Circuit City 1997 Annual Report Download - page 41

in good condition and whether Tenant is complying with its obligations under this Lease; (b) To do any necessary maintenance and to make
any restoration to the Premises or the Project that Landlord has the right or obligation to perform under this Lease; (c) To post "for sale" signs
at any time during the Term, to post "for rent" or "for lease" signs during the last 90 days of the Term, or during any period while Tenant is in
default; (d) To show the Premises to prospective brokers, agents, buyers, tenants or persons interested in an exchange, at any time during the
Term; (e) To repair, maintain or improve the Project and to erect scaffolding and protective barricades around and about the Premises or the
Project; or (f) To discharge Tenant's obligations hereunder when Tenant has failed to do so in accordance with the terms of this Lease.
Landlord shall not be liable in any manner for any inconvenience, disturbance, loss of business, nuisance or other damage arising out of
Landlord's entry onto the Premises as provided in this PARAGRAPH 23. Tenant shall not be entitled to an abatement or reduction of rent if
Landlord exercises any rights reserved in this PARAGRAPH 23. Landlord shall reasonably attempt to conduct his activities on the Premises as
provided herein in a manner that will cause the least inconvenience, annoyance or disturbance to Tenant. For each of these purposes, Landlord
shall at all times have and retain a key with which to unlock all the doors in, upon and about the Premises, excluding Tenant's vaults and safes.
Tenant shall not alter any lock or install a new or additional lock or bolt on any door of the Premises, without the prior written consent of
Landlord. If Landlord gives it s consent, Tenant shall furnish Landlord with a key for any such lock.
All covenants and agreements to be performed by Tenant under any of the terms of this Lease shall be performed by Tenant at Tenant's sole
cost and expense without any abatement of rent. If Tenant shall fail to pay any sum of money, other than Monthly Basic Rent, required to be
paid by it hereunder or shall fail to perform any other act on its part to be performed hereunder, and such failure shall continue for ten (10) days
after notice thereof by Landlord (or such other period as specifically provided herein), Landlord may, without waiving or releasing Tenant from
any obligations of Tenant, but shall not be obligated to, make any such payment or perform any such other act on Tenant's part to be made or
performed in this Lease; provided, however, all sums so paid by Landlord and all necessary incidental costs together with interest thereon at the
lesser of 12% or the maximum rate an individual is permitted to charge by law from the date of such payment by Landlord, shall be payable to
Landlord on demand. Tenant covenants to pay any such sums, and Landlord shall have (in addition to all other rights or remedies of Landlord)
the same rights and remedies in the event of the nonpayment thereof by Tenant as in the case of default by Tenant in the payment of the rent.
FOLLOWING FOUR (4) LATE PAYMENTS OF RENT DURING ANY TWELVE MONTH PERIOD, LANDLORD SHALL HAVE THE
OPTION TO REQUIRE THAT TENANT INCREASE THE AMOUNT OF SECURITY DEPOSIT REQUIRED UNDER PARAGRAPH 8
BY FIFTY PERCENT (50%), WHICH ADDITIONAL SECURITY DEPOSIT SHALL BE RETAINED BY LANDLORD AND MAY BE
APPLIED BY LANDLORD IN THE MANNER PROVIDED IN PARAGRAPH 7.
24. SUBORDINATION.
Without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, and unless otherwise
elected by Landlord or any mortgagee or any beneficiary of a Deed of Trust with a lien on the Project or any ground lessor with respect to the
Project(or any part thereof), this Lease shall be subject and subordinate at all times to
(a) all ground leases or underlying leases which may now exist or hereafter be executed affecting the Project, or the land upon which the
Project is situated, or both, and (b) the lien of any mortgage or deed of trust which may now exist or hereafter be executed in any amount for
which the Project, ground leases or underlying leases, or Landlord's interest or estate in any of said items is specified as security.
Notwithstanding the foregoing, Tenant acknowledges that Landlord shall have the right to subordinate or cause to be subordinated this Lease to
any such ground leases or underlying lease or any such liens to this Lease. In the event that any ground leases or underlying leases or any such
liens to this Lease. In the event that nay ground lease or underlying lease terminates for any reason or any mortgage or Deed of Trust is
foreclosed or a conveyance in lieu of foreclosure is made for any reason, Tenant shall, notwithstanding any subordination, attorn to and become
the tenant of the successor in interest to Landlord, and TENANT'S OCCUPANCY OF THE PREMISES SHALL NOT BE DISTURBED FOR
SO LONG AS TENANT IS IN COMPLIANCE WITH THE PROVISIONS OF THIS LEASE. Tenant covenants and agrees to execute and
deliver, upon demand by landlord and in the form requested by landlord any additional documents evidencing the priority or subordination of
this Lease with respect to any such ground lease or underlying leases or the lien of any such mortgage or Deed of Trust. Tenant hereby
irrevocably appoints Landlord as attorney-in-fact of Tenant to execute, deliver and record any such document in the name and on behalf of
Tenant.
Notwithstanding the foregoing, Tenant acknowledges that the Project is encumbered by a deed of trust including an assignment of rents (the
"Mortgage") in favor of Connecticut General Life Insurance Company ("Mortgagee"), and that this Lease is and shall be subordinate to the lien
of the Mortgage. If Mortgagee succeeds to the interest of Landlord under this Lease, Tenant acknowledges and agrees that Mortgagee shall not
be (i) liable for any act or omission of any prior landlord (including Landlord),
(ii) liable for the return of any security deposit unless such deposit has been delivered to Mortgagee by Landlord or is in an escrow fund
available to Mortgagee, (iii) subject to any offsets or defenses that Tenant might have against prior landlord (including Landlord), (iv) bound
by any rent or additional rent that Tenant might have paid for more than the current month to any prior landlord (including Landlord), (v)
bound by any amendment, modification or termination of this Lease made without Mortgagee's consent,
(vi) personally liable under this Lease, Mortgagee's liability hereunder being limited to its interest in the Project, or (vii) bound by any notice of
termination given by Landlord to Tenant without Mortgagee's prior written consent thereto.
25. NOTICE.
Any notice, demand, request, consent, approval or communication desired by either party or required to be given, shall be in writing and served
either personally or sent by prepaid certified fist class mail, return receipt requested, addressed as set forth in SUBPARAGRAPH 1(B) AND 1
(C). Either party may change its address by notification to the other party. NOTICES TO TENANT SHALL ALSO BE SENT TO GENERAL
COUNSEL, 22 HARBOR PARK DRIVE, PORT WASHINGTON, NEW YORK 11050. Notice shall be deemed to be communicated 48 hours
from the time of mailing, or at the time of service as provided in this PARAGRAPH 25.