Common use of Non-Disturbance, Subordination and Attornment Clause in Contracts

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in each sublease permitted under Section 23.1 provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee thereunder will, at Lessor's option, attorn to Lessor and waive any right the sublessee may have to terminate the sublease or to surrender possession thereunder as a result of the termination of this Lease and (c) in the event the sublessee receives a written notice from Lessor or Lessor's assignees, if any, stating that Lessee is in default under this Lease, the sublessee, shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may direct. All rentals received from the sublessee by Lessor or Lessor's assignees, if any, shall be credited against amounts owing by Lessee under this Lease. Lessor agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, Tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Lease. Lessor hereby agrees, upon Lessee's request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee under any sublease permitted under Section 23.1 above; provided that the Tenant or any such sublessee has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.2.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in each sublease permitted under Section 23.1 provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee thereunder will, at Lessor's ’s option, attorn to Lessor and waive any right the sublessee may have to terminate the sublease or to surrender possession thereunder as a result of the termination of this Lease and (c) in the event the sublessee receives a written notice from Lessor or Lessor's ’s assignees, if any, stating that Lessee is in default under this Lease, the sublessee, including Sublessee, shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may direct. All rentals received from the sublessee sublessee, including Sublessee, by Lessor or Lessor's ’s assignees, if any, as the case may be, shall be credited against amounts owing by Lessee under this Lease. Lessor Lxxxxx agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, Tenant's any tenant’s or the Sublessee’s possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Leasesublease or the Sublease. Lessor Lxxxxx hereby agrees, upon Lessee's Lxxxxx’s request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee sublessee, including Sublessee, under any sublease permitted under Section 23.1 above; provided that the Tenant or any such sublessee sublessee, including Sublessee, has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.2.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in each sublease permitted under Section 23.1 hereunder provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor Landlord hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee subtenant thereunder will, at Lessor's Landlord’s option, attorn to Lessor Landlord and waive any right the sublessee subtenant may have to terminate the sublease or to surrender possession thereunder as a result of the termination of this Lease and (c) in the event the sublessee subtenant receives a written notice from Lessor Landlord or Lessor's Landlord’s assignees, if any, stating that Lessee Tenant is in default under this Lease, the sublessee, subtenant shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may direct. All rentals received from the sublessee subtenant by Lessor Landlord or Lessor's Landlord’s assignees, if any, as the case may be, shall be credited against amounts owing by Lessee Tenant under this Lease. Lessor agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, Tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Lease. Lessor Landlord hereby agrees, upon Lessee's Tenant’s request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee subtenant under any sublease permitted under Section 23.1 20.1 above; provided that the Tenant or any such sublessee subtenant has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.220.2.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in each sublease permitted under Section 23.1 provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee thereunder will, at Lessor's option, attorn to Lessor and waive any right the sublessee may have to terminate the sublease or to surrender possession 37 38 thereunder as a result of the termination of this Lease and (c) in the event the sublessee receives a written notice from Lessor or Lessor's assignees, if any, stating that Lessee is in default under this Lease, the sublessee, shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may direct. All rentals received from the sublessee by Lessor or Lessor's assignees, if any, shall be credited against amounts owing by Lessee under this Lease. Lessor agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, Tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Lease. Lessor hereby agrees, upon Lessee's request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee under any sublease permitted under Section 23.1 above; provided that the Tenant or any such sublessee has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.2.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in each sublease permitted under Section 23.1 hereunder provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor Landlord hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee subtenant thereunder will, at Lessor's Landlord’s option, attorn to Lessor Landlord and waive any right the sublessee subtenant may have to terminate the sublease or to surrender possession thereunder as a result of the termination of this Lease and (c) in the event the sublessee subtenant receives a written notice from Lessor Landlord or Lessor's Landlord’s assignees, if any, stating that Lessee Tenant is in default under this Lease, the sublessee, subtenant shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may direct. All rentals received from the sublessee subtenant by Lessor Landlord or Lessor's Landlord’s assignees, if any, as the case may be, shall be credited against amounts owing by Lessee Tenant under this Lease. Lessor Landlord agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee Tenant pursuant to the terms of this Lease, or at law or in equity, Tenant's any subtenant’s possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Leasesublease. Lessor Landlord hereby agrees, upon Lessee's Tenant’s request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee subtenant under any sublease permitted under Section 23.1 20.1 above; provided that the Tenant or any such sublessee subtenant has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.220.2.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in each sublease permitted under Section 23.1 provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee thereunder will, at Lessor's option, attorn to Lessor and waive any right the sublessee may have to terminate the sublease or to surrender possession thereunder as a result of the termination of this Lease Lease, and (c) in the event the sublessee receives a written notice from Lessor or Lessor's assignees, if any, stating that Lessee is in default under this Lease, the sublessee, sublessee shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may direct. All rentals received from the sublessee by Lessor or Lessor's assignees, if any, shall be credited against amounts owing by Lessee under this Lease. Lessor agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, a Tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Lease. Lessor hereby agrees, upon Lessee's request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee under any sublease permitted under Section 23.1 above; provided that the Tenant -------- or any such sublessee has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.2.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in each written sublease permitted under Section 23.1 provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee thereunder will, at Lessor's option, attorn to Lessor and waive any right the sublessee may have to terminate the sublease or to surrender possession thereunder as a result of the termination of this Lease and (c) in the event the sublessee receives a written notice from Lessor or Lessor's assignees, if any, stating that Lessee is in default under this Lease, the sublessee, shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may direct. All rentals received from the sublessee by Lessor or Lessor's assignees, if any, shall be credited against amounts owing by Lessee under this Lease. Lessor agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, Tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Lease. Lessor hereby agrees, upon Lessee's request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee under any sublease permitted under Section 23.1 above; provided that the Tenant or any such sublessee has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.2.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in each sublease permitted under Section 23.1 provisions to the effect that (a) such sublease is Tenant agrees: (i) that this Lease is, and all of Tenant’s rights hereunder are and shall always be, subject and subordinate to any Mortgage now existing or hereafter given by Landlord and to all of the terms and provisions of this Lease advances made or to be made thereunder and to the rights interest thereon, and all renewals, replacements, modifications, consolidations, or extensions thereof; and (ii) that if any Landlord’s Mortgagee or if the purchaser at any foreclosure sale or at any sale under a power of Lessor hereundersale or assent to decree contained in attorn to, and recognize such Mortgagee or purchaser, as the case may be, as Landlord under this Lease for the balance then remaining of the Term of this Lease, subject to all terms of this Lease; and (iii) that the aforesaid provisions shall be self-operative, and no further instrument or document shall be necessary unless required by any such Mortgagee or purchaser. (b) in Notwithstanding anything to the event contrary set forth above, any Landlord’s Mortgagee may at any time subordinate its Mortgage to this Lease, without Tenant’s consent, by execution of a written document subordinating such Mortgage to this Lease to the extent set forth therein, and there upon this Lease shall terminate before be deemed prior to such Mortgage to the expiration extent set forth in such written document without regard to their respective dates of execution, delivery and or recording. In that event, to the extent set forth in such written document, such Mortgagee shall have the same rights with respect to this Lease as though this Lease had been executed and this Lease or memorandum thereof recorded prior to the execution, delivery, and recording of the Mortgage. Should Landlord or any Mortgagee or purchaser desire confirmation of either such subordination or such attornment, as the case may be, Tenant upon written request, and from time to time, will execute and deliver without charge and in form satisfactory, to Landlord, the Mortgagee, or the purchaser all instruments and/or documents that may be requested to acknowledge such subordination and/or agreement to attorn, in recordable form, within fifteen (15) days of such subleaserequest. (c) Tenant agrees that no Landlord Mortgagee, Landlord Mortgagee-in-possession, or purchaser shall be bound by any payment of Rent made more than thirty (30) days prior to its due date, and any such sum shall be due and payable on the sublessee thereunder willdue date. Tenant further agrees that no Landlord’s Mortgagee, at Lessor's optionLandlord’s Mortgagee-in-possession, attorn or purchaser shall be responsible for the Security Deposit or other similar funds in respect to Lessor this Lease not actually paid to it. (d) In the event that Tenant fails to execute and waive any right deliver the sublessee instruments and documents as provided for in this Section within the time period set forth herein, Tenant does hereby make, constitute, and appoint Landlord or such Mortgagee or purchaser, as the case may have be, as Tenant’s attorney-in-fact and in its name, place and stead to do so. The aforesaid power of attorney is given as security coupled with an interest and is irrevocable. (e) So long as no default as set forth in Section 27 has occurred which has continued to exist for such period of time (after notice and cure period, required by this Lease) as would entitle Landlord to terminate the sublease this Lease or to surrender possession thereunder as a result would cause, without any further action of Landlord, the termination of this Lease, this Lease shall not be terminated, nor shall Tenant’s use, possession or enjoyment of the Premises be interfered with, nor shall the leasehold estate granted by this Lease be affected in any other manner, in any foreclosure or any action or proceeding instituted under or in connection with the Mortgage (or any other mortgage, deed of trust, security agreement or lien instrument of any type or nature) or, in case Mortgagee (or any secured party or beneficiary under any of the foregoing) takes possession of the Premises pursuant to any provision of the Mortgage. Upon the request of Tenant, Landlord agrees to use its reasonable efforts to have any Mortgagee execute a document to this effect. (f) If Landlord transfers title to the Property, Tenant shall attorn to such transferee, provided that the transferee fully assumes Landlord’s covenants and obligations under this Lease and (c) in the event the sublessee receives a written notice from Lessor or Lessor's assignees, if any, stating that Lessee is in default recognizes Tenant’s right under this Lease, the sublessee, and Tenant shall thereafter be obligated continue to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may direct. All rentals received from the sublessee by Lessor or Lessor's assignees, if any, shall be credited against amounts owing by Lessee perform Tenant’s obligations under this Lease. Lessor agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, Tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Lease. Lessor hereby agrees, upon Lessee's request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee under any sublease permitted under Section 23.1 above; provided that the Tenant or any such sublessee has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.2.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in ----------------------------------------------- each sublease permitted under Section 23.1 provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee thereunder will, at Lessor's option, attorn to Lessor and waive any right the sublessee may have to terminate the sublease or to surrender possession thereunder as a result of the termination of this Lease and (c) in the event the sublessee receives a written notice from Lessor or Lessor's assignees, if any, stating that Lessee there is in default an Event of Default under this Lease, the sublessee, shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may directdirect until advised that such Event of Default is no longer outstanding. All rentals received from the sublessee by Lessor or Lessor's assignees, if any, shall be credited against amounts owing by Lessee under this Lease. Lessor agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, Tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Lease. Lessor hereby agrees, upon Lessee's request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee under any sublease permitted under Section 23.1 above; provided that the Tenant or any such sublessee has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.223.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert --------------------------------------------- in each sublease permitted under Section 23.1 provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee thereunder will, at Lessor's option, attorn to Lessor and waive any right the sublessee may have to terminate the sublease or to surrender possession thereunder as a result of the termination of this Lease and (c) in the event the sublessee receives a written notice from Lessor or Lessor's assignees, if any, stating that Lessee there is in default an Event of Default under this Lease, the sublessee, shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may directdirect until advised that such Event of Default is no longer outstanding. All rentals received from the sublessee by Lessor or Lessor's assignees, if any, shall be credited against amounts owing by Lessee under this Lease. Lessor agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, Tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Lease. Lessor hereby agrees, upon Lessee's request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee under any sublease permitted under Section 23.1 above; provided that the Tenant or any such sublessee has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.2.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert insect in each sublease permitted under Section 23.1 provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee thereunder will, at Lessor's option, attorn to Lessor and waive any right the sublessee may have to terminate the sublease or to surrender possession thereunder as a result of the termination of this Lease and (c) in the event the sublessee receives a written notice from Lessor or Lessor's assignees, if any, stating that Lessee is in default under this Lease, the sublessee, shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may direct. All rentals received from the sublessee by Lessor or Lessor's assignees, if any, shall be credited against amounts owing by Lessee under this Lease. Lessor agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, Tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Lease. Lessor hereby agrees, upon Lessee's request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee under any sublease permitted under Section 23.1 above; provided that the Tenant or any such sublessee has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.223.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in each sublease permitted under Section 23.1 20.1 provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor Landlord hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee thereunder will, at LessorLandlord's option, attorn to Lessor Landlord and waive any right the sublessee may have to terminate the sublease or to surrender possession thereunder as a result of the termination of this Lease and (c) in the event the sublessee receives a written notice from Lessor Landlord or LessorLandlord's assignees, if any, stating that Lessee is in default an Event of Default has occurred under this Lease, the sublessee, sublessee shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, Landlord or as such party Landlord may direct. All rentals received from the sublessee by Lessor Landlord or LessorLandlord's assignees, if any, as the case may be, shall be credited against amounts owing by Lessee Tenant under this Lease. Lessor Landlord agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee Landlord pursuant to the terms of this Lease, or at law or in equity, Tenantany tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Lease. Lessor hereby agrees, upon Lessee's request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee under any sublease permitted under Section 23.1 above; provided that the Tenant or any such sublessee has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.2sublease.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in each sublease permitted under Section 23.1 provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee thereunder will, at Lessor's option, attorn to Lessor and waive any right the sublessee may have to terminate the sublease or to surrender possession thereunder as a result of the termination of this Lease and (c) in the event the sublessee receives a written notice from Lessor or Lessor's Lessor s assignees, if any, an stating that Lessee is in default under this Lease, the sublessee, shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may direct. All rentals received from the sublessee by Lessor or Lessor's assignees, if any, shall be credited against amounts owing by Lessee under this Lease. Lessor agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, equity Tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Lease. Lessor hereby agrees, upon Lessee's request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee under any sublease permitted under Section 23.1 above; provided that the Tenant or any such sublessee has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.223.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in each sublease permitted under Section 23.1 provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee thereunder will, at Lessor's option, attorn to Lessor and waive any right the sublessee may have to terminate the sublease or to surrender possession thereunder as a result of the termination of this Lease and (c) in the event the sublessee receives a written notice from Lessor or Lessor's assignees, if any, stating that Lessee is in default under this Lease, the sublessee, sublessee shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may direct. All rentals received from the sublessee by Lessor or LessorLxxxxx's assignees, if any, as the case may be, shall be credited against amounts owing by Lessee under this Lease. Lessor Lxxxxx agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, Tenantany tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Leasesublease. Lessor hereby agrees, upon Lessee's Lxxxxx’s request, to execute a nondisturbance non-disturbance agreement in favor of any Tenant tenant or in favor of any sublessee under any sublease permitted under Section 23.1 above; provided that the Tenant or any such sublessee has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.2.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in --------------------------------------------- each sublease permitted under Section 23.1 provisions to the effect that (a) such sublease is subject and subordinate to all of the terms and provisions of this Lease and to the rights of Lessor hereunder, (b) in the event this Lease shall terminate before the expiration of such sublease, the sublessee thereunder will, at Lessor's option, attorn to Lessor and waive any right the sublessee may have to terminate the sublease or to surrender possession thereunder as a result of the termination of this Lease and (c) in the event the sublessee receives a written notice from Lessor or Lessor's assignees, if any, stating that Lessee there is in default an Event of Default under this Lease, the sublessee, shall thereafter be obligated to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may directdirect until advised that such Event of Default is no longer outstanding. All rentals received from the sublessee by Lessor or Lessor's assignees, if any, shall be credited against amounts owing by Lessee under this Lease. Lessor agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, Tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Lease. Lessor hereby agrees, upon Lessee's request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee under any sublease permitted under Section 23.1 above; provided that the Tenant or any such sublessee has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.2.

Non-Disturbance, Subordination and Attornment. Except for existing Tenant Leases, Lessee shall insert in each sublease permitted under Section 23.1 provisions to the effect that (a) such sublease is Tenant agrees: (i) that this Lease is, and all of Tenant's rights hereunder are and shall always be, subject and subordinate to any Mortgage now existing or hereafter given by Landlord and to all of the terms and provisions of this Lease advances made or to be made thereunder and to the rights interest thereon, and all renewals, replacements, modifications, consolidations, or extensions thereof; and (ii) that if any Landlord's Mortgagee or if the purchaser at any foreclosure sale or at any sale under a power of Lessor hereundersale or assent to decree contained in attorn to, and recognize such Mortgagee or purchaser, as the case may be, as Landlord under this Lease for the balance then remaining of the Term of this Lease, subject to all terms of this Lease; and (iii) that the aforesaid provisions shall be self-operative, and no further instrument or document shall be necessary unless required by any such Mortgagee or purchaser. (b) in Notwithstanding anything to the event contrary set forth above, any Landlord's Mortgagee may at any time subordinate its Mortgage to this Lease, without Tenant's consent, by execution of a written document subordinating such Mortgage to this Lease to the extent set forth therein, and there upon this Lease shall terminate before be deemed prior to such Mortgage to the expiration extent set forth in such written document without regard to their respective dates of execution, delivery and/or recording. In that event, to the extent set forth in such written document, such Mortgagee shall have the same rights with respect to this Lease as though this Lease had been executed and this Lease or memorandum thereof recorded prior to the execution, delivery, and recording of the Mortgage. Should Landlord or any Mortgagee or purchaser desire confirmation of either such subordination or such attornment, as the case may be, Tenant upon written request, and from time to time, will execute and deliver without charge and in form satisfactory to Landlord, the Mortgagee, or the purchaser all instruments and/or documents that may be requested to acknowledge such subordination and/or agreement to attorn, in recordable form, within fifteen (15) days of such subleaserequest. (c) Tenant agrees that no Landlord Mortgagee, Landlord Mortgagee-in-possession, or purchaser shall be bound by any payment of Rent made more than thirty (30) days prior to its due date, and any such sum shall be due and payable on the sublessee thereunder willdue date. Tenant further agrees that no Landlord's Mortgagee, at LessorLandlord's optionMortgagee-in-possession, attorn or purchaser shall be responsible for the Security Deposit or other similar funds in respect to Lessor this Lease not actually paid to it. (d) In the event that Tenant fails to execute and waive any right deliver the sublessee instruments and documents as provided for in this Section within the time period set forth herein, Tenant docs hereby make, constitute, and appoint Landlord or such Mortgagee or purchaser, as the case may have be, as Tenant's attorney-in-fact and in its name, place and stead to do so. The aforesaid power of attorney is given as security coupled with an interest and is irrevocable. (e) So long as no default as set forth in Section 27 has occurred which has continued to exist for such period of time (after notice and cure period, required by this Lease) as would entitle Landlord to terminate the sublease this Lease or to surrender possession thereunder as a result would cause, without any further action of Landlord, the termination of this Lease, this Lease shall not be terminated, nor shall Tenant's use, possession or enjoyment of the Premises be interfered with, nor shall the leasehold estate granted by this Lease be affected in any other manner, in any foreclosure or any action or proceeding instituted under or in connection with the Mortgage (or any other mortgage, deed of trust, security agreement or lien instrument of any type or nature) or, in case Mortgagee (or any secured party or beneficiary under any of the foregoing) takes possession of the Premises pursuant to any provision of the Mortgage. Upon the request of Tenant, Landlord agrees to use its reasonable efforts to have any Mortgagee execute a document to this effect. (f) If Landlord transfers title to the Property, Tenant shall attorn to such transferee, provided that the transferee fully assumes Landlord's covenants and obligations under this Lease and (c) in the event the sublessee receives a written notice from Lessor or Lessorrecognizes Tenant's assignees, if any, stating that Lessee is in default right under this Lease, the sublessee, and Tenant shall thereafter be obligated continue to pay all rentals accruing under said sublease directly to the party giving such notice, or as such party may direct. All rentals received from the sublessee by Lessor or Lessorperform Tenant's assignees, if any, shall be credited against amounts owing by Lessee obligations under this Lease. Lessor agrees that notwithstanding any default, termination, expiration, sale, entry or other act or omission of Lessee pursuant to the terms of this Lease, or at law or in equity, Tenant's possession shall not be disturbed unless such possession may otherwise be terminated pursuant to the terms of the applicable Tenant Lease. Lessor hereby agrees, upon Lessee's request, to execute a nondisturbance agreement in favor of any Tenant or in favor of any sublessee under any sublease permitted under Section 23.1 above; provided that the Tenant or any such sublessee has acknowledged all of the foregoing provisions and executed all documents required by this Section 23.2.