TO TENANT OF THE IDENTITY AND NOTICE INFORMATION OF THE NEW LANDLORD,
WHICH NOTICE SHALL BE BINDING ON THE PRIOR LANDLORD WITHOUT TENANT HAVING THE
OBLIGATION TO VERIFY THE ACCURACY OF SUCH NOTICE), IN FULL FORCE AND EFFECT AS A
DIRECT LEASE BETWEEN LENDER OR PURCHASER AND TENANT FOR THE REMAINING TERM
THEREOF, TOGETHER WITH ALL EXTENSIONS AND RENEWALS NOW PROVIDED THEREUNDER, UPON
THE SAME TERMS, COVENANTS AND CONDITIONS AS THEREIN PROVIDED, SUBJECT TO THE
PROVISIONS CONTAINED IN SECTION 4 AND SECTION 8 BELOW, AND TENANT SHALL
THEREAFTER MAKE ALL RENT PAYMENTS DIRECTLY TO EITHER LENDER OR PURCHASER, AS THE
CASE MAY BE, SUBJECT TO THE LIMITATIONS AND OTHER PROVISIONS CONTAINED IN
SECTION 4 AND SECTION 8 BELOW.
LANDLORD HEREBY AGREES THAT SUCH PAYMENTS SHALL
SATISFY TENANT'S RENT OBLIGATIONS TO THE EXTENT OF SUCH PAYMENTS MADE TO
LENDER.
LANDLORD HEREBY IRREVOCABLY AUTHORIZES AND DIRECTS TENANT TO MAKE THE
FOREGOING PAYMENTS TO LENDER UPON SUCH NOTICE AND DEMAND WITHOUT THE NEED TO
INQUIRE OF LANDLORD AS TO THE VALIDITY OF SUCH NOTICE OR ANY CONTRARY NOTICE OR
DIRECTION FROM LANDLORD, AND HEREBY RELEASES AND DISCHARGES TENANT OF AND FROM
ALL LIABILITY TO LANDLORD ON ACCOUNT OF ANY SUCH PAYMENTS.
SUCH ATTORNMENT AS
PROVIDED HEREIN SHALL BE SELF-OPERATIVE WITHOUT FURTHER AID OR EXECUTION OF
FURTHER INSTRUMENTS BY PARTIES TO THIS AGREEMENT, IMMEDIATELY UPON LENDER OR
PURCHASER SUCCEEDING TO THE INTEREST OF LANDLORD UNDER THE LEASE.
4.
LIMITATION OF LIABILITY.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN OR IN THE LEASE, IN
THE EVENT OF FORECLOSURE OF OR OTHER EXECUTION ON THE SECURITY INSTRUMENT (BY
JUDICIAL PROCESS, POWER OF SALE OR OTHERWISE) OR CONVEYANCE IN LIEU OF
FORECLOSURE, WHICH FORECLOSURE, POWER OF SALE OR CONVEYANCE OCCURS PRIOR TO THE
EXPIRATION DATE OF THE LEASE, INCLUDING ANY EXTENSIONS AND RENEWALS OF THE LEASE
NOW PROVIDED THEREUNDER, THE LIABILITY OF LENDER OR PURCHASER, AS THE CASE MAY
BE, SHALL BE LIMITED AS SET FORTH BELOW IN SECTION 8; PROVIDED, HOWEVER, LENDER
OR PURCHASER, AS THE CASE MAY BE, ALSO SHALL NOT:
(A)
BE LIABLE TO TENANT FOR ANY ACT, OMISSION
OR DEFAULT ON THE PART OF THE ORIGINAL LANDLORD OR ANY OTHER PRIOR LANDLORD
UNDER THE LEASE, AND TENANT SHALL HAVE NO RIGHT TO ASSERT THE SAME OR ANY
DAMAGES ARISING THEREFROM AS (I) A CLAIM, DEFENSE OR DEFICIENCY AGAINST LENDER,
PURCHASER, OR THE SUCCESSORS OR ASSIGNS OF ANY OF THEM, OR (II) AN OFFSET
AGAINST LENDER, PURCHASER OR THE SUCCESSORS OR ASSIGNS OF ANY OF THEM; EXCEPT TO
THE EXTENT THAT (X) SUCH OBLIGATIONS ARISE AFTER SUCH ACQUISITION OF TITLE, OR
(Y) IF SUCH OBLIGATIONS AROSE PRIOR TO SUCH ACQUISITION OF TITLE AND CONTINUE
AFTER SUCH ACQUISITION OF TITLE, LENDER RECEIVED WRITTEN NOTICE FROM TENANT OF
SUCH OBLIGATIONS PRIOR TO SUCH ACQUISITION OF TITLE, WHICH NOTICE INDICATED IN
REASONABLE DETAIL THE NATURE OF THE OBLIGATIONS, AND LENDER HAD AN OPPORTUNITY
TO CURE SUCH DEFAULT IN ACCORDANCE WITH SECTION 31 OF THE LEASE;
3
(B)
BE LIABLE TO TENANT FOR THE RETURN OF ANY