Common use of RIGHT TO MORTGAGE Clause in Contracts

RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage.

RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant substantially performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- in-fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereofLease, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. Notwithstanding anything contained in this Lease to the contrary, Tenant shall not have the right to terminate this Lease in accordance with the provisions contained herein so long as this Lease is assigned as additional security for any first institutional loan covering the demised premises.

RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premisesPremises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable subordination, non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit attornment agreement ("D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for TenantSNDA"). It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreementan SNDA, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. The parties acknowledge that the SNDA attached hereto as Exhibit "I" is commercially reasonable. Landlord represents and warrants that, as of the date of this Lease and the Commencement Date, there are no mortgages, ground leases or other encumbrances that could dispossess Tenant's leasehold interest hereunder (collectively, "Mortgages") on Landlord's fee title to the Center. Landlord agrees that Tenant's obligations under this Lease shall be contingent upon Tenant entering into an SNDA with the holder of such Mortgage on or before the Commencement Date.

RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage.

RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's ’s interest in the demised premisesPremises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's ’s rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable subordination, non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten attornment agreement (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant“SNDA”). It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreementan SNDA, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. Landlord represents and warrants that, as of the date of this Lease and the Commencement Date, there are and there shall not be any mortgages, ground leases or other encumbrances that could dispossess Tenant’s leasehold interest hereunder (collectively, “Mortgages”) on Landlord’s fee title to the Center.

RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- in-fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. Notwithstanding anything contained in this Lease to the contrary, Tenant shall not have the right to terminate this Lease in accordance with the provisions contained herein in the event this Lease is assigned as additional security for any loan secured by Landlord's interest in the demised premises.

RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's ’s interest in the demised premisesPremises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's ’s rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable subordination, non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten attornment agreement (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant“SNDA”). It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreementan SNDA, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. The parties acknowledge that the SNDA attached hereto as Exhibit “I” is commercially reasonable. Landlord represents and warrants that, as of the date of this Lease and the Commencement Date, there are no mortgages, ground leases or other encumbrances that could dispossess Tenant’s leasehold interest hereunder (collectively, “Mortgages”) on Landlord’s fee title to the Center. Landlord agrees that Tenant’s obligations under this Lease shall be contingent upon Tenant entering into an SNDA with the holder of such Mortgage on or before the Commencement Date.

RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's ’s interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's ’s rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. Landlord represents and warrants that, as of the commencement date, there shall be no mortgages, ground leases or other encumbrances that could dispossess Tenant’s leasehold interest hereunder (collectively, “Mortgages”) on Landlord’s fee title to the Center other than that certain Deed of Trust and Security Agreement and Fixture Filing and Assignment of Leases and Rents which were filed in King County, Washington, on June 15, 2005, between Massachusetts Mutual Life Insurance Company, as mortgagee, and Landlord, as mortgagor. Landlord agrees that Tenant’s obligations hereunder shall be contingent upon Tenant entering into a commercially reasonable subordination, non-disturbance and attornment agreement (“SNDA”) with such Mortgage holder on or before the commencement date. Further, in the event the conditions set forth herein are not satisfied, Tenant shall have the right to terminate this Lease upon delivery of notice of such election to Landlord any time after the commencement date but prior to Landlord’s satisfaction of the conditions set forth herein. In any event, Tenant shall have no obligations hereunder, specifically including the obligation to pay rent, until the conditions set forth herein are satisfied.

RIGHT TO MORTGAGE. Notwithstanding any provision of this Lease to the contrary, Tenant shall have the right, at any time and from time to time during the Term, and in each case without the consent of Landlord, to mortgage all or any portion of the leasehold estate created by this Lease (whether or not such mortgage shall also cover other properties), and give as collateral to a Leasehold Mortgagee an assignment of and security interest in (a) Landlord reserves the right Building, the Building Equipment, the Development Rights (subject to subject Landlord’s rights under this Lease, including Section 20.2 and subordinate Article 22) and Tenant’s interest (as ground tenant) in and to the Premises, (b) the rents, income, receipts, revenues, issues and profits issuing to the Tenant from the Property Portfolio, (c) any Subleases entered into by Tenant, (d) the purchase option provided in Article 35 and (e) Tenant’s entire interest in this Lease at all times to and the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premisesleasehold estate created hereby; provided, however, that, in order for such mortgage to be a Leasehold Mortgage entitled to the benefits hereof: (i) such mortgage must be held by a Person that no default is an Institutional Lender, (ii) such mortgage must be held by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and an Institutional Lender that is not an Affiliate of Tenant, (iii) such mortgage secures a loan that by its terms is required to be paid in default hereunder, and Tenant attorns full prior to the holder Expiration Date, (iv) no such mortgage shall be a lien on all or any portion of the Landlord’s Estate, (v) a duplicate original or copy of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which mortgage shall be delivered to Landlord (together with written notice specifying the name and address of the Leasehold Mortgagee) and (vi) such mortgage shall provide that insurance proceeds and Awards shall be applied, and disbursed, as described in this Lease. Any such mortgage, as the same may be renewed, extended, modified, consolidated and replaced from time to time, is hereinafter referred to as a “Leasehold Mortgage”. Notwithstanding the foregoing, Tenant shall not have the right to encumber or subordinate the Landlord’s Estate or the Fixed Annual Rent, Additional Rent and other amounts due Landlord under this Lease. Except as otherwise expressly provided in this Lease, nothing contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not shall be disturbed nor this Lease affected by deemed to grant any default under such mortgagelien or other encumbrance encumbering Landlord’s Estate.

RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. Landlord represents and warrants that, as of the commencement date, there shall be no mortgages, ground leases or other encumbrances that could dispossess Tenant's leasehold interest hereunder (collectively, "Mortgages") on Landlord's fee title to the Center other than that certain Deed of Trust and Security Agreement and Fixture Filing and Assignment of Leases and Rents which were filed in King County, Washington, on June 15, 2005, between Massachusetts Mutual Life Insurance Company, as mortgagee, and Landlord, as mortgagor. Landlord agrees that Tenant's obligations hereunder shall be contingent upon Tenant entering into a commercially reasonable subordination, non-disturbance and attornment agreement ("SNDA") with such Mortgage holder on or before the commencement date. Further, in the event the conditions set forth herein are not satisfied, Tenant shall have the right to terminate this Lease upon delivery of notice of such election to Landlord any time after the commencement date but prior to Landlord's satisfaction of the conditions set forth herein. In any event, Tenant shall have no obligations hereunder, specifically including the obligation to pay rent, until the conditions set forth herein are satisfied.

RIGHT TO MORTGAGE. Tenant shall at any time upon not less than seven (a7) Landlord reserves the right days prior written notice from Landlord, execute, acknowledge and deliver to subject and subordinate landlord a statement in writing (i) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification, and certifying that this Lease, as so modified, is in full force and effect) and the date to which the Rent and other charges are paid in advance, if any; (ii) acknowledging that there are not, to Tenant's knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed; and (iii) any additional information, statements or certifications that may be reasonably required by any actual or prospective purchaser or mortgagee of the Building. This Lease, at all times Landlord's option, shall be subordinate to the lien of any deed of trustmortgage, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; providedProperty of which the Premises are a part and to any and all advances made on the security thereof and to all renewals, howevermodifications, that no default by Landlordconsolidations, under any deed of trustreplacements and extensions thereof. Notwithstanding such subordination, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as right to quiet possession of the Premises shall not be disturbed if Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge pay the obligations on its part to be kept Rent and performed under observe and perform all of the terms provisions of this Lease and is not in default under the terms hereofLease, its tenancy will not be disturbed nor unless this Lease affected by is otherwise terminated pursuant to its terms. If any default under mortgagee shall elect to have this Lease prior to the lien of its mortgage, and shall give written notice thereof to Tenant, this Lease shall be deemed prior to such mortgage, whether this Lease is dated prior or subsequent to the date of said mortgage.

RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage.

RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, first mortgage or mortgages now or hereafter placed upon Landlord's interest in the demised premisesPremises to secure a debt not to exceed the sum of $7,500,000; provided, however, that no default by Landlord, Landlord under any deed mortgage, or any action of trustwhatsoever kind or nature taken by any mortgagee, mortgage or mortgagesincluding without limitation the sale of the Premises upon foreclosure of the mortgage, shall affect Tenant's rights under this LeaseLease or, directly or indirectly, disturb Tenant's peaceful and quiet possession and enjoyment of the Premises while Tenant is not in material default under this Lease and so long as Tenant's right to possession of the Premises has not been duly terminated pursuant to and in compliance with the provisions of Paragraph 9 of this Lease. Any such first mortgage, now or hereafter encumbering the Premises, shall provide that the mortgagee or any transferee agrees to recognize this Lease and all of the Tenant's rights hereunder, including Tenant's Option to purchase the Premises, in the event of foreclosure or any other transfer of the Premises, while Tenant performs the obligations imposed upon it hereunder and is not in material default hereunder, under this Lease and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge Tenant's right to possession of the obligations on its part Premises has not been duly terminated pursuant to be kept and performed under in compliance with the terms provisions of Paragraph 9 of this Lease Lease; and is not in default that such agreement of the mortgagee shall also be binding upon: (i) any party that buys the Premises at a mortgage foreclosure sale, and (ii) all persons and parties that, directly or remotely, claim under or through the terms hereof, its tenancy will not be disturbed nor mortgagee or any mortgage foreclosure sale buyer. Tenant agrees that any mortgagee may elect to have this Lease affected a prior lien to its mortgage, and in the event of such election and upon written notification by any default under such mortgagee to Tenant to that effect, this Lease shall be prior in lien to the said mortgage, whether this Lease is dated prior to or subsequent to the date of such mortgage.

RIGHT TO MORTGAGE. (a) Landlord reserves Sublessee acknowledges that Landlord, pursuant to the Master Lease, has reserved the right to subject and subordinate this Lease Sublease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's ’s interest in the demised premises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's Sublessee’s rights under this LeaseSublease, so long as Tenant Sublessee performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant Sublessee attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant Sublessee receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant Sublessee shall execute any instrument presented to Tenant Sublessee for the purpose of effecting such subordination. If TenantSublessee, within ten (10) days after submission of such instrument, fails to execute same, Landlord Sublessor is hereby authorized to execute same as attorney-in- fact for TenantSublessee. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord Sublessor shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant Sublessee or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant Sublessee shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease Sublease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease Sublease affected by any default under such mortgage.

RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any leasehold deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's ’s interest in the demised premisesMaster Lease; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's ’s rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant. It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreement, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage.

RIGHT TO MORTGAGE. (a) Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's ’s interest in the demised premisesPremises; provided, however, that no default by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's ’s rights under this Lease, so long as Tenant performs the obligations imposed upon it hereunder and is not in default hereunder, and Tenant attorns to the holder of such deed of trust or mortgage, its assignee or the purchaser at any foreclosure sale. Any such subordination shall be contingent upon Tenant receiving a commercially reasonable subordination, non-disturbance agreement. The parties agree that the Subordination, Non-Disturbance and Attornment Agreement attached hereto as Exhibit "D" is a commercially reasonable agreement. Tenant shall execute any instrument presented to Tenant for the purpose of effecting such subordination. If Tenant, within ten attornment agreement (10) days after submission of such instrument, fails to execute same, Landlord is hereby authorized to execute same as attorney-in- fact for Tenant“SNDA”). It is a condition, however, to the subordination and lien provisions herein provided, that Landlord shall procure from any such mortgagee an agreement in writing, which shall be delivered to Tenant or contained in the aforesaid subordination agreementan SNDA, providing in substance that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed under the terms of this Lease and is not in default under the terms hereof, its tenancy will not be disturbed nor this Lease affected by any default under such mortgage. The parties acknowledge that the SNDA attached hereto as Exhibit “I” is commercially reasonable. Landlord represents and warrants that, as of the date of this Lease and the Commencement Date, there are no mortgages, ground leases or other encumbrances that could dispossess Tenant’s leasehold interest hereunder (collectively, “Mortgages”) on Landlord’s fee title to the Center other than that certain Deed of Trust, Assignment of Rents and Security Agreement granted by Landlord in favor of Key Bank National Association and recorded on September 6, 2006 in the City of Virginia Beach Recorder’s Office as Document Number 20060906001348180 (the “Mortgage”). Landlord agrees that Tenant’s obligations under this Lease shall be contingent upon Tenant entering into an SNDA with the holder of such Mortgage on or before the Commencement Date.