99103613 - Laserfiche WebLink

Browse

. ,� . � � 9'1i�361� Lease") with Agent or any Controlled Affiliate (as hereinafter de�ned), for the then-remaining term of the Lease, on the same terms and conditions as the Lease. Concunent with the execution of the Substitute Lease, Agent shall cure all then-existing monetary defaults under the Lease by Tenant of which Landlord has given Agent prior written notice in accordance with Paragraph 2(a) above and Agent shall commence and diligently prosecute to completion of all nonmonetary defaults of Tenant which are susceptible to cure by any party other than Tenant of which Landlord has given Agent prior written notice in accordance with Paragraph 2(a) above. As used herein, the term "Controlled Affiliate" shall mean any domestic corporation,partnership or other business entity which controls or is controlled by, or under common control with Agent and/or the Banks and that meets the net worth requirement under Paragraph 3(a)below. 3. Landlord Acknowledeement Re a�rding Granting of Leasehold Mort�ge to Agent. In accordance with the terms and provisions of the Lease, the Landlord hereby acknowledges the granting of a leasehold mortgage or deed of trust (the "Leasehold Mortgage") to Agent, limited to TenanYs interest in the Lease, and acknowledges and agrees that Agent or any Controlled Affiliate may succeed to all of the rights and interests of the Tenant under the Lease. Landlord agrees that if Agent or any Controlled Affiliate succeeds to the interest of Tenant under the Lease, (i) excepting only defaults of which Landlord is aware and has given Agent prior written notice in accordance with Section 2(a) hereof, neither Agent nor such Controlled Af�liate shall be liable with respect to such defaults or subject to any claims of Landlord in connection therewith, and (ii) neither Agent nor such Controlled Affiliate shall be bound by any amendment or modification of the Lease made without Agent's prior written consent, which consent shall not be unreasonably withheld or delayed. As part of, and incident to, the right of Tenant to enter into a leasehold mortgage, Landlord con�rms and agrees that,Agent or a Controlled Affiliate shall have the right to assign the Tenant's interest under the Lease to a third party, on one occasion only, without Landlord's consent, and such assignee shall have the same rights as the Tenant originally named in the Lease including, without limitation, the right, if any, to extend the Lease as set forth therein,provided that: (a) such assignee, together with any single guarantor of such assignee's obligations under the Lease, have a collective net worth computed in accordance with generally accepted accounting principles of at least$3,000,000; and (b) such assignee is then operating at least five (5) other restaurants similar to the restaurant to be operated at the Premises; and (c) such assignee has at least three (3) years of experience in operating restaurants similar to the restaurant to be operated on the Premises; and (d) such assignee delivers to Landlord a written assumption agreement signed by such assignee wherein it assumes the obligations of the tenant accruing under the Lease from and after the date of the assignment; Tenant agrees to provide Landlord with notice that the Leasehold Mortgage has been released within a reasonable period of time following such release. 4. No Amendments to Lease. etc. Landlord and Tenant hereby covenant and agree that (i) Landlord and Tenant shall not amend, modify, extend, consolidate, or restate the Lease without the prior written consent of Agent, which consent shall not be unreasonably withheld or delayed, and (ii) Tenant shall not assign, sublet or otherwise transfer either the Lease or any part of Tenant's interest in the Premises without the prior written consent of Agent. 5. A�ent as Third Party Bene�ciary. Agent is a third party beneficiary of the agreements and covenants contained in this Agreement and shall have the right to enforce the terms hereof against Landlord and Tenant. This agreement, and the rights and interests of Agent hereunder may be assigned or transferred by Agent to any Controlled Af�liate. 2