FOLLOWING
THE TIME WHEN ANY SUCH HOLDER SHALL HAVE BECOME ENTITLED UNDER ITS LEASEHOLD
MORTGAGE TO REMEDY THE SAME, INCLUDING SUCH TIME AS MAY BE NECESSARY TO ACQUIRE
POSSESSION OF THE PREMISES IF POSSESSION IS NECESSARY TO EFFECT SUCH CURE,
PROVIDED ANY SUCH HOLDER WITH REASONABLE DILIGENCE, SHALL (X) PURSUE SUCH
REMEDIES AS ARE AVAILABLE TO IT UNDER ITS LEASEHOLD MORTGAGE SO AS TO BE ABLE TO
REMEDY THE ACT, OMISSION OR DEFAULT, AND (Y) THEREAFTER SHALL HAVE COMMENCED AND
CONTINUED TO REMEDY SUCH ACT, OMISSION OR DEFAULT OR CAUSE THE SAME TO BE
REMEDIED; PROVIDED, HOWEVER, THAT THE AGREEMENTS OF TENANT CONTAINED IN THIS
SECTION 17.5 SHALL BE SUBJECT TO THE TERMS OF ANY SNDA BETWEEN TENANT AND ANY
SUCH HOLDER(S).
(E)
AMENDMENTS REQUESTED BY LEASEHOLD
MORTGAGEE.
IF, IN CONNECTION WITH OBTAINING ANY FINANCING OR REFINANCING OR ANY
INCREASES, RESTATEMENTS, RENEWALS, SUPPLEMENTS, MODIFICATIONS, CONSOLIDATIONS,
REPLACEMENTS, SUBSTITUTIONS OR EXTENSIONS THEREOF, A PROSPECTIVE OR EXISTING
LEASEHOLD MORTGAGEE AND/OR HOLDER OF AN INTEREST IN ANY LOAN SECURED BY A
LEASEHOLD MORTGAGE, AS THE CASE MAY BE, SHALL REQUEST AMENDMENTS TO OR
MODIFICATIONS OF THIS LEASE AS A CONDITION TO THE SAME, TENANT SHALL PROMPTLY
EXECUTE SUCH AMENDMENTS OR MODIFICATIONS UPON DEMAND AS LONG AS (I) THE
MODIFICATIONS DO NOT AFFECT THE RENT OR THE TERM OR THE LETTER OF CREDIT AND
(II) SUCH AMENDMENTS OR MODIFICATIONS DO NOT OTHERWISE MATERIALLY INCREASE
TENANT'S OBLIGATIONS OR MATERIALLY DIMINISH TENANT'S RIGHTS HEREUNDER.
IN
ADDITION, TENANT SHALL DELIVER ANY FINANCIAL STATEMENTS OR OTHER INFORMATION
REQUESTED BY LANDLORD (OR ANY PROSPECTIVE OR EXISTING LENDER) IN ORDER TO OBTAIN
SUCH FINANCING OR REFINANCING, PROVIDED THAT TENANT SHALL NOT BE REQUIRED TO
DISCLOSE ANY NON-PUBLIC INFORMATION RELATING TO TENANT.
FURTHERMORE, TENANT
SHALL CAUSE COUNSEL REASONABLY ACCEPTABLE TO A PROSPECTIVE LEASEHOLD MORTGAGEE
TO DELIVER LEGAL OPINIONS REASONABLY REQUIRED BY SUCH PROSPECTIVE LEASEHOLD
MORTGAGEE RELATING TO THE DUE AUTHORIZATION, EXECUTION AND DELIVERY OF THIS
LEASE AND ANY AMENDMENTS THERETO, THE VALIDITY AND ENFORCEABILITY OF SUCH
AGREEMENTS, AND OTHER CUSTOMARY MATTERS. LANDLORD AGREES TO PAY REASONABLE
OUT-OF-POCKET COSTS AND
50
EXPENSES OF TENANT, INCLUDING REASONABLE ATTORNEYS' FEES AND EXPENSES, IN EXCESS
OF $15,000 INCURRED SOLELY IN CONNECTION WITH AMENDMENTS TO OR MODIFICATIONS OF
THIS LEASE, OR THE DELIVERY OF LEGAL OPINIONS, REQUESTED BY LEASEHOLD MORTGAGEE,
AND TENANT SHALL BE RESPONSIBLE FOR THE BALANCE OF SUCH COSTS AND EXPENSES.
18.
LIMITATION OF LANDLORD'S LIABILITY.
18.1
LIMITATION.
LANDLORD SHALL NOT BE RESPONSIBLE FOR
OR LIABLE TO TENANT AND TENANT HEREBY RELEASES LANDLORD, WAIVES ALL CLAIMS
AGAINST LANDLORD AND ASSUMES THE RISK FOR ANY INJURY, LOSS OR DAMAGE TO ANY
PERSON OR PROPERTY IN OR ABOUT THE PREMISES, THE BUILDING OR THE PROPERTY BY OR
FROM ANY CAUSE WHATSOEVER (OTHER THAN LANDLORD'S GROSS NEGLIGENCE OR WILLFUL
MISCONDUCT) INCLUDING, WITHOUT LIMITATION, (A) ACTS OR OMISSIONS OF PERSONS
OCCUPYING ADJOINING PREMISES, (B) THEFT OR VANDALISM, (C) BURST, STOPPED OR
LEAKING WATER, GAS, SEWER OR STEAM PIPES, (D) LOSS OF UTILITY SERVICE,
(E) ACCIDENT, FIRE OR CASUALTY, (F) NUISANCE, AND (G) WORK DONE BY LANDLORD IN
THE