Offset Statement Attornment Subordination. 30.1. After request therefore by Landlord, or in the event that upon any sale, assignment or hypothecation of the Premises by Landlord, an offset statement and/or estoppel certificate shall be required from Tenant, Tenant agrees to deliver a certificate, in recordable form, to any proposed lender or purchaser, or to Landlord, certifying: (1) The Commencement Date; (2) the fact that this Lease is unmodified and in full force and effect (or, if there have been modifications hereto, that this Lease is in full force and effect, and stating the date and nature of such modifications); (3) the date to which the rental and other sums payable under this Lease have been paid; (4) that there are no defenses or offsets thereto, or stating those claimed by Tenant; (5) that there are no current defaults under this Lease by either Landlord or Tenant except as specified in Tenant's statement; and (6) such other reasonable factual statements requested by Landlord, or any proposed lender and/or purchaser. Landlord and Tenant intend that any mortgagee, beneficiary, purchaser or prospective purchaser of the Building, Project or any interest therein, may rely upon any statement delivered pursuant to this Article. Tenant shall deliver the certificate, in the form proposed by the requesting entity, within ten (10) business days after the request is received by Tenant. Tenant's failure to deliver such statements within such time shall be conclusive upon the Tenant that this Lease is in full force and effect, except as and to the extent any modification has been represented by Landlord, and that there are no uncured defaults in Landlord's performance and that not more than one month's rent has been paid in advance. Such failure also constitutes a default of this Lease. In such event, Tenant is estopped from denying the truth of the facts contained in the statement submitted to Tenant. 30.2. Tenant will, within ten (10) business days after Tenant's receipt of Landlord's request at any time during the Term (but no more frequently than once in any twelve (12) month period), deliver to Landlord complete, accurate and up-to-date financial statements (including the current year and the two years prior to the current financial statement year) with respect to Tenant and any Guarantor(s) or other parties obligated upon this Lease, which financial statements must be (a) prepared according to generally accepted accounting principles consistently applied, and (b) certified by an independent certified public accountant or by Tenant's (or Guarantor's, as the case may be) chief financial officer that the same are correct in all material respects as of the date of such financial statements. 30.3. In the event of termination of any underlying lease, or in the event of foreclosure or exercise of any power of sale wider any mortgage or deed of trust superior to this Lease or to which this Lease is subject or subordinate, Tenant, upon demand, shall attorn to the lessor under said underlying lease or to the purchaser at any foreclosure sale or sale pursuant to the exercise of any power of sale under any mortgage or deed of trust, in which event this Lease shall not terminate and Tenant shall automatically be and become the tenant of the lessor under said underlying lease or to the purchase or whichever shall make demand therefore. Tenant waives the protection of any statute or rule of law that gives or purports to give Tenant any right to terminate this Lease or surrender possession of the Premises upon the transfer of Landlord's interest. No landlord or purchaser at any foreclosure sale pursuant to the exercise of any power of sale or any successor thereto shall be liable for any act or omission of any prior landlord (including Landlord), or subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord), or be bound by any rent or additional rent which Tenant might have paid in advance to any prior landlord (including Landlord) for a period in excess of one month, or by any security deposit or other prepaid charge which Tenant might have paid in advance to any prior landlord (including Landlord) unless such deposit is transferred to such landlord or purchaser, or bound by any agreement or modification of this Lease made without the prior written consent of such material landlord. 30.4. Upon the request of Landlord, Tenant shall subordinate its rights hereunder to the lien of any deed(s) of trust or the lien resulting from any other method of financing or refinancing, now or hereafter in force against the Premises, Building, or Project or any part thereof, and to all advances made or hereafter to be made upon the security thereof. This Section shall be self-operative if no further instrument of subordination is required by any lender, provided that the mortgagee or beneficiary under such mortgage or deed of trust agrees in a written instrument in form and substance reasonably satisfactory to Tenant that Tenant's use and right to possession of the Premises shall not be disturbed, nor shall its obligations be enlarged or its rights be abridged hereunder by reason of any foreclosure, sale or transfer of the Premises under any such mortgage or deed of trust so long as no Event of Default has occurred hereunder. 30.5. Upon the request of Landlord or any other Party in interest, Tenant shall promptly execute such documents, instruments or certificates that may be reasonably necessary to carry out the intent of this Article. Tenant's failure to execute any such documents and deliver them to Landlord within fifteen (15) days after the request of Landlord to do so, shall be an Event of Default. 30.6. If, in connection, with obtaining construction, interim, or permanent financing for the Project the lender shall request reasonable modifications in this Lease as a condition to such financing, Tenant shall not withhold, delay or defer its consent thereto, provided that such modifications do not increase the monetary obligations of Tenant hereunder or materially and adversely affect the leasehold interest hereby created or Tenant's rights hereunder.
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Offset Statement Attornment Subordination. 30.1Section 15.1. After Within ten (10) days after request therefore therefor by Landlord, or in the event that if upon any sale, mortgage, assignment or hypothecation of the Premises leased premises by Landlord, an offset statement and/or estoppel certificate shall be required from Tenant, ; Tenant agrees to will deliver a certificate, in recordable form, form a certificate to any proposed lender mortgagee or purchaser, or to Landlord, certifying:
certifying (1if such be the case) The Commencement Date; (2) the fact that this Lease lease is unmodified and in full force and effect (or, if there have been modifications hereto, that this Lease is in full force and effect, and stating the date and nature of such modifications); (3) the date to which the rental and other sums payable under this Lease have been paid; (4) that there are no defenses or offsets thereto, or stating those claimed by Tenant; (5) that there are no current defaults under this Lease by either Landlord or Tenant except as specified in Tenant's statement; . In addition, said offset statement shall certify the dates to which the net rent and (6) such other reasonable factual statements requested by Landlord, or any proposed lender and/or purchaser. Landlord and Tenant intend that any mortgagee, beneficiary, purchaser or prospective purchaser of the Building, Project or any interest therein, may rely upon any statement delivered pursuant to this Article. Tenant shall deliver the certificate, in the form proposed by the requesting entity, within ten (10) business days after the request is received by Tenant. Tenant's failure to deliver such statements within such time shall be conclusive upon the Tenant that this Lease is in full force and effect, except as and to the extent any modification has been represented by Landlord, and that there are no uncured defaults in Landlord's performance and that not more than one month's rent has charges have been paid in advance. Such failure also constitutes a default of this Lease. In such event, Tenant is estopped from denying if any, and stating whether or not, to the truth best knowledge of the facts signer of such statement, Landlord is in default in performance of any covenants, agreements or conditions contained in the statement submitted to Tenantthis lease.
30.2. Tenant will, within ten (10) business days after Tenant's receipt of Landlord's request at any time during the Term (but no more frequently than once in any twelve (12) month period), deliver to Landlord complete, accurate and up-to-date financial statements (including the current year and the two years prior to the current financial statement year) with respect to Tenant and any Guarantor(s) or other parties obligated upon this Lease, which financial statements must be (a) prepared according to generally accepted accounting principles consistently applied, and (b) certified by an independent certified public accountant or by Tenant's (or Guarantor's, as the case may be) chief financial officer that the same are correct in all material respects as of the date of such financial statements.
30.3. In the event of termination of any underlying lease, or in the event of foreclosure or exercise of any power of sale wider any mortgage or deed of trust superior to this Lease or to which this Lease is subject or subordinate, Tenant, upon demand, shall attorn to the lessor under said underlying lease or to the purchaser at any foreclosure sale or sale pursuant to the exercise of any power of sale under any mortgage or deed of trust, in which event this Lease shall not terminate and Tenant shall automatically be and become the tenant of the lessor under said underlying lease or to the purchase or whichever shall make demand therefore. Tenant waives the protection of any statute or rule of law that gives or purports to give Tenant any right to terminate this Lease or surrender possession of the Premises upon the transfer of Landlord's interest. No landlord or purchaser at any foreclosure sale pursuant to the exercise of any power of sale or any successor thereto shall be liable for any act or omission of any prior landlord (including Landlord), or subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord), or be bound by any rent or additional rent which Tenant might have paid in advance to any prior landlord (including Landlord) for a period in excess of one month, or by any security deposit or other prepaid charge which Tenant might have paid in advance to any prior landlord (including Landlord) unless such deposit is transferred to such landlord or purchaser, or bound by any agreement or modification of this Lease made without the prior written consent of such material landlord.
30.4Section 15.2. Upon the request of Landlord, Tenant shall ▇▇▇▇▇▇ will subordinate its rights hereunder to the lien of any deed(s) of trust future mortgage or mortgages or ground or underlying leases including all mortgages which may hereafter affect such leases, or to the lien resulting from any other method of financing or refinancing, now or hereafter in force against or affecting the Premises, Building, or Project or any part thereofland of which the leased premises are a part, and to all advances made or hereafter to be made upon the security thereof. This Section shall be self-operative if no further , ▇▇▇▇▇▇ will deliver upon demand to Landlord, at Landlord's expense, such instrument of subordination is required by any lenderor instruments as Landlord may reasonably request to effect such subordination, provided provided, however, that the mortgagee holders of such mortgages or beneficiary under leases will, as consideration for such mortgage or deed of trust agrees in a written subordination, by instrument in writing in form for recording, consent to this lease and substance reasonably satisfactory to agree that (i) Tenant that Tenant's use and right to shall not be disturbed in its possession of the Premises shall not be disturbed, nor shall leased premises or in its obligations be enlarged or its rights be abridged hereunder by reason use of any foreclosure, sale or transfer of the Premises under common use areas for any reason other than one which would entitle Landlord to terminate this lease, and (ii) upon any fore closure of such mortgage or deed the purchaser at the foreclosure sale will become the Landlord under this lease and agree to be bound by all of trust its terms, provided Tenant attorns to such purchaser, and (iii) if the method of financing requires Tenant to be a subtenant, there shall be no distraint against Tenant's property for any reason so long as no Event Tenant is not in default of Default has occurred hereunderits obligations under this lease or its substitute.
30.5. Upon the request of Landlord or any other Party in interest, Tenant shall promptly execute such documents, instruments or certificates that may be reasonably necessary to carry out the intent of this Article. Tenant's failure to execute any such documents and deliver them to Landlord within fifteen (15) days after the request of Landlord to do so, shall be an Event of Default.
30.6. If, in connection, with obtaining construction, interim, or permanent financing for the Project the lender shall request reasonable modifications in this Lease as a condition to such financing, Tenant shall not withhold, delay or defer its consent thereto, provided that such modifications do not increase the monetary obligations of Tenant hereunder or materially and adversely affect the leasehold interest hereby created or Tenant's rights hereunder.
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