AND AUTHORITY TO SUBORDINATE THIS LEASE TO ANY MORTGAGE, DEED OF
TRUST OR OTHER LIEN THAT MAY EXIST OR HEREAFTER BE PLACED UPON THE LEASEHOLD
PREMISES, OR ANY PORTION THEREOF.
NO FURTHER ACTION SHALL BE NECESSARY ON THE
PART OF TENANT TO EFFECTUATE THE SUBORDINATION WHICH IS PROVIDED FOR BY THIS
SECTION 12.02.
HOWEVER, UPON LANDLORD'S WRITTEN REQUEST, TENANT SHALL EXECUTE
AND RETURN TO LANDLORD ANY REQUIRED INSTRUMENT OF SUBORDINATION, IN A FORM WHICH
MAY BE RECORDED WITH THE WASHOE COUNTY RECORDER.
SUCH INSTRUMENT SHALL BE
RETURNED TO LANDLORD WITHIN FIFTEEN (15) DAYS AFTER IT HAS BEEN RECEIVED BY
TENANT.
SECTION 12.03.
TENANT'S RIGHTS NOT AFFECTED BY FORECLOSURE.
IN THE EVENT
THAT LANDLORD'S INTEREST IN THE PREMISES IS ACQUIRED PURSUANT TO PURCHASE AT A
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FORECLOSURE SALE (WHETHER BY A LIEN INSTRUMENT, OPERATION OF LAW, TAX SALE OR
OTHERWISE), OR PURSUANT TO CONVEYANCE IN LIEU OF SUCH FORECLOSURE, TENANT SHALL
ATTORN TO AND RECOGNIZE SAID ACQUIRING PARTY AS LANDLORD UNDER THE TERMS OF THIS
LEASE.
NO SUCH FORECLOSURE OR CONVEYANCE IN LIEU THEREOF SHALL DISTURB,
TERMINATE OR OTHERWISE AFFECT TENANT'S RIGHTS HEREUNDER, REGARDLESS OF WHETHER
THE LIEN FORECLOSED UPON MAY HAVE PRIORITY OVER THIS LEASE AND SUCH
SUCCESSOR-IN-INTEREST TO THIS LEASE SHALL EXECUTE, CAUSE TO BE NOTARIZED AND
DELIVERED TO TENANT,
AT TENANT'S REQUEST, A NON-DISTURBANCE AGREEMENT
COVENANTING LANDLORD'S OBLIGATION TO PERMIT TENANT'S CONTINUED PEACEABLE USE AND
ENJOYMENT OF THE LEASEHOLD PREMISES (PROVIDED THAT THERE IS NO UNCURED EVENT OF
DEFAULT
THEN EXISTING).
SECTION 12.04.
ESTOPPEL CERTIFICATES FROM LANDLORD.
LANDLORD AGREES TO
EXECUTE, CAUSE TO BE NOTARIZED AND DELIVERED TO TENANT FROM TIME TO TIME AN
ESTOPPEL CERTIFICATE OR CERTIFICATES TO TENANT'S LENDERS IN ACCORDANCE WITH
ARTICLE XIV BELOW.
ARTICLE XIII
OPTION TO PURCHASE
Section 13.01
Grant of Exclusive Option.
For the independent
consideration of $10.00 and other valuable consideration of (which Landlord
acknowledges receipt), Landlord hereby grants to Tenant the exclusive,
non-revocable right and option (the "Option") to purchase the Leasehold Premises
pursuant to the purchase price and terms described below.
Section 13.02
Purchase Price.
The purchase price for the Leasehold
Premises in relation to the Initial Term Exercise shall be Five Million and
No/100 Dollars ($5,000,000.00). Purchase price for the Leasehold Premises in
relation to the Renewal Exercise shall be Five Million Three Hundred Ninety
Eight and No/100 Dollars ($5,398,000.00).
Section 13.03
Exercise.
The Option may be exercised by Tenant pursuant
to any of the following notice provisions (each, an "Exercise Notice"):
(1)
By written notice to Landlord by Tenant at any time during
the time period commencing with the day after the last day of the first year of
the Initial Term and ending on the last day of the Initial Term (the "Initial
Term Exercise"); or
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(2)
By written notice to Landlord by Tenant at any time during the
First Renewal Period (the "Renewal Exercise").
The notices described above shall be referred to as an "Exercise Notice".
Section 13.04
Real Estate Contract.
Within twenty (20) days of Tenant's
delivery of the applicable Exercise