attorn to such person or entity. If any mortgagee, trustee or ground lessor shall elect to have this Lease and any Options granted hereby prior to the lien of its mortgage, deed of trust or ground lease, and shall give written notice thereof to Tenant, this Lease and such Options shall be deemed prior to such mortgage, deed of trust or ground lease, whether this Lease or such Options are dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. In the event of the foreclosure of a security device, the new owner shall not (a) be liable for any act or omission of any prior landlord or with respect to events occurring prior to its acquisition of title, except that the new owner shall cure any default of Landlord that is continuing as of the date of the foreclosure within [*] from the date Tenant delivers written notice to the new owner of such continuing default, unless such default is of such a nature to reasonably require more than [*] to cure and then the new owner shall be permitted such additional time as is reasonably necessary to effect such cure, provided such new owner diligently and continuously proceeds to cure such default , (b) be liable for the breach of this Lease by any prior landlord, (c) be subject to any offsets or defenses which Tenant may have against the prior landlord or (d) be liable to Tenant for the return of its any security deposit. 28.2 EXECUTION OF DOCUMENTS. deposit not actually received by such new owner or to the extent any portion of such security deposit has not already been forfeited by, or returned to, Tenant. 28.2Execution of Documents. Tenant agrees to execute and acknowledge any documents Landlord reasonably requests that Tenant execute to effectuate an attornment, a subordination, or to make this Lease or any Option granted herein prior to the lien of any mortgage, deed of trust or ground lease, as the case may be, provided that any such instrument shall recognize Tenant's rights under this Lease. be. Tenant's failure to execute such documents within ten (10) business days after written demand shall constitute a material default by Tenant hereunder. 23 28.3 SUBORDINATION BY TENANT. Tenant does hereby make, constitute and irrevocably appoint Landlord as Tenant's attorney-in-fact and in Tenant's name, place and stead to execute such documents in accordance with this section. 28.3Subordination by Tenant. As of the date set forth in Section 1.1 above, no mortgages or deeds of trust encumber Landlord's interest in the Project. Notwithstanding anything to the contrary contained in the Lease, Tenant shall not be obligated to subordinate its interest in the Lease to a future mortgage or deed of trust obtained by Landlord unless the lender provides Tenant with a commercially reasonable nondisturbance agreement. View More
Subordination. 28.1 24.1 EFFECT OF SUBORDINATION. This Lease Lease, and any Option granted hereby, upon Landlord's written election, shall be subject and subordinate to any ground lease, mortgage, deed of trust trust, or any other hypothecation or security now or hereafter placed upon the Project and to any and all advances made on the security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof. Notwithstanding such subordination, Tenant's right to quiet possession ...of the Premises shall not be disturbed if Tenant is not in default and so long as Tenant shall pay the rent and observe and perform all of the provisions of this Lease, unless this Lease is otherwise terminated pursuant to its terms. At the request of any mortgagee, trustee or ground lessor, Tenant shall attorn to such person or entity. If any mortgagee, trustee or ground lessor shall elect to have this Lease and any Options granted hereby prior to the lien of its mortgage, deed of trust or ground lease, and shall give written notice thereof to Tenant, this Lease and such Options shall be deemed prior to such mortgage, deed of trust or ground lease, whether this Lease or such Options are dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. In the event of the foreclosure of a security device, the new owner shall not (a) be liable for any act or omission of any prior landlord or with respect to events occurring prior to its acquisition of title, (b) be liable for the breach of this Lease by any prior landlord, (c) be subject to any offsets or defenses which Tenant may have against the prior landlord or (d) be liable to Tenant for the return of its security deposit. 28.2 24.2 EXECUTION OF DOCUMENTS. Tenant agrees to execute and acknowledge any commercially reasonable documents Landlord reasonably requests that Tenant execute to effectuate an attornment, a subordination, or and non-disturbance to make this Lease or any Option granted herein prior to the lien of any mortgage, deed of trust or ground lease, as the case may be, provided that any such instrument shall recognize Tenant's rights under this Lease. Tenant's failure to execute such documents within ten (10) business days after written demand shall constitute a material default by Tenant hereunder. 23 28.3 SUBORDINATION BY TENANT. As of the date set forth in Section 1.1 above, no mortgages or deeds of trust encumber Landlord's interest in the Project. Notwithstanding anything to the contrary contained in the Lease, Tenant shall not be obligated to subordinate its interest in the Lease to a future mortgage or deed of trust obtained by Landlord unless the lender provides Tenant with a commercially reasonable nondisturbance agreement. be. View More
Subordination. 28.1 EFFECT OF SUBORDINATION. This Lease shall be subject and subordinate at all times to the Decalaration and any ground lease, mortgage, deed of trust or any other hypothecation or security now or hereafter placed upon the Project master lease (and such extensions and to any modifications thereof), and all advances made on the security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof. Notwithstanding such subordination, Tenant's right to quiet pos...session of the Premises shall not be disturbed if Tenant is not in default and so long as Tenant shall pay the rent and observe and perform all of the provisions of this Lease, unless this Lease is otherwise terminated pursuant to its terms. At the request of any mortgagee, trustee or ground lessor, Tenant shall attorn to such person or entity. If any mortgagee, trustee or ground lessor shall elect to have this Lease and any Options granted hereby prior to the lien of its mortgage, deed of trust or ground lease, and shall give written notice thereof to Tenant, this Lease and such Options shall be deemed prior to such mortgage, deed of trust or ground lease, whether this Lease or such Options are dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. In the event of the foreclosure of a security device, the new owner shall not (a) be liable for any act or omission of any prior landlord or with respect to events occurring prior to its acquisition of title, (b) be liable for the breach of this Lease by any prior landlord, (c) be subject to any offsets or defenses which Tenant may have against the prior landlord or (d) be liable to Tenant for the return of its security deposit. 28.2 EXECUTION OF DOCUMENTS. Tenant agrees to execute and acknowledge any documents Landlord reasonably requests that Tenant execute to effectuate an attornment, a subordination, or to make this Lease or any Option granted herein prior to the lien of any mortgage, deed mortgage now or hereafter encumbering all or any portion of trust the Premises (as well as to any advances made thereunder and to all renewals, replacements, modifications and extensions thereof). Notwithstanding the foregoing, Landlord shall have the right to subordinate or cause to be subordinated the Declaration or any ground or master leases or the lien of any or all mortgages to this Lease. In the event that any mortgage is foreclosed or a conveyance in lieu of foreclosure is made for any reason, at the election of Landlord's successor in interest, Tenant shall attorn to and become the tenant of such successor. Tenant hereby waives its rights under any current or future law which gives or purports to give Tenant any right to terminate or otherwise adversely affect this Lease and the obligations of Tenant hereunder in the event of any such foreclosure proceeding or sale. Subject to the foregoing, Tenant covenants and agrees to execute and deliver to Landlord within fifteen (15) days after receipt of written demand by Landlord and in the form reasonably required by Landlord, any additional documents evidencing the priority or subordination of this Lease with respect to the Declaration or any ground lease or master lease or the lien of any such mortgage or Tenant's agreement to attorn. If, in connection with Landlord's obtaining or entering into any financing or ground lease, lease for any portion of the Premises, the lender or ground Landlord shall request modifications to this Lease, Tenant shall, within ten (10) days after request therefor, execute an amendment to this Lease including such modifications, provided such modifications are reasonable, do not increase the obligations of Tenant hereunder, or adversely affect the leasehold estate created hereby or Tenant's rights hereunder and Landlord shall reimburse Tenant for its reasonable costs (including reasonable attorneys' fees) in connection with the foregoing. Without limiting the generality of the foregoing, Landlord shall use best efforts to obtain a non-disturbance agreement from the holder of the mortgage currently encumbering the Project ("Lender") substantially in the form annexed hereto as Exhibit F. Tenant may negotiate said form with the case may be, Lender provided that Tenant will pay any such instrument shall recognize fee or cost imposed by Lender, the IDA and its counsel as a result thereof, and Tenant's rights obligations under this Lease. Tenant's failure Lease shall not be waived or delayed, and Landlord's rights and remedies shall not be materially affected in the event a non-disturbance agreement is not executed. Furthermore, in the event this Lease is to execute such documents within be subject to any mortgage hereafter in effect, then Landlord shall use best efforts to deliver to Tenant a non-disturbance agreement, reasonably satisfactory to Tenant and the then mortgagee. 30 23. Estoppel Certificate. Within ten (10) business days after following Landlord's written demand request, Tenant shall constitute a material default execute and deliver to Landlord an estoppel certificate certifying: (a) the Commencement Date; (b) that this Lease is unmodified and in full force and effect (or, if modified, that this Lease is in full force and effect as modified, and stating the date and nature of such modifications); (c) the date to which the Rent and other sums payable under this Lease have been paid; (d) that there are not, to the best of Tenant's knowledge, any defaults under this Lease by Tenant hereunder. either Landlord or Tenant, except as specified in such certificate; (e) all work to be completed by Landlord shall have been completed and performed; (f) the amount of any security deposit; and (g) such other matters as are reasonably requested by Landlord. Any such estoppel certificate delivered pursuant to this Section 23 28.3 SUBORDINATION BY TENANT. As may be relied upon by any mortgagee, beneficiary, purchaser or prospective purchaser of any portion of the date set forth in Section 1.1 above, no mortgages or deeds of trust encumber Landlord's interest in the Project. Notwithstanding anything to the contrary contained in the Lease, Tenant shall not be obligated to subordinate its interest in the Lease to a future mortgage or deed of trust obtained by Landlord unless the lender provides Tenant with a commercially reasonable nondisturbance agreement. Premises, as well as their assignees. View More
Subordination. Any Indebtedness of any of the Borrowers now or hereafter held by Guarantor is hereby subordinated to the Indebtedness of Borrowers to Bank. Such Indebtedness of Borrowers to Guarantor is assigned to Bank as security for this Guaranty and the Indebtedness and, if Bank requests, shall be collected and received by Guarantor as trustee for Bank and paid over to Bank on account of the Indebtedness of Borrowers to Bank but without reducing or affecting in any manner the liability of Guarantor under t...he other provisions of this Guaranty. Any notes or other instruments now or hereafter evidencing such Indebtedness of any of the Borrowers to Guarantor shall be marked with a legend that the same are subject to this Guaranty and, if Bank so requests, shall be delivered to Bank. Bank is hereby authorized in the name of Guarantor from time to time to file financing statements and continuation statements and execute such other documents and take such other action as Bank deems necessary or appropriate to perfect, preserve and enforce its rights hereunder.View More
Subordination. Any Indebtedness indebtedness of Borrower or any of the Borrowers other Loan Party now or hereafter held by Guarantor is hereby subordinated to the Indebtedness Indebtedness. Such indebtedness of Borrowers to Bank. Such Indebtedness of Borrowers Borrower or any other Loan Party to Guarantor is assigned to Bank Agent, on behalf of Lenders, as security for this Guaranty and the Indebtedness and, if Bank Agent requests, shall be collected and received by Guarantor as trustee for Bank Agent, on beha...lf of Lenders, and paid over to Bank Agent, on behalf of Lenders, on account of the Indebtedness of Borrowers to Bank but without reducing or affecting in any manner the liability of Guarantor under the other provisions of this Guaranty. Any notes or other instruments now or hereafter evidencing such Indebtedness indebtedness of Borrower or any of the Borrowers other Loan Party to Guarantor shall be marked with a legend that indicates that the same notes or other instruments are subject to this Guaranty and, if Bank Agent so requests, such notes and instruments shall be delivered to Bank. Bank Agent. Agent, on behalf of Lenders, is hereby authorized in the name of Guarantor from time to time to file financing statements and continuation statements and execute such other documents and take such other action as Bank Agent deems necessary or appropriate to perfect, preserve and enforce its rights hereunder. View More
Subordination. Any Indebtedness of any of the Borrowers or any Guarantor now or hereafter held by any other Guarantor is hereby subordinated to the Indebtedness of Borrowers and such other Guarantor to Bank. Such Indebtedness of Borrowers or Guarantors to any other Guarantor is assigned to Bank as security for this Guaranty and the Indebtedness and, if Bank requests, shall be collected and received by such other Guarantor as trustee for Bank and paid over to Bank on account of the Indebtedness of Borrowers or ...Guarantors to Bank but without reducing or affecting in any manner the liability of any Guarantor under the other provisions of this Guaranty. Any notes or other instruments now or hereafter evidencing such Indebtedness of any of the Borrowers or Guarantors to any other Guarantor shall be marked with a legend that the same are subject to this Guaranty and, if Bank so requests, shall be delivered to Bank. Bank is hereby authorized in the name of each Guarantor from time to time to file financing statements and continuation statements and execute such other documents and take such other action as Bank deems necessary or appropriate to perfect, preserve and enforce its rights hereunder. View More
Subordination. Any Indebtedness of any of the Borrowers Borrower now or hereafter held by Guarantor is hereby subordinated to the Indebtedness obligations of Borrowers Borrower to Bank. Lender under the Note Indebtedness. Such Indebtedness of Borrowers Borrower to Guarantor is assigned to Bank Lender as security for this Guaranty and the Note Indebtedness and, if Bank Lender requests, shall be collected and received by Guarantor as trustee for Bank Lender and paid over to Bank Lender on account of the Note Ind...ebtedness of Borrowers to Bank but without reducing or affecting in any manner the liability of Guarantor under the other provisions of this Guaranty. Any notes or other instruments now or hereafter evidencing such Indebtedness of any of the Borrowers Borrower to Guarantor shall be marked with a legend that the same are subject to this Guaranty and, if Bank Lender so requests, shall be delivered to Bank. Bank Lender. Lender is hereby authorized in the name of Guarantor from time to time to file financing statements and continuation statements and execute such other documents and take such other action as Bank Lender deems necessary or appropriate to perfect, preserve and enforce its rights hereunder. View More
Subordination. Without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, this Lease shall be subject and subordinate at all times to ground or underlying leases and to the lien of any mortgages or deeds of trust now or hereafter placed on, against or affecting the Building, Landlord's interest or estate in the Building, or any ground or underlying lease; provided, however, that if the lessor, mortgagee, trustee, or holder of any such mortgage or dee...d of trust elects to have Tenant's interest in this Lease be superior to any such instrument, then, by notice to Tenant, this Lease shall be deemed superior, whether this Lease was executed before or after said instrument. Notwithstanding the foregoing, upon receipt of a written request from Tenant, Landlord will use its reasonable efforts to obtain a subordination, non-disturbance and attornment agreement from any further mortgagee on such mortgagee's then-standard form. Tenant covenants and agrees to execute and deliver within ten (10) days of Landlord's request such further commercially reasonable instruments evidencing such subordination or superiority of this Lease as may be required by Landlord.View More
Subordination. Without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, this Lease shall be subject and subordinate at all times to ground or underlying leases and to the lien of any mortgages or deeds of trust now or hereafter placed on, against or affecting the Building, Building and the Common Areas, and Landlord's interest or estate in the Building, therein, or any ground or underlying lease; provided, however, that if the lessor, mortgagee, tr...ustee, or holder of any such mortgage or deed of trust elects to have Tenant's interest in this Lease be superior to any such instrument, then, by notice to Tenant, this Lease shall be deemed superior, whether this Lease was executed before or after said instrument. Notwithstanding the foregoing, upon receipt of a written request from Tenant, Landlord will use its reasonable efforts to obtain a subordination, non-disturbance and attornment agreement from any further mortgagee on such mortgagee's then-standard form. lease. Tenant covenants and agrees to execute and deliver within ten (10) days of Landlord's request such further commercially reasonable instruments evidencing such subordination or superiority of this Lease as may be required by Landlord. Landlord or its mortgage holder or assignee thereof. View More
Subordination. Without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, this This Lease shall be subject and subordinate at all times to ground or underlying leases and to the lien of any mortgages or deeds of trust now or hereafter placed on, against or affecting the Building, Landlord's interest or estate in the Building, or any ground or 17 underlying lease; provided, however, that if the lessor, mortgagee, trustee, or holder of any such mortgag...e or deed of trust elects to have Tenant's interest in this Lease be superior to any such instrument, then, by notice to Tenant, this Lease shall be deemed superior, whether this Lease was executed before or after said instrument. Notwithstanding the foregoing, upon receipt of a written request from Tenant, Landlord will use its reasonable efforts to obtain a subordination, non-disturbance and attornment agreement from any further mortgagee on such mortgagee's then-standard form. Tenant covenants and agrees to execute and deliver within ten (10) days of Landlord's request such further commercially reasonable instruments evidencing such subordination or superiority of this Lease as may be required by Landlord. At Tenant's request and at Tenant's sole expense, Landlord shall use commercially reasonable efforts to obtain from its current (if any) and any future mortgagee a non-disturbance agreement in favor of Tenant, but the failure to obtain such non-disturbance agreement shall not be a failure of condition of this Lease. Tenant shall reimburse Landlord for any fees and charges imposed by said mortgagee in connection with the non-disturbance agreement, as well as for reasonable attorneys' fees and costs incurred by Landlord. View More
Subordination. Landlord represents that, as of the execution date of this Lease, there is no mortgage debt encumbering or otherwise affecting the Building. Without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, this Lease shall be subject and subordinate at all times to ground or underlying leases and to the lien of any mortgages or deeds of trust now or hereafter placed on, against or affecting the Building, Landlord's interest or estate in the ...Building, or any ground or underlying lease; provided, however, that feat if the lessor, mortgagee, trustee, or holder of any such mortgage or deed of trust elects to have Tenant's interest in this Lease be superior to any such instrument, then, by notice to Tenant, this Lease shall be deemed superior, whether this Lease was executed before or after said instrument. Notwithstanding the foregoing, upon receipt of a written request from Tenant, Landlord will use its reasonable efforts to obtain a subordination, non-disturbance and attornment agreement from any further mortgagee on such mortgagee's then-standard form. 14 Tenant covenants and agrees to execute and deliver within ten (10) days of Landlord's request such further commercially reasonable instruments evidencing such subordination or superiority of this Lease as may be required by Landlord. The subordination provided above is contingent upon Landlord's delivery of a non-disturbance agreement in favor of Tenant from any and all current and future holders of a mortgage or deed of trust on such holder's standard form. View More
Subordination. Without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, this Lease shall be subject and subordinate at all times to (a) all ground leases or underlying leases which may now exist or hereafter be executed affecting the Project, and (b) the lien of any mortgage or deed of trust which may now exist or hereafter be executed in any amount for which the Project, ground leases or underlying leases, or Landlord's interest or estate in any o...f said items is specified as security. In the event that any ground lease or underlying lease expires or terminates for any reason or any mortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, Tenant shall, notwithstanding any subordination, attorn to and become the Tenant of the successor in interest to Landlord, at the option of such successor in interest. Notwithstanding anything in this Lease to the contrary, so long as Tenant pays all rent and is not in default hereunder, Tenant's occupancy hereunder shall not be disturbed. Tenant covenants 17 and agrees to execute and deliver, upon demand by Landlord and in the form reasonably requested by Landlord any additional documents evidencing the priority or subordination of this Lease with respect to any such ground lease or underlying leases or the lien of any such mortgage or deed of trust. Tenant hereby irrevocably appoints Landlord as attorney-in-fact of Tenant to execute, deliver and record any such document in the name and on behalf of Tenant. Each party, within ten days from notice from the other, shall execute and deliver to the other party, in recordable form, certificates stating that this Lease is not in default, and is unmodified and in full force and effect, or in full force and effect as modified and stating any defaults and/or modifications. This certificate shall also state the amount of current monthly rent, the dates to which rent has been paid in advance, the amount of any security deposit and prepaid rent, and such other matters as may be reasonably requested. In addition, in connection with any sale or financing involving the Premises, Tenant shall deliver to Landlord, within twenty (20) days of request by Landlord, a current financial statement of Tenant.View More
Subordination. Without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, and at the election of Landlord or any mortgagee or beneficiary with a deed of trust encumbering the Building and/or the Project, or any lessor of a ground or underlying lease with respect to the Building, this Lease shall will be subject and subordinate at all times to (a) to: (i) all ground leases or underlying leases which may now exist or hereafter be executed affecting the...Project, Building; and (b) (ii) the lien of any mortgage or deed of trust which may now exist or hereafter be executed in any amount for which the Project, ground Building, the Project or any leases or underlying leases, thereof, or Landlord's interest or and estate in any of said items items, is specified as security. In Notwithstanding the event that foregoing, Landlord reserves the right to subordinate any such ground leases or underlying leases or any such liens to this Lease. If any such ground lease or underlying lease expires or terminates for any reason or any such mortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, at the election of Landlord's successor in interest, Tenant shall, notwithstanding any subordination, agrees to attorn to and become the Tenant of the successor in interest to Landlord, at the option tenant of such successor in interest. Notwithstanding anything in this Lease which event Tenant's right to possession of the contrary, so Premises will not be disturbed as long as Tenant pays all rent and is not in default hereunder, Tenant's occupancy under this Lease. Tenant hereby waives its rights under any law which gives or purports to give Tenant any right to terminate or otherwise adversely affect this Lease and the obligations of Tenant hereunder shall not be disturbed. in the event of any such foreclosure proceeding or sale. Tenant covenants 17 and agrees to execute and deliver, upon demand by Landlord and in the form reasonably requested required by Landlord Landlord, any additional documents evidencing the priority or subordination of this Lease and Tenant's attornment agreement with respect to any such ground lease or underlying leases or the lien of any such mortgage or deed of trust. If Tenant hereby irrevocably appoints Landlord as attorney-in-fact of Tenant fails to execute, deliver sign and record return any such document in the name and on behalf of Tenant. Each party, documents within ten (10) days of receipt, Tenant will be in default hereunder. 11 26. ESTOPPEL CERTIFICATE. Within ten (10) days following any written request which Landlord may make from notice from the other, shall time to time, Tenant agrees to execute and deliver to Landlord an estoppel certificate, in Landlord's standard form or as may reasonably be required by Landlord's lender. Landlord and Tenant intend that any statement delivered pursuant to this Paragraph 26 may be relied upon by any mortgagee, beneficiary, purchaser or prospective purchaser of the other party, in recordable form, certificates stating Building or any interest therein. Tenant's failure to deliver such statement within such time will be conclusive upon Tenant (i) that this Lease is not in default, and is unmodified and in full force and effect, or without modification except as may be represented by Landlord, (ii) that there are no uncured defaults in full force Landlord's performance, and effect as modified and stating any defaults and/or modifications. This certificate shall also state the amount of current monthly rent, the dates to which (iii) that not more than one (1) month's rent has been paid in advance, advance. Without limiting the amount of foregoing, if Tenant fails to deliver any security deposit and prepaid rent, and such other matters as statement within such ten (10) day period, Landlord may be reasonably requested. In addition, in connection with any sale or financing involving the Premises, Tenant shall deliver to Landlord, Tenant an additional request for such statement and Tenant's failure to deliver such statement to Landlord within twenty (20) ten (10) days after delivery of such additional request will constitute a default under this Lease. Tenant agrees to indemnify and protect Landlord from and against any and all claims, damages, losses, liabilities and expenses (including attorneys' fees and costs) attributable to any failure by Landlord, a current financial statement of Tenant. Tenant to timely deliver any such estoppel certificate to Landlord as required by this Paragraph 26. View More
Subordination. Without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, this Lease shall be subject and subordinate at all times to (a) to: (i) all ground leases or underlying leases which may now exist or hereafter be executed affecting the Project, Building or the land upon which the Building is situated or both; and (b) (ii) the lien of any mortgage or deed of trust which may now exist or hereafter be executed in any amount for which the Project..., Building, land, ground leases or underlying leases, or Landlord's interest or estate in any of said items items, is specified as security. Notwithstanding the foregoing, Landlord shall have the right to subordinate or cause to be subordinated any such ground leases or underlying leases or any such liens to this Lease. In the event that any ground lease or underlying lease expires or terminates for any reason or any mortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, Tenant shall, notwithstanding any subordination, attorn to and become the Tenant of the successor in interest to Landlord, Landlord at the option of such successor in interest. Notwithstanding anything in this Lease to the contrary, so long as Tenant pays all rent and is not in default hereunder, Tenant's occupancy hereunder shall not be disturbed. Tenant covenants 17 and agrees to execute and deliver, deliver upon demand by Landlord and in the form reasonably requested by Landlord any additional documents documents, in commercially reasonably form, evidencing the priority or subordination of this Lease with respect to any such ground lease leases or underlying leases or the lien of any such mortgage or deed of trust. Tenant hereby irrevocably appoints Landlord as attorney-in-fact of Tenant to shall execute, deliver and record any such document in the name and on behalf of Tenant. Each party, within ten days from notice from the other, shall execute and deliver to the other party, in recordable form, certificates stating that this Lease is not in default, and is unmodified and in full force and effect, or in full force and effect as modified and stating any defaults and/or modifications. This certificate shall also state the amount of current monthly rent, the dates to which rent has been paid in advance, the amount of any security deposit and prepaid rent, and such other matters as may be reasonably requested. In addition, in connection with any sale or financing involving the Premises, Tenant shall deliver to Landlord, documents within twenty (20) days of request by Landlord, a current financial statement of after Landlord's written request, provided such documents are reasonably acceptable to Tenant. View More
Subordination. Without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, this Lease shall be subject and subordinate at all times to (a) all ground leases or underlying leases which may now exist or hereafter be executed affecting the Project, and (b) the lien of any mortgage or deed of trust which may now exist or hereafter be executed in any amount for which the Project, ground leases or underlying leases, or Landlord's interest or estate in any o...f said items is specified as security. In the event that any ground lease or underlying lease expires or terminates for any reason or any mortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, Tenant shall, notwithstanding any subordination, attorn to and become the Tenant of the successor in interest to Landlord, at the option of such successor in interest. Notwithstanding anything in this Lease to the contrary, so long as Tenant pays all rent and is not in default hereunder, Tenant's occupancy hereunder shall not be disturbed. Tenant covenants 17 and agrees to execute and deliver, upon demand by Landlord and in the form reasonably requested by Landlord any additional documents evidencing the priority or subordination of this Lease with respect to any such ground lease or underlying leases or the lien of any such mortgage or deed of trust. Tenant hereby irrevocably appoints Landlord as attorney-in-fact of Tenant to execute, deliver and record any such document in the name and on behalf of Tenant. Each party, Tenant, within ten days from notice from the other, Landlord, shall execute and deliver to the other party, Landlord, in recordable form, certificates stating that this Lease is not in default, and is unmodified and in full force and effect, or in full force and effect as modified modified, and stating any defaults and/or the modifications. This certificate shall should also state the amount of current monthly rent, the dates to which rent has been paid in advance, the amount of any security deposit and prepaid rent, and such other matters as Landlord may request. Failure to deliver this certificate to Landlord within ten days shall be conclusive upon Tenant that this Lease is in full force and effect and has not been modified except as may be reasonably requested. represented by Landlord. In addition, in connection with any sale or financing involving the Premises, Tenant shall deliver to Landlord, within twenty (20) days of request by Landlord, a current financial statement of Tenant. Tenant and of each guarantor. View More
Subordination. Any indebtedness of Borrower to Guarantor, now or hereafter existing, including but not limited to any indebtedness to Guarantor as subrogee of Lender or resulting from Guarantor's performance under this Guaranty, are hereby subordinated to the Indebtedness. In addition to Guarantor's waiver of any right of subrogation as set forth in this Guaranty with respect to any indebtedness of Borrower to Guarantor as subrogee of Lender, Guarantor agrees that, if Lender so requests at any time when an Eve...nt of Default has occurred and is continuing, Guarantor shall not demand, take, or receive from Borrower, by setoff or in any other manner, payment of any other indebtedness of Borrower to Guarantor until the Indebtedness has been paid in full and any commitments of Lender or facilities provided by Lender with respect to the Indebtedness have been terminated. If any payments are received by Guarantor in violation of such waiver or agreement, such payments shall be received by Guarantor as trustee for Lender and shall be paid over to Lender on account of the Indebtedness, but without reducing or affecting in any manner the liability of Guarantor under the other provisions of this Guaranty. Any security interest, lien, or other encumbrance that Guarantor may now or hereafter have on any property of Borrower is hereby subordinated to any security interest, lien, or other encumbrance that Lender may have on any such property. 3 11. Revocation of Guaranty. (a) Guarantor absolutely, unconditionally, knowingly, and expressly waives any right to revoke this Guaranty as to future Indebtedness and, in light thereof, all protection afforded Guarantor under Section 2815 of the California Civil Code. Guarantor fully realizes and understands that, upon execution of this agreement, Guarantor will not have any right to revoke this Guaranty as to any future Indebtedness and, thus, may have no control over such Guarantor's ultimate responsibility for the Indebtedness. If, contrary to the express intent of this agreement, any such revocation is effective notwithstanding the foregoing waiver, Guarantor acknowledges and agrees that: (a) no such revocation shall be effective until written notice thereof has been received by Lender; (b) no such revocation shall apply to any Indebtedness in existence on such date (including any subsequent continuation, extension, or renewal thereof, or change in the interest rate, payment terms, or other terms and conditions thereof); (c) no such revocation shall apply to any Indebtedness made or created after such date to the extent made or created pursuant to a legally binding commitment of Lender which is, or is believed in good faith by Lender to be, in existence on the date of such revocation; (d) no payment by Borrower, or from any other source, prior to the date of such revocation shall reduce the obligations of such Guarantor hereunder; and (e) any payment by Borrower or from any source other than such Guarantor, subsequent to the date of such revocation, shall first be applied to that portion of the obligations, if any, as to which the revocation by such Guarantor is effective (and which are not, therefore, guarantied by such Guarantor hereunder), and, to the extent so applied, shall not reduce the obligations of such Guarantor hereunder. (b) In the event of the death of a Guarantor, the liability of the estate of the deceased Guarantor shall continue in full force and effect as to (i) the Indebtedness existing at the date of death, and any renewals or extensions thereof, and (ii) loans or advances made to or for the account of Borrower after the date of the death of the deceased Guarantor pursuant to a commitment made by Lender to Borrower prior to the date of such death. As to all surviving Guarantors, this Guaranty shall continue in full force and effect after the death of a Guarantor, not only as to the Indebtedness existing at that time, but also as to the Indebtedness thereafter incurred by Borrower to Lender. (c) Guarantor acknowledges and agrees that this Guaranty may be revoked only in accordance with the foregoing provisions of this paragraph and shall not be revoked simply as a result of any change in name, location, or composition or structure of Borrower, the dissolution of Borrower, or the termination, increase, decrease, or other change of any personnel or owners of Borrower.View More
Subordination. Any indebtedness Pursuant to that certain Second Amended and Restated Subordination Agreement, dated as of Borrower to Guarantor, now or hereafter existing, including but not limited to December 27, 2016, any indebtedness to Guarantor as subrogee of Lender or resulting from Guarantor's performance under this Guaranty, are hereby subordinated to the Indebtedness. In addition to Guarantor's waiver of any right of subrogation as set forth in this Guaranty with respect to any indebtedness of Borrowe...r to Guarantor as subrogee of Lender, Guarantor agrees that, if Lender so requests at any time when an Event of Default has occurred and is continuing, Guarantor shall not demand, take, or receive from Borrower, by setoff or in any other manner, payment of any other indebtedness of Borrower to Guarantor until the Indebtedness has been paid in full and any commitments of Lender or facilities provided by Lender with respect to the Indebtedness have been terminated. If any payments are received by Guarantor in violation of such waiver or agreement, such payments shall be received by Guarantor as trustee for Lender and shall be paid over to Lender on account of the Indebtedness, but without reducing or affecting in any manner the liability of Guarantor under the other provisions of this Guaranty. Any security interest, lien, or other encumbrance that Guarantor may now or hereafter have on any property of Borrower in connection with that certain Junior Secured Convertible Promissory Note, dated as of March 11, 2015, that certain Junior Secured Convertible Promissory Note, dated as of December 16, 2015, that certain Junior Secured Convertible Promissory Note, dated as of December 27, 2016 issued by Borrower to Alimco Financial Corporation, or that certain Junior Secured Convertible Promissory Note, dated as of December 27, 2016 issued by Borrower to MILFAM II L.P., is hereby subordinated to any security interest, lien, or other encumbrance that Lender may have on any such property. 3 11. 12. Revocation of Guaranty. (a) Subject to Sections 1(b) and (c), Guarantor absolutely, unconditionally, knowingly, and expressly waives any right to revoke this Guaranty as to future Indebtedness and, in light thereof, all protection afforded Guarantor under Section 2815 of the California Civil Code. Subject to Sections 1(b) and (c), Guarantor fully realizes and understands that, upon execution of this agreement, Guarantor will not have any right to revoke this Guaranty as to any future Indebtedness and, thus, may have no control over such Guarantor's ultimate responsibility for the Indebtedness. If, contrary to the express intent of this agreement, any such revocation is effective notwithstanding the foregoing waiver, Guarantor acknowledges and agrees that: (a) no such revocation shall be effective until written notice thereof has been received by Lender; (b) no such revocation shall apply to any Indebtedness in existence on such date (including any subsequent continuation, extension, or renewal thereof, or change in the interest rate, payment terms, or other terms and conditions thereof); (c) no such revocation shall apply to any Indebtedness made or created after such date to the extent made or created pursuant to a legally binding commitment of Lender which is, or is believed in good faith by Lender to be, in existence on the date of such revocation; (d) no payment by Borrower, or from any other source, prior to the date of such revocation shall reduce the obligations of such Guarantor hereunder; and (e) any payment by Borrower or from any source other than such Guarantor, subsequent to the date of such revocation, shall first be applied to that portion of the obligations, if any, as to which the revocation by such Guarantor is effective (and which are not, therefore, guarantied by such Guarantor hereunder), and, to the extent so applied, shall not reduce the obligations of such Guarantor hereunder. (b) In the event of the death of a Guarantor, the liability of the estate of the deceased Guarantor shall continue in full force and effect as to (i) the Indebtedness existing at the date of death, and any renewals or extensions thereof, and (ii) loans or advances made to or for the account of Borrower after the date of the death of the deceased Guarantor pursuant to a commitment made by Lender to Borrower prior to the date of such death. As to all surviving Guarantors, this Guaranty shall continue in full force and effect after the death of a Guarantor, not only as to the Indebtedness existing at that time, but also as to the Indebtedness thereafter incurred by Borrower to Lender. (c) Subject to Sections 1(b) and (c), Guarantor acknowledges and agrees that this Guaranty may be revoked only in accordance with the foregoing provisions of this paragraph Section 12 and shall not be revoked simply as a result of any change in name, location, or composition or structure of Borrower, the dissolution of Borrower, or the termination, increase, decrease, or other change of any personnel or owners of Borrower. View More
Subordination. Any indebtedness obligations of Borrower to Guarantor, now or hereafter existing, including but not limited to any indebtedness obligations to Guarantor as subrogee of Lender Bank or resulting from Guarantor's performance under this Guaranty, are hereby subordinated to the Indebtedness. In addition to Guarantor's waiver of any right of subrogation as set forth in this Guaranty with respect to any indebtedness of Borrower to Guarantor as subrogee of Lender, Guarantor agrees that, if Lender Bank s...o requests at any time when an Event of Default has occurred and is continuing, requests, Guarantor shall not demand, take, or receive from Borrower, by setoff or in any other manner, payment of any other indebtedness obligations of Borrower to Guarantor until the Indebtedness has been paid in full and any commitments of Lender Bank or facilities provided by Lender Bank with respect to the Indebtedness have been terminated. If any payments are received by Guarantor in violation of such waiver or agreement, such payments shall be received by Guarantor as trustee for Lender Bank and shall be paid over to Lender Bank on account of the Indebtedness, but without reducing or affecting in any manner the liability of Guarantor under the other provisions of this Guaranty. Any security interest, lien, or other encumbrance that Guarantor may now or hereafter have on any property of Borrower is hereby subordinated to any security interest, lien, or other encumbrance that Lender Bank may have on any such property. 3 11. Revocation of Guaranty. (a) Guarantor absolutely, unconditionally, knowingly, and expressly waives any right to revoke this Guaranty as to future Indebtedness and, in light thereof, all protection afforded Guarantor under Section 2815 of the California Civil Code. Guarantor fully realizes and understands that, upon execution of this agreement, Guarantor will not have any right to revoke this Guaranty as to any future Indebtedness and, thus, may have no control over such Guarantor's ultimate responsibility for the Indebtedness. If, contrary to the express intent of this agreement, any such revocation is effective notwithstanding the foregoing waiver, Guarantor acknowledges and agrees that: (a) no such revocation shall be effective until written notice thereof has been received by Lender; (b) no such revocation shall apply to any Indebtedness in existence on such date (including any subsequent continuation, extension, or renewal thereof, or change in the interest rate, payment terms, or other terms and conditions thereof); (c) no such revocation shall apply to any Indebtedness made or created after such date to the extent made or created pursuant to a legally binding commitment of Lender which is, or is believed in good faith by Lender to be, in existence on the date of such revocation; (d) no payment by Borrower, or from any other source, prior to the date of such revocation shall reduce the obligations of such Guarantor hereunder; and (e) any payment by Borrower or from any source other than such Guarantor, subsequent to the date of such revocation, shall first be applied to that portion of the obligations, if any, as to which the revocation by such Guarantor is effective (and which are not, therefore, guarantied by such Guarantor hereunder), and, to the extent so applied, shall not reduce the obligations of such Guarantor hereunder. (b) In the event of the death of a Guarantor, the liability of the estate of the deceased Guarantor shall continue in full force and effect as to (i) the Indebtedness existing at the date of death, and any renewals or extensions thereof, and (ii) loans or advances made to or for the account of Borrower after the date of the death of the deceased Guarantor pursuant to a commitment made by Lender to Borrower prior to the date of such death. As to all surviving Guarantors, this Guaranty shall continue in full force and effect after the death of a Guarantor, not only as to the Indebtedness existing at that time, but also as to the Indebtedness thereafter incurred by Borrower to Lender. (c) Guarantor acknowledges and agrees that this Guaranty may be revoked only in accordance with the foregoing provisions of this paragraph and shall not be revoked simply as a result of any change in name, location, or composition or structure of Borrower, the dissolution of Borrower, or the termination, increase, decrease, or other change of any personnel or owners of Borrower.View More
Subordination. Any indebtedness obligations of Borrower the Foreign Subsidiaries to Guarantor, now or hereafter existing, including but not limited to any indebtedness obligations to Guarantor as subrogee of Lender Bank or resulting from Guarantor's performance under this Guaranty, are hereby subordinated to the Indebtedness. In addition to Guarantor's waiver of any right of subrogation as set forth in this Guaranty with respect to any indebtedness of Borrower to Guarantor as subrogee of Lender, Guarantor agre...es that, if Lender Bank so requests at any time when an Event of Default has occurred and is continuing, requests, Guarantor shall not demand, take, or receive from Borrower, the Foreign Subsidiaries, by setoff or in any other manner, payment of any other indebtedness obligations of Borrower the Foreign Subsidiaries to Guarantor until the Indebtedness has been paid in full and any commitments of Lender Bank or facilities provided by Lender Bank with respect to the Indebtedness have been terminated. If any payments are received by Guarantor in violation of such waiver or agreement, such payments shall be received by Guarantor as trustee for Lender Bank and shall be paid over to Lender Bank on account of the Indebtedness, but without reducing or affecting in any manner the liability of Guarantor under the other provisions of this Guaranty. Any security interest, lien, or other encumbrance that Guarantor may now or hereafter have on any property of Borrower the Foreign Subsidiaries is hereby subordinated to any security interest, lien, or other encumbrance that Lender Bank may have on any such property. 3 11. Revocation of Guaranty. (a) Guarantor absolutely, unconditionally, knowingly, and expressly waives any right to revoke this Guaranty as to future Indebtedness and, in light thereof, all protection afforded Guarantor under Section 2815 of the California Civil Code. Guarantor fully realizes and understands that, upon execution of this agreement, Guarantor will not have any right to revoke this Guaranty as to any future Indebtedness and, thus, may have no control over such Guarantor's ultimate responsibility for the Indebtedness. If, contrary to the express intent of this agreement, any such revocation is effective notwithstanding the foregoing waiver, Guarantor acknowledges and agrees that: (a) no such revocation shall be effective until written notice thereof has been received by Lender; (b) no such revocation shall apply to any Indebtedness in existence on such date (including any subsequent continuation, extension, or renewal thereof, or change in the interest rate, payment terms, or other terms and conditions thereof); (c) no such revocation shall apply to any Indebtedness made or created after such date to the extent made or created pursuant to a legally binding commitment of Lender which is, or is believed in good faith by Lender to be, in existence on the date of such revocation; (d) no payment by Borrower, or from any other source, prior to the date of such revocation shall reduce the obligations of such Guarantor hereunder; and (e) any payment by Borrower or from any source other than such Guarantor, subsequent to the date of such revocation, shall first be applied to that portion of the obligations, if any, as to which the revocation by such Guarantor is effective (and which are not, therefore, guarantied by such Guarantor hereunder), and, to the extent so applied, shall not reduce the obligations of such Guarantor hereunder. (b) In the event of the death of a Guarantor, the liability of the estate of the deceased Guarantor shall continue in full force and effect as to (i) the Indebtedness existing at the date of death, and any renewals or extensions thereof, and (ii) loans or advances made to or for the account of Borrower after the date of the death of the deceased Guarantor pursuant to a commitment made by Lender to Borrower prior to the date of such death. As to all surviving Guarantors, this Guaranty shall continue in full force and effect after the death of a Guarantor, not only as to the Indebtedness existing at that time, but also as to the Indebtedness thereafter incurred by Borrower to Lender. (c) Guarantor acknowledges and agrees that this Guaranty may be revoked only in accordance with the foregoing provisions of this paragraph and shall not be revoked simply as a result of any change in name, location, or composition or structure of Borrower, the dissolution of Borrower, or the termination, increase, decrease, or other change of any personnel or owners of Borrower.View More
Subordination. The Guarantor agrees that any and all present and future debts and obligations of Borrower to Guarantor are hereby subordinated to the claims of the Lender and are hereby assigned by Guarantor to the Lender as security for the Obligations and the obligations of Guarantor under this Guaranty.
Subordination. The Guarantor agrees that any and all present and future debts and obligations of Borrower to Guarantor incurred before or during the Term of the Loan are hereby subordinated to the claims of the Lender and are hereby assigned by Guarantor to the Lender as security for the Obligations and the obligations of Guarantor under this Guaranty.
Subordination. The Guarantor agrees that any and all present and future debts and obligations of the Borrower to the Guarantor are hereby subordinated to the claims of the Lender and are hereby assigned by the Guarantor to the Lender as security for the Obligations and the obligations of the Guarantor under this Guaranty.
Subordination. The Guarantor agrees that any and all present and future debts and obligations of either Borrower to Guarantor are hereby subordinated to the claims of the Lender and are hereby assigned by Guarantor to the Lender as security for the Obligations and the obligations of Guarantor under this Guaranty.
Subordination. Each Guarantor hereby subordinates the payment of all obligations and indebtedness of Borrower owing to such Guarantor, whether now existing or hereafter arising, including but not limited to, any obligation of Borrower to such Guarantor as subrogee of Administrative Agent or any Lender Party or resulting from such Guarantor's performance under this Guaranty, to the payment in full in cash of all Guaranteed Obligations. If Administrative Agent so requests, any such obligation or indebtedness of ...Borrower to such Guarantor shall be enforced and performance received by such Guarantor as trustee for Administrative Agent and the proceeds thereof shall be paid over to Administrative Agent on account of the Guaranteed Obligations, but without reducing or affecting in any manner the liability of such Guarantor under this Guaranty.View More
Subordination. Each Guarantor hereby subordinates the payment of all obligations and indebtedness of Borrower owing to such Guarantor, the Guarantors, whether now existing or hereafter arising, including but not limited to, to any obligation of Borrower to such any Guarantor as subrogee of Administrative Agent or any Lender Party or resulting from such any Guarantor's performance under this Guaranty, to the payment in full in cash of all Guaranteed Obligations. Obligations, provided that any such payment may b...e made by Borrower to any Guarantor if no default then exists under the Facilities Agreement or would result from such payment. If Administrative Agent any Creditor so requests, any such obligation or indebtedness of Borrower to such any Guarantor shall be enforced and performance received by such Guarantor as trustee for Administrative Agent and the proceeds thereof shall be paid over to Administrative Agent on account of the Guaranteed Obligations, but without reducing or affecting in any manner the liability of such Guarantor under this Guaranty. View More
Subordination. Each Guarantor hereby subordinates the payment of all obligations and indebtedness of the Borrower owing to such Guarantor, whether now existing or hereafter arising, including but not limited to, to any obligation of the Borrower to such Guarantor as subrogee of Administrative Agent or any Lender Party the Secured Parties or resulting from such Guarantor's performance under this Guaranty, to the indefeasible payment in full in cash Cash of all Guaranteed Obligations. If Administrative Agent the... Lender on behalf of the Secured Parties so requests, requests following the occurrence and during the continuation of an Event of Default, any such obligation or indebtedness of the Borrower to such any Guarantor shall be enforced and performance received by such the applicable Guarantor as trustee for Administrative Agent the Lender and the proceeds thereof shall be paid over to Administrative Agent the Lender for the benefit of the Secured Parties on account of the Guaranteed Obligations, but without reducing or affecting in any manner the liability of such any Guarantor under this Guaranty. Guaranty (other than with respect to the amount of Guaranteed Obligations after giving effect to any such amounts applied thereto). 3 9. Stay of Acceleration. In the event that acceleration of the time for payment of any of the Guaranteed Obligations is stayed in connection with any case commenced by or against any Guarantor or the Borrower under any Debtor Relief Laws or otherwise, all such amounts shall nonetheless be payable by the Guarantors immediately upon demand by the Lender on behalf of the Secured Parties. View More
Subordination. Each Guarantor hereby subordinates the payment of all obligations and indebtedness of Borrower owing to such Guarantor, whether now existing or hereafter arising, including but not limited to, any obligation of Borrower to such Guarantor as subrogee of Administrative Agent or any Lender Party or resulting from such Guarantor's performance under this Guaranty, to the indefeasible payment in full in cash of all Guaranteed Obligations. If Administrative Agent so requests, any such obligation or ind...ebtedness of Borrower to such Guarantor shall be enforced and performance received by such Guarantor as trustee for Administrative Agent and the proceeds thereof shall be paid over to Administrative Agent on account of the Guaranteed Obligations, but without reducing or affecting in any manner the liability of such Guarantor under this Guaranty. View More
Subordination. If, for any reason whatsoever, Borrower is now or hereafter becomes indebted to Guarantor: 6 (a) such indebtedness and all interest thereon and all liens, security interests and rights now or hereafter existing with respect to property of Borrower securing such indebtedness shall, at all times, be subordinate in all respects to the Guaranteed Obligations and to all liens, security interests and rights now or hereafter existing to secure the Guaranteed Obligations. (b) Guarantor shall not be enti...tled to enforce or receive payment, directly or indirectly, of any such indebtedness of Borrower to Guarantor until the Guaranteed Obligations have been fully and finally paid and performed. (c) In the event of receivership, bankruptcy, reorganization, arrangement or other debtor relief or insolvency proceedings involving Borrower as debtor, Agent shall have the right to prove its and each Lender's claim in any such proceeding so as to establish its rights hereunder and shall have the right to receive directly from the receiver, trustee or other custodian (whether or not a Default or Event of Default shall have occurred or be continuing under any of the Loan Documents), dividends and payments that are payable upon any obligation of Borrower to Guarantor now existing or hereafter arising, and to have all benefits of any security therefor, until the Guaranteed Obligations have been fully and finally paid and performed. If, notwithstanding the foregoing provisions, Guarantor should receive any payment, claim or distribution that is prohibited as provided above in this Section 4, Guarantor shall pay the same to Agent immediately, Guarantor hereby agreeing that it shall receive the payment, claim or distribution in trust for Agent and shall have absolutely no dominion over the same except to pay it immediately to Agent. (d) Upon request of Agent, Guarantor shall promptly execute such documents and perform such acts as Agent may require from time to time to permit or facilitate the exercise of Agent's rights under this Section 4.View More
Subordination. If, for any reason whatsoever, Borrower the Company is now or hereafter becomes indebted to any Guarantor: 6 (a) such indebtedness and all interest thereon and all liens, security interests and rights now or hereafter existing with respect to property of Borrower the Company securing such indebtedness same shall, at all times, be subordinate in all respects to the Guaranteed Obligations of the Company and to all liens, security interests and rights now or hereafter existing to secure the Guarant...eed Obligations. Obligations of the Company; (b) upon the occurrence and during the continuance of any Event of Default hereunder or any Event of Default (as defined in the Note), such Guarantor shall not be entitled permitted to enforce or receive payment, directly or indirectly, of any such indebtedness of Borrower the Company to such Guarantor until the Guaranteed Obligations of the Company have been fully and finally paid and performed. performed; (c) each Guarantor hereby assigns and grants to the Agent on behalf of itself and the Investor a security interest in all such indebtedness and security therefor, if any, of the Company to such Guarantor now existing or hereafter arising, including any dividends and payments pursuant to debtor relief or insolvency proceedings referred to below. In the event of receivership, bankruptcy, reorganization, arrangement or other debtor relief or insolvency proceedings involving Borrower Company as debtor, Agent shall have the right to prove its and each Lender's claim in any such proceeding so as to establish its rights hereunder and shall have the right to receive directly from the receiver, trustee or other custodian (whether or not a Default or an Event of Default shall have occurred or be continuing hereunder or under any of the Loan other Transaction Documents), dividends and payments that are payable upon any obligation of Borrower the Company to such Guarantor now existing or hereafter arising, and to have all benefits of any security therefor, until the Guaranteed Obligations of the Company have been fully and finally paid and performed. If, notwithstanding the foregoing provisions, any Guarantor should receive any payment, claim or distribution that is prohibited as provided above in this Section 4, 3, such Guarantor shall pay the same to Agent immediately, each Guarantor hereby agreeing that it shall receive the payment, claim or distribution in trust for Agent and shall have absolutely no dominion over the same except to pay it immediately to Agent. Agent; and 2 (d) Upon Guarantors shall promptly upon reasonable request of Agent, Guarantor shall promptly Agent from time to time execute such documents and perform such acts as Agent may reasonably require from time to time evidence and perfect its interest and to permit or facilitate the exercise of Agent's its rights under this Section 4. Section. View More
Subordination. If, for any reason whatsoever, reason, Borrower is now or hereafter becomes indebted to Guarantor: 6 Guarantors: (a) such Such indebtedness and all interest thereon and all liens, security interests interest and rights now or hereafter existing with respect to property of Borrower securing such indebtedness same shall, at all times, be subordinate in win all respects to the Guaranteed Obligations of Borrower and to all liens, liens security interests and rights now or hereafter existing to secur...e the Guaranteed Obligations. Obligations of Borrower; (b) Guarantor Except as expressly permitted in the Purchase Agreement or otherwise approved by the Secured Party, Guarantors shall not be entitled to enforce or receive payment, directly or indirectly, of any such indebtedness of Borrower to Guarantor Guarantors until the Guaranteed Obligations of Borrower have been fully and finally paid and performed. performed; (c) In the event of receivership, bankruptcy, reorganization, arrangement or other debtor relief or insolvency proceedings involving Borrower as debtor, Agent Secured Party shall have the right to prove provide its and each Lender's claim in any such proceeding so as to establish its rights hereunder and sand shall have the right to receive directly from the receiver, trustee or other custodian (whether or not a Default or Event of Default shall have occurred or be continuing under any of the Loan Documents), custodian, dividends and payments that are payable upon any obligation of Borrower to Guarantor Guarantors now existing or hereafter arising, and to have all benefits of any security therefor, until the Guaranteed Obligations of Borrower have been fully and finally paid and performed. If, notwithstanding the foregoing provisions, Guarantor provision, Guarantors should receive any payment, claim or distribution that is prohibited as provided above in this Section 4, Guarantor Section, Guarantors shall pay the same to Agent Secured Party immediately, Guarantor Guarantors hereby agreeing that it is shall receive the payment, claim or distribution in trust for Agent Secured Party and shall have absolutely no dominion over the same except to pay it immediately to Agent. Secured Party; and (d) Upon Guarantors shall promptly upon request of Agent, Guarantor shall promptly the Secured Party from time to time execute such documents and perform such acts as Agent the Secured Party may reasonably require from time to time evidence and perfect its interest and to permit or facilitate the exercise of Agent's its rights under this Section 4. Section. View More
Subordination. If, for any reason whatsoever, Borrower is now or hereafter becomes indebted to Guarantor: 6 (a) such indebtedness and all interest thereon and all liens, security interests and rights now or hereafter existing with respect to property of Borrower securing such indebtedness same shall, at all times, be subordinate in all respects to the Guaranteed Recourse Obligations of Borrower and to all liens, security interests and rights now or hereafter existing to secure the Guaranteed Obligations. Recou...rse Obligations of Borrower; (b) Guarantor shall not be entitled to enforce or receive payment, directly or indirectly, of any such indebtedness of Borrower to Guarantor until the Guaranteed Recourse Obligations of Borrower have been fully and finally paid and performed. performed; provided, however, nothing herein is intended to limit Borrower's ability to make distributions to Guarantor in the normal course of operations of Borrower; (c) Guarantor hereby assigns and grants to Lender a security interest in all such indebtedness and security therefor, if any, of Borrower to Guarantor now existing or hereafter arising, including any dividends and payments pursuant to debtor relief or insolvency proceedings referred to below. In the event of receivership, bankruptcy, reorganization, arrangement or other debtor relief or insolvency proceedings involving Borrower as debtor, Agent Lender shall have the right to prove its and each Lender's claim in any such proceeding so as to establish its rights hereunder and shall have the right to receive directly from the receiver, trustee or other custodian (whether or not a Default or an Event of Default shall have occurred or be continuing under any of the Loan Documents), dividends and payments that are payable upon any obligation of Borrower to Guarantor now existing or hereafter arising, and to have all benefits of any security therefor, until the Guaranteed Recourse Obligations of Borrower have been fully and finally paid and performed. If, notwithstanding the foregoing provisions, Guarantor should receive any payment, claim or distribution that is prohibited as provided above in this Section 4, Section, Guarantor shall pay the same to Agent Lender immediately, Guarantor hereby agreeing that it shall receive the payment, claim or distribution in trust for Agent Lender and shall have absolutely no dominion over the same except to pay it immediately to Agent. Lender; and (d) Upon request of Agent, Guarantor shall promptly upon request of Lender from time to time execute such documents and perform such acts as Agent Lender may require from time to time evidence and perfect its interest and to permit or facilitate the exercise of Agent's its rights under this Section Section. 3 4. Other Liability of Guarantor or Borrower. If Guarantor is or becomes liable, by endorsement or otherwise, for any indebtedness owing by Borrower to Lender other than under this Guaranty, such liability shall not be in any manner impaired or affected hereby, and the rights of Lender hereunder shall be cumulative of any and all other rights that Lender may have against Guarantor. View More
Subordination. Subject to the provisions below, at the election of Landlord or any mortgagee of a mortgage or a beneficiary of a deed of trust now or hereafter encumbering all or any portion of the Building or Site, or any lessor of any ground or master lease now or hereafter affecting all or any portion of the Building or Site, this Lease shall be subject and subordinate at all times to such ground or master leases (and such extensions and modifications thereof), and to the lien of such mortgages and deeds of... trust (as well as to any advances made thereunder and to all renewals, replacements, modifications and extensions thereof). Notwithstanding the foregoing, Landlord and any mortgagee and/or ground lessor of Landlord, as applicable, shall have the right to subordinate or cause to be subordinated any or all ground or master leases or the lien of any or all mortgages or deeds of trust to this Lease. In the event that any ground or master lease terminates for any reason or any mortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, at the election of Landlord's successor in interest, Tenant shall attorn to and become the tenant of such successor. Tenant hereby waives its rights under any current or future law which gives or purports to give Tenant any right to terminate or otherwise adversely affect this Lease and the obligations of Tenant hereunder in the event of any such foreclosure proceeding or sale. Tenant covenants and agrees to execute and deliver to Landlord within fifteen (15) days after receipt of written demand by Landlord and in the form reasonably required by Landlord, any additional documents evidencing the priority or subordination of this Lease with respect to any such ground or master lease or the lien of any such mortgage or deed of trust or Tenant's agreement to attorn. Should Tenant fail to sign and return any such documents within said fifteen (15) day period, Tenant shall be in default hereunder. 16 Notwithstanding the foregoing, as a condition to any subordination by Tenant, Landlord shall cause any lessor under a ground lease or the holder of any mortgage or security deed encumbering the Premises to provide Tenant with an agreement, in recordable form, stating that such lessor or holder, as the case may be, shall not disturb Tenant's occupancy of the Premises in the event of a foreclosure of such mortgage or security deed or a termination of such ground lease, provided there is not a breach or default under this Lease which is not cured within any applicable cure period, and stating such other matters as such lessor or holder may customarily require.View More
Subordination. Subject Landlord hereby represents and warrants to Tenant that, as of the provisions below, at date of this Lease, (a) there is no deed of trust, mortgage, or other financial instrument representing indebtedness of the election owner encumbering the real property underlying the Building, and (b) there is no superior lease or ground lease affecting all or any portion of the Premises. At the written request of Landlord or any mortgagee of a mortgage or a beneficiary of a deed of trust now or herea...fter encumbering all or any portion of the Building or Site, Premises, or any lessor of any ground or master lease now or hereafter affecting all or any portion of the Building or Site, Premises, this Lease shall be subject and subordinate at all times to such ground or master leases (and such extensions and modifications thereof), and to the lien of such mortgages and deeds of trust (as well as to any advances made thereunder and to all renewals, replacements, modifications and extensions thereof). Notwithstanding thereof); provided that as a condition precedent to the foregoing, Landlord and subordination of this Lease to any mortgagee and/or ground lessor of Landlord, as applicable, shall have the right to subordinate or cause to be subordinated any or all such future ground or master leases lease or the lien of any or all mortgages or deeds mortgage, deed of trust or other encumbrance on the title of the real property underlying the Building, Landlord shall obtain for the benefit of Tenant a commercially reasonable subordination, non-disturbance and attornment agreement ("SNDA) from the lessor or lender of such future instrument in form and substance reasonably satisfactory to Tenant; provided further, however, no subordination of this Lease. Lease to a future ground or master lease or mortgage or deed of trust shall result in Tenant being disturbed in its possession of the Premises or in the enjoyment of its rights under this Lease so long as no Event of Default has occurred and is continuing. In the event that any ground or master lease terminates for any reason or any mortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, at the election of Landlord's successor in interest, Tenant shall attorn to and become the tenant of such successor. successor under all of the terms and conditions of this Lease. Tenant hereby waives its rights under any current or future law Law which gives or purports to give Tenant any right to terminate or otherwise adversely affect this Lease and the obligations of Tenant hereunder in the event of any such foreclosure proceeding or sale. Subject to the foregoing, Tenant covenants and agrees to execute and deliver to Landlord within fifteen (15) ten (10) business days after receipt of written demand by Landlord and in the form reasonably required by Landlord, mutually agreeable to the parties, any additional documents evidencing the priority or subordination of this Lease with respect to any such ground or master lease or the lien of any such mortgage or deed of trust or Tenant's agreement to attorn. Should Tenant fail to sign and return or provide corrections to any such documents within said fifteen (15) ten (10) business day period, Tenant shall be in default hereunder. 16 Notwithstanding hereunder without the foregoing, as a condition to any subordination by Tenant, Landlord shall cause any lessor under a ground lease or the holder benefit of any mortgage additional notice or security deed encumbering the Premises to provide Tenant with an agreement, cure periods specified in recordable form, stating that such lessor or holder, as the case may be, shall not disturb Tenant's occupancy of the Premises in the event of a foreclosure of such mortgage or security deed or a termination of such ground lease, provided there is not a breach or default under this Lease which is not cured within any applicable cure period, and stating such other matters as such lessor or holder may customarily require. Section 22.1 above. View More
Subordination. Subject to Without the provisions below, necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, and at the election of Landlord or any mortgagee of a mortgage or a beneficiary of a deed of trust now or hereafter encumbering all or any portion of the Building or Site, or any lessor of any ground or master lease now or hereafter affecting all or any portion of the Building or Site, this Lease shall be subject and subordinate at all times to such... ground or master leases (and such extensions and modifications thereof), and to the lien of such mortgages and deeds of trust (as well as to any advances made thereunder and to all renewals, replacements, modifications and extensions thereof). Notwithstanding the foregoing, Landlord and any mortgagee and/or ground lessor of Landlord, Landlord ("Holder"), as applicable, shall have the right to subordinate or cause to be subordinated any or all ground or master leases or the lien of any or all mortgages or deeds of trust to this Lease. In the event that any ground or master lease terminates for any reason or any mortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, at the election of Landlord's successor in interest, Tenant shall attorn to and become the tenant of such successor. Tenant hereby waives its rights under any current or future law which gives or purports to give Tenant any right to terminate or otherwise adversely affect this Lease and the obligations of Tenant hereunder in the event of any such foreclosure proceeding or sale. Tenant covenants and agrees to execute and deliver to Landlord within fifteen (15) ten (10) days after receipt of written demand by Landlord and in the form reasonably required by Landlord, any additional documents evidencing the priority or subordination of this Lease with respect to any such ground or master lease Holder or the lien of any such mortgage or deed of trust or Tenant's agreement to attorn. Such documents may include commercially reasonable provisions in favor of such Holder, including, without limitation, additional time on behalf of such Holder to cure defaults of the Landlord and provide that (a) neither Holder nor any successor-in-interest shall be bound by (i) any payment of the 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 Holder or any successor-in-interest; (b) neither Holder 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 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 Holder; and (c) neither Holder nor any successor-in-interest shall be subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord). Should Tenant fail to sign and return any such documents within said fifteen (15) ten (10) day period, Tenant such failure shall be in default hereunder. 16 Notwithstanding the foregoing, as a condition to any subordination by Tenant, Landlord shall cause any lessor under a ground lease or the holder constitute an Event of any mortgage or security deed encumbering the Premises to provide Tenant with an agreement, in recordable form, stating that such lessor or holder, as the case may be, shall not disturb Tenant's occupancy of the Premises in the event of a foreclosure of such mortgage or security deed or a termination of such ground lease, provided there is not a breach or default under this Lease which is not cured within any applicable cure period, and stating such other matters as such lessor or holder may customarily require. Default. View More
