RELIANCE
UPON THIS WAIVER, RELINQUISHMENT AND SUBORDINATION.
ARTICLE XXX - NON-DISTURBANCE AND ATTORNMENT.
SECTION 30.1
NON-DISTURBANCE.
NOTWITHSTANDING ANYTHING TO THE CONTRARY
CONTAINED IN THE LEASE, SO LONG AS THERE SHALL EXIST NO BREACH, DEFAULT OR EVENT
OF DEFAULT (BEYOND ANY PERIOD GIVEN TO TENANT IN THE LEASE TO CURE SUCH DEFAULT)
ON THE PART OF TENANT UNDER THE LEASE AT THE TIME OF ANY FORECLOSURE OF THE
MORTGAGE, AGENT AGREES THAT THE LEASEHOLD INTEREST OF TENANT UNDER THE LEASE
SHALL NOT BE TERMINATED BY REASON OF SUCH FORECLOSURE, BUT RATHER THE LEASE
SHALL CONTINUE IN FULL FORCE AND EFFECT AND AGENT SHALL RECOGNIZE AND ACCEPT
TENANT AS TENANT UNDER THE LEASE SUBJECT TO THE PROVISIONS OF THE LEASE.
NOTHING CONTAINED HEREIN SHALL PREVENT AGENT FROM NAMING TENANT IN ANY
FORECLOSURE OR OTHER ACTION OR PROCEEDING INITIATED BY AGENT PURSUANT TO THE
MORTGAGE TO THE EXTENT NECESSARY UNDER APPLICABLE LAW IN ORDER FOR AGENT TO
AVAIL ITSELF OF AND COMPLETE THE FORECLOSURE OR OTHER REMEDY.
SECTION 30.2
ATTORNMENT.
NOTWITHSTANDING ANYTHING TO THE CONTRARY
CONTAINED IN THE LEASE, SHOULD TITLE TO THE LEASED PREMISES AND THE LANDLORD'S
INTEREST IN THE LEASE BE TRANSFERRED TO AGENT FOR THE RATABLE BENEFIT OF LENDERS
OR ANY OTHER PERSON OR ENTITY ("NEW OWNER") BY FORECLOSURE OF THE MORTGAGE, BY
CONVEYANCE INSTRUMENT IN-LIEU OF FORECLOSURE OF THE MORTGAGE, OR OTHERWISE,
TENANT AGREES, FOR THE BENEFIT OF NEW OWNER AND EFFECTIVE IMMEDIATELY AND
AUTOMATICALLY UPON THE OCCURRENCE OF ANY SUCH TRANSFER, THAT:
(A) TENANT SHALL
PAY TO NEW OWNER ALL RENTAL PAYMENTS REQUIRED TO BE MADE BY TENANT PURSUANT TO
THE TERMS OF THE LEASE FOR THE REMAINDER OF THE TERM OF THE LEASE; (B) TENANT
SHALL BE BOUND TO NEW OWNER IN ACCORDANCE WITH ALL OF THE PROVISIONS OF THE
LEASE FOR THE REMAINDER OF THE TERM OF THE LEASE; (C) TENANT SHALL ATTORN TO NEW
OWNER AS ITS LANDLORD, SUCH ATTORNMENT TO BE EFFECTIVE AND SELF-OPERATIVE
WITHOUT THE EXECUTION OF ANY FURTHER INSTRUMENTS; (D) TENANT SHALL PROMPTLY
EXECUTE AND DELIVER TO NEW OWNER (UPON NEW OWNER'S REQUEST) AN APPROPRIATE
AGREEMENT OF ATTORNMENT TO NEW OWNER AND ANY SUBSEQUENT TITLEHOLDER OF THE
PROPERTY; (E) NEW OWNER SHALL NOT BE SUBJECT TO ANY CLAIMS, OFFSETS OR DEFENSES
WHICH TENANT MIGHT HAVE AGAINST ANY PRIOR LANDLORD (INCLUDING OWNER); (F) NEW
OWNER SHALL NOT BE OBLIGATED TO COMPLETE ANY CONSTRUCTION WORK REQUIRED TO BE
DONE BY ANY PRIOR LANDLORD (INCLUDING OWNER) PURSUANT TO THE PROVISIONS OF THE
LEASE OR TO REIMBURSE TENANT FOR ANY CONSTRUCTION WORK DONE BY TENANT; (G) NEW
OWNER SHALL NOT BE REQUIRED TO MAKE ANY REPAIRS TO THE PROPERTY OR THE LEASED
PREMISES REQUIRED AS A RESULT OF FIRE OR OTHER CASUALTY OR BY REASON OF
CONDEMNATION UNLESS NEW OWNER SHALL BE OBLIGATED UNDER THE LEASE TO MAKE SUCH
REPAIRS AND THEN SHALL BE OBLIGATED TO FINANCE THE
3
COMPLETION OF SUCH REPAIRS ONLY TO THE EXTENT OF CASUALTY INSURANCE PROCEEDS OR
CONDEMNATION AWARDS RECEIVED; (H) NEW OWNER SHALL NOT BE REQUIRED TO MAKE ANY