Item 68 - Crossroads at Washington Affordable Housing Project at 1126, 1136, & 1146 East Washigton Ave.

Home Browse Search

Page | 54 4894-6811-3695v.2 0017787-000542 4894-6811-3695v.2 0017787-000542 Notwithstanding anything herein to the contrary, Lessor shall have no duty or obligation to resolve any disputes or conflicting demands between Leasehold Mortgagees. In the event of any conflicting demands made upon County and/or Agency by multiple Leasehold Mortgagees, Lessor may (subject to any applicable court orders to the contrary) rely on the senior lien priority created when taking into account all subordination and intercreditor agreements then recorded against the Property as determined by a national title company, and, if and to the extent a national title company determines that there are no such subordination and intercreditor agreements so recorded, at the direction of the Leasehold Mortgagee whose Leasehold Mortgage is recorded first in time in the Official Records of the County, as determined by any national title company. 17.9 Condemnation and Insurance Proceeds. Notwithstanding anything to the contrary contained herein, all condemnation proceeds (other than proceeds payable on account of the value of the Lessor’s Fee Interest as encumbered by this Lease) or insurance proceeds shall be subject to and paid in accordance with the requirements of the most senior (in order of lien priority) Leasehold Mortgage, subject, however, to any requirement in this Lease that, to the extent not in con flict with the terms of the applicable Leasehold Mortgage, such proceeds must be used to repair and restore the Improvements to the Premises which were damaged or destroyed by such condemnation or casualty (including, without limitation, as required in Article VII following a casualty and in Section 9.4.3 following a condemnation). The handling and disbursement of any such proceeds used to repair or restore the Improvements to the Premises shall be subject to the requirements of such senior Leasehold Mortgage. The Parties shall give all Leasehold Mortgagee(s) notice of any arbitration or condemnation proceedings, or of any pending adjustment of insurance claims, and any Leasehold Mortgagee shall have the right to intervene therein and shall be made a party to such proceedings. The Parties hereby consent to such intervention. In the event that any Leasehold Mortgagee shall not elect to intervene or become a party to the proceedings, that Leasehold Mortgagee shall receive notice and a copy of any award or decision made in connection therewith. This provision, and Leasehold Mortgagee’s right to condemnation proceeds provided herein shall survive any termination of this Lease upon a total taking under Section 9.39.3. 17.10 Mortgagee Clauses. A standard mortgagee clause naming each Leasehold Mortgagee may be added to any and all insurance policies required to be carried by Tenant hereunder, provided that any such Leasehold Mortgagee shall hold and apply such insurance proceeds subject to the provisions of this Lease to the extent not in conflict with the terms of such Leasehold Mortgage. 17.11 No Waiver. No payment made to Lessor by a Leasehold Mortgagee shall constitute agreement that such payment was, in fact, due under the terms of this Lease; and a Leasehold Mortgagee having made any payment to Lessor pursuant to County and/or Agency’s wrongful, improper or mistaken notice or demand shall be entitled to the return of any such payment or portion thereof. 17.12 Fees and Costs. Tenant agrees to reimburse Lessor for its reasonable attorneys' fees and costs incurred in connection with Lessor’s review and/or approval of any documentation which may be required in connection with any Leasehold Mortgage by Tenant as provided herein. 17.13 No Termination, Cancellation, Surrender or Modification. Without the prior written consent of each Leasehold Mortgagee, (a) this Lease may not be terminated or cancelled by mutual agreement of County, Agency and Tenant, (b) Lessor may not accept the surrender this Lease or the Leasehold Estate created hereunder without the consent of each Leasehold Mortgagee, and (c) Commented [ST26]: Mirrors Stanton Inn. We cannot have the default be recording priority when we have subordination agreements in place setting priority and the ground lessors are our junior lenders. Commented [ST27]: Again, this was agreed to in Stanton Inn. Commented [ST28]: From Stanton Inn. Senior deed of trust provisions must control. EXHIBIT 11