2019-353 AMS - PNC Bank Hillsborough Commons SNDAA

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BK 6621 PG 2236 DOC# 30005136 supersedes(but only to the extent inconsistent with)any provisions of the Lease relating to the priority or subordination of the Lease and the interests or estates created thereby to the Mortgage. 2. Consent of Tenant. The Tenant acknowledges notice of and consents to the Mortgage, the Assignment and the terms and conditions thereof. The Tenant agrees to recognize the rights of the Landlord under the Lease, until notified otherwise in writing by the Mortgagee, as herein provided. The Landlord and Tenant agree that if the Mortgagee, the Landlord or the Landlord's property manager delivers to the Tenant a notice requesting that all payments due under the Lease be thereafter paid directly to the Mortgagee,the Tenant shall thereafter make,and is hereby authorized and directed by the Landlord to make, all such payments directly to the Mortgagee, as provided in the Mortgage and the Assignment, without any duty of further inquiry on the part of the Tenant, such payments to be made regardless of any right of set-off,counterclaim or other defense which the Tenant may have against the Landlord, whether as tenant under the Lease or otherwise. Mortgagee and Landlord hereby agree that Tenant's compliance with such direction shall satisfy Tenant's corresponding payment obligation under the Lease. Except as provided herein if Mortgagee,prior to its acquisition of Landlord's title to the Property, shall at any time exercise a right to receive rent and other sums due under the Lease, Mortgagee shall not thereby become obligated to Tenant for the performance of any of the terms, covenants, conditions or agreements of Landlord under the Lease. 3. Tenant's Duty to Notify Mortgagee of any Default Under the Lease. Any notice of default, notice of exercise of lease option,or other notice required or permitted to be given by the Tenant to the Landlord shall be simultaneously given also to the Mortgagee, and any right of the Tenant dependent upon notice shall take effect only after such notice to the Mortgagee is so given. Performance by the Mortgagee shall satisfy any conditions of the Lease requiring performance by the Landlord. Without limiting the generality of the foregoing, the Tenant shall provide the Mortgagee with prompt notice of any asserted default against the Landlord under the Lease. In the event of any act or omission of the Landlord which would give the Tenant the right, immediately or after lapse of time, to cancel or terminate the Lease,or to claim a partial or total eviction or to exercise any other remedy,the Tenant shall not exercise such right or remedy until Mortgagee has received notice and has failed within a period of thirty (30)days to cure said default, said cure period commencing after the end of Landlord's cure period and after Mortgagee is entitled under the Mortgage and the Assignment to remedy same,or, if the same is not reasonably capable of being remedied by Mortgagee within such period, until a reasonable period for remedying such default has elapsed following the giving of such notice and following the time when the Mortgagee shall have become entitled under the Mortgage and the Assignment to remedy the same (which reasonable period shall in no event be less than the period to which Landlord would be entitled under the Lease or otherwise, after similar notice, to effect such remedy); provided that the Mortgagee shall give the Tenant written notice of its intention to, and shall commence and continue with due diligence to,remedy such act or omission. If the Mortgagee cannot reasonably remedy a said default until after the Mortgagee obtains possession of the Property, the Tenant may not terminate or cancel the Lease or claim a partial or total eviction by reason of such default until the expiration of a reasonable period necessary for the remedy after the Mortgagee institutes proceedings to obtain possession of the Property through a foreclosure or otherwise,or for the appointment of a receiver for the Property,provided that the Mortgagee institutes and prosecutes such proceedings with due diligence. Under no circumstances shall Mortgagee's cure period extend more than ninety (90) days beyond the date Tenant provides the notice contemplated in this paragraph. Notwithstanding the foregoing,the Mortgagee shall have no obligation to remedy or to continue to remedy any such act or omission. 4. Nondisturhance of Tenant. Provided (i) the Lease shall at all times be in full force and effect, (ii) the term of the Lease has commenced,(iii) the Tenant is in actual possession of the Demised Premises, and (iv) the Tenant shall not be in default thereunder (beyond any cure period given to the Tenant to cure such default),then: A-2 Form 12F—Rev.4/34118