DEEMED TO HAVE REJECTED
THIS LEASE.
IF THIS LEASE IS REJECTED OR DEEMED REJECTED, THEN LANDLORD SHALL
HAVE ALL RIGHTS AND REMEDIES AVAILABLE TO IT PURSUANT TO ARTICLE XIX.
ADEQUATE
ASSURANCE OF FUTURE PERFORMANCE SHALL REQUIRE, AMONG OTHER THINGS, THAT THE
FOLLOWING MINIMUM CRITERIA BE MET: (1) TRUSTEE MUST PAY ITS ESTIMATED PRO-RATA
SHARE OF THE COST OF ALL SERVICES PERFORMED OR PROVIDED BY LANDLORD (WHETHER
DIRECTLY OR THROUGH AGENTS OR CONTRACTORS AND WHETHER OR NOT PREVIOUSLY INCLUDED
AS PART OF BASE RENT) IN ADVANCE OF THE PERFORMANCE OR PROVISION OF SUCH
SERVICES; (2) TRUSTEE MUST AGREE THAT TENANT'S BUSINESS SHALL BE CONDUCTED IN A
FIRST-CLASS MANNER, AND THAT NO LIQUIDATING SALE, AUCTION OR OTHER NON-FIRST
CLASS BUSINESS OPERATION SHALL BE CONDUCTED IN THE PREMISES; (3) TRUSTEE MUST
AGREE THAT THE USE OF THE PREMISES AS STATED IN THIS LEASE SHALL REMAIN
UNCHANGED AND THAT NO PROHIBITED USE SHALL BE PERMITTED; (4) TRUSTEE MUST AGREE
THAT THE ASSUMPTION OR ASSUMPTION AND ASSIGNMENT OF THIS LEASE WILL NOT VIOLATE
OR AFFECT THE RIGHTS OF OTHER TENANTS OF THE BUILDING; (5) TRUSTEE MUST PAY AT
THE TIME THE NEXT MONTHLY INSTALLMENT OF BASE RENT IS DUE, IN ADDITION TO SUCH
INSTALLMENT, AN AMOUNT EQUAL TO THE MONTHLY INSTALLMENTS OF BASE RENT AND
RECURRING ITEMS OF ADDITIONAL RENT DUE FOR THE NEXT SIX (6) MONTHS THEREAFTER,
SUCH AMOUNT TO BE HELD AS A SECURITY DEPOSIT (IN ADDITION TO, AND NOT IN LIEU
OF, THE SECURITY DEPOSIT); (6) TRUSTEE MUST AGREE TO PAY, AT ANY TIME LANDLORD
DRAWS ON THE SECURITY BEING DEPOSITED PURSUANT TO THIS ARTICLE XX, THE AMOUNT
NECESSARY TO RESTORE SUCH SECURITY TO ITS ORIGINAL AMOUNT; (7) TRUSTEE MUST
COMPLY WITH ALL DUTIES AND OBLIGATIONS OF TENANT UNDER THIS
F-49
LEASE; AND (8) ALL ASSURANCES OF FUTURE PERFORMANCE SPECIFIED IN THE BANKRUPTCY
CODE MUST BE SATISFIED.
ARTICLE XXI
SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES
21.1
THIS LEASE IS SUBJECT AND SUBORDINATE TO THE LIEN, PROVISIONS,
OPERATION AND EFFECT OF ALL MORTGAGES, TO ALL FUNDS AND INDEBTEDNESS INTENDED TO
BE SECURED THEREBY, AND TO ALL RENEWALS, EXTENSIONS, MODIFICATIONS,
CONSOLIDATIONS, REPLACEMENTS OR REFINANCINGS THEREOF. THE HOLDER OF ANY MORTGAGE
TO WHICH THIS LEASE IS SUBORDINATE SHALL HAVE THE RIGHT (SUBJECT TO ANY REQUIRED
APPROVAL OF THE HOLDERS OF ANY OTHER MORTGAGE THAT IS SUPERIOR TO SUCH MORTGAGE)
AT ANY TIME TO UNILATERALLY DECLARE THIS LEASE TO BE SUPERIOR TO SUCH MORTGAGE.
LANDLORD REPRESENTS THERE IS NO MORTGAGE AS OF THE DATE OF THIS LEASE.
ALTHOUGH
NO INSTRUMENT OR ACT ON THE PART OF TENANT SHALL BE NECESSARY TO EFFECTUATE SUCH
SUBORDINATION, TENANT SHALL, NEVERTHELESS, WITHIN TEN (10) BUSINESS DAYS AFTER
REQUEST THEREFOR, EXECUTE, ACKNOWLEDGE AND DELIVER ANY REASONABLE DOCUMENTS
CONFIRMING SUCH SUBORDINATION AS MAY BE SUBMITTED BY LANDLORD OR THE HOLDER OF
SUCH MORTGAGE.
IF WITHIN FIVE (5) DAYS AFTER A SECOND REQUEST THEREFOR WHICH IN
BOLDED CAPITAL LETTERS EXPRESSLY SO STATES IF SUCH REASONABLE DOCUMENTS ARE NOT
DELIVERED BY TENANT THAT SUCH FAILURE SHALL BE CONSIDERED AN EVENT OF DEFAULT,
THEN TENANT'S FAILURE