|
13k 4'nl F'y
<br />?Ciij:?9271 ()PR u'?~? ?,.?4
<br />Mortgagee for such purpose. If the Mortgagee has failed tv cure Tenant's default within the
<br />above-mentioned time period, Landlord may exercise its rights and remedies specified in the
<br />Lease or the MDA, as applicable, as a result of Tenant's default.
<br />=1. Procedure (or Foreclosure on Default. Landlord agrees, for the benett of
<br />Mortgagee, that Landlord will not give or serve any nolicu of termination of (i) the Lease
<br />pursuant to Article 8 of the Lease, or (ii) the MDA pursuant to Section 8.2 thereof; upon "I'enanl,
<br />if within the applicable time period provided to 1~lortgagee in Section 3 hereof to cure the
<br />particular ilefault o[' "Tenant, Mortgagee shall have served upon Landlord notice of the intention
<br />of such :4ortgagee either to acquire "Tcnanl's inlerest in the Property by .foreclosure of its
<br />Mortgage and to effect thereby the removal of Tenant from the Property in the case oCa potential
<br />Event of Default (as defined in the MDA or Lease, as applicable) not capable of being cured by
<br />such Mortgagee, or to secure the appointment of a receiver or otherwise obtain possession of the
<br />Property and cure such default in the case of a potential Event of llefault which requires entry
<br />upon the Property by Mortgagee in order to cure the same; provided, however, that (i) such
<br />Mortgagee must pay all rent and other amounts then due under the Lease and/or LViDA al the
<br />time it delivers such notice and must diligently pursue and prosecute the intention as expressed
<br />in such notice to Landlord; (ii) such notice of intention must incorporate (A) an assumption by
<br />Mortgagee of all o.f the obligations of Tenant under the Lease and MDA capable of being
<br />performed by such Mortgagee during such fi~rhearance, including, but not limited to, the
<br />i~bligation to pay all rent and all other charges and amounts then due and/or to become due by
<br />Tenant under the Lease or MDA during such forbearance as same become due, and (B) a
<br />covenant by Mortgagee that the net subrental proceeds collected by any receiver or mortgagee in
<br />possession shall inure to the benefit of and be paid to Landlord unless Mortgagee cures all such
<br />defaults, whereupon all such net subrental proceeds shall be paid to Mortgagee; and (iii)
<br />Mortgagee must pay all rent and all other charges and amounts becoming due by Tenant under
<br />the Lease or MDA during such forbearance as same become due and perform all of the
<br />obligations of Tenant under the Lease and MDA capable of being performed by Mortgagee
<br />during such forbearance.
<br />5. Foreclosure of Morteaae. Subject to the terms hereof, Landlord agrees that
<br />Mortgagee may become the legal owner and holder of the Hotel (as defined in the Lease) and
<br />Hotel Site with rights under the MDA and the legal owner and holder of the interest of Tenant in
<br />the Demised Premises under the Lease, including, without limitation, the interest of Tenant under
<br />the Lease in all improvements erected thereon, whether by purchase at a foreclosure sale under
<br />the Mortgage, by a conveyance in lieu oC foreclosure, ur otherwise, and, for purposes of the
<br />[.ease and ti(DA, Landlord hereby consents to such an acquisition by Mortgagee subject to
<br />Mortgagee's compliance with the other terms hereof; provided, however, such consent and
<br />agreement shall not he deemed ur construed as (i) constituting Landlord's approval of any
<br />subsequent assignment and,'or other conveyance of any interest in and to the Hotel, the [Intel
<br />Site, Lease or MDA, including, without limitation, any subletting of the Demised Premises, or
<br />leasing or subleasin~* of the hotel or hotel Site, by Mortgagee or (ii) constituting a waiver of
<br />Landlord's right to consent to any such further transfer, it being acknowledged and agreed that
<br />l andlord hereby reseres such approval rights as to any assignment anci,~or other conveyance of
<br />any interest in and to the Hotel, the Hotel Site, Lease or ~•IDA, including, without limitation, any
<br />subletting of the Demised Premises under the Lease, or leasing or subleasing of the Hotel or
<br />_> i =r,v~,. ~
<br />
|