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Non Disturbance Agreement
"I need a Non-Disturbance Agreement for a retail space in Dublin where my tech company is the tenant, with Bank of Ireland as the lender, and we require specific provisions for data center equipment protection in case of landlord default."
1. Parties: Identifies and defines the three main parties: Lender, Landlord, and Tenant
2. Background: Recites the existing lease arrangement, the mortgage/charge, and the purpose of the agreement
3. Definitions: Defines key terms used throughout the agreement, including Property, Lease, Mortgage, etc.
4. Non-Disturbance Covenant: Core provision where Lender agrees not to disturb Tenant's possession upon enforcement of security
5. Recognition of Lease: Lender's acknowledgment of the Lease and agreement to be bound by its terms upon taking possession
6. Tenant's Obligations: Confirms Tenant's continued obligations under the Lease and any additional requirements
7. Notice Requirements: Procedures for serving notices between parties, particularly regarding enforcement actions
8. Governing Law and Jurisdiction: Specifies Irish law as governing law and Irish courts' jurisdiction
1. Attornment: Used when requiring the Tenant to formally recognize the Lender as their new landlord upon enforcement
2. Mortgage Modifications: Include when parties want to address potential future modifications to the mortgage
3. Insurance Provisions: Include when specific insurance arrangements need to be coordinated between parties
4. Subordination: Include when the agreement also includes subordination provisions (making it a SNDA)
5. Assignment and Succession: Include when specific rules for transfer of rights need to be established
6. Cure Rights: Include when giving Lender rights to cure Landlord defaults under the Lease
1. Schedule 1 - Property Description: Detailed legal description of the property including any relevant plans
2. Schedule 2 - Lease Details: Key details of the existing lease including date, parties, and any variations
3. Schedule 3 - Mortgage Details: Details of the mortgage/charge including date, parties, and amount
4. Schedule 4 - Notices Provisions: Detailed contact information and addresses for service for all parties
5. Appendix A - Form of Acknowledgment: Standard form for acknowledging change in landlord upon enforcement
Authors
Commercial Real Estate
Banking and Financial Services
Retail
Hospitality
Industrial and Manufacturing
Office Space and Commercial Property
Healthcare
Technology and Data Centers
Education
Professional Services
Legal
Real Estate
Property Management
Finance
Risk Management
Commercial Operations
Facilities Management
Asset Management
Corporate Services
Investment
Real Estate Manager
Property Director
Commercial Lease Manager
Legal Counsel
Corporate Lawyer
Banking Manager
Mortgage Officer
Commercial Property Manager
Facilities Director
Risk Manager
Commercial Director
Chief Financial Officer
Asset Manager
Investment Manager
Property Portfolio Manager
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