Common use of Rights of Mortgagee Clause in Contracts

Rights of Mortgagee. Lessee accepts this Lease subject and subordinate to any recorded lease, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of Lessor's interest in the Property, whether or not in connection with a mortgage, Lessee hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded lease, mortgage or deed of trust lien presently existing, if any, existing or hereafter encumbering created upon the Property Building and to all existing ordinances and recorded restrictions, covenants, easements, easements and agreements with respect to the Property, Lessor Building. Landlord is hereby is irrevocably vested with full power and authority to subordinate LesseeTenant's interest under this Lease to any first mortgage or deed of trust lien hereafter placed on the PropertyPremises, and Tenant agrees upon demand to execute additional instruments subordinating this lease as Landlord may require. Upon any foreclosure, judicially If the interests of Landlord under this Lease shall be transferred by reason of foreclosure or non- judicially, other proceedings for enforcement of any such mortgagefirst mortgage or deed of trust on the Premises, or Tenant shall be bound to the sale transferee (sometimes called the "Purchaser") at the option of the Property in lieu Purchaser, under the terms, covenants and conditions of foreclosurethis Lease for the balance of the term remaining, including any extensions or any other transfer of Lessor's interest in renewals, with the Propertysame force and effect as if the Purchaser were Landlord under this Lease, whether or not in connection with a mortgageand, Lessee hereby doesif requested by the Purchaser, and hereafter Tenant agrees to attorn to the purchaser at such foreclosure sale or to Purchaser, including the grantee first mortgagee under any deed in lieu such mortgage if it be the Purchaser, as its Landlord. Notwithstanding the foregoing, Landlord shall, within thirty (30) days after Tenant's execution of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, provide Tenant with evidence reasonably satisfactory to Tenant that each mortgagee whose lien is superior to the leasehold estate created by this Lease has entered into a written agreement, reasonably satisfactory in form and substance to Tenant, by which such mortgagee has agreed that so long as no further attornment default by Tenant under this Lease has occurred or has continued beyond any applicable grace period. Tenant will not be disturbed in Tenant's possession and enjoyment of the Premises by any foreclosure or other agreement shall be required action to effect or enforce such mortgagee's lien. If Landlord fails to provide such evidence Lessee's attornment to and recognition of within such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale30-day period, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demandTenant may, at Tenant's option, terminate this Lease by notice to Landlord. In addition, the subordination of this Lease to any time, before future mortgage or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to deed of trust is conditioned upon the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as execution by the mortgagee or other prospective transferee may beneficiary of a similar written agreement, also reasonably require. Notwithstanding anything satisfactory in form and substance to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriateTenant.

Rights of Mortgagee. Lessee accepts this (a) This Lease shall be subject and subordinate at all times to the lien of any recorded lease, mortgage or deed of trust lien presently existing, if any, mortgages now or hereafter encumbering placed upon the Property Premises, Building and/or Project and land of which they are a part without the necessity of any further instrument or act on the part of Tenant to all existing ordinances effectuate such subordination. Tenant further agrees to execute and recorded restrictionsdeliver upon demand such further instrument or instruments evidencing such subordination of this Lease to the lien of any such mortgage and such further instrument or instruments of attornment as shall be desired by any mortgagee or proposed mortgagee or by any other person. Notwithstanding the foregoing, covenantsany mortgagee may at any time subordinate its mortgage to this Lease, easementswithout Tenant's consent, by notice in writing to Tenant, and agreements thereupon this Lease shall be deemed prior to such mortgage without regard to their respective dates of execution and delivery and in that event such mortgagee shall have the same rights with respect to the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest under this Lease as though it had been executed prior to any mortgage the execution and delivery of the mortgage. (b) In the event Landlord shall be or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- judicially, is alleged to be in default of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of Lessor's interest in the Property, whether or not in connection with a mortgage, Lessee hereby does, and hereafter agrees its obligations owing to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Tenant under this Lease, Tenant agrees to give to the holder of any mortgage (collectively the "Mortgagee") now or hereafter placed upon the Premises, Building and/or Project, notice by registered mail of any such default which Tenant shall have served upon Landlord, provided that prior thereto Tenant has been notified in writing (by way of Notice of Assignment of Rents and/or Leases or otherwise in writing to Tenant) of the name and no addresses of any such Mortgagee. Tenant shall not be entitled to exercise any right or remedy as there may be because of any default by Landlord without having given such notice to the Mortgagee; and Tenant further attornment agrees that if Landlord shall fail to cure such default: (i) the Mortgagee shall have any additional time periods (measured from the later of the date on which the default should have been cured by Landlord or other agreement shall be required to effect or evidence Lesseethe Mortgagee's attornment to and recognition receipt of such purchaser notice from Tenant), within which to cure such default, provided that if such default be such that the same could not be cured within such period and is diligently pursuing the remedies necessary to effectuate the cure (including but not limited to foreclosure proceedings if necessary to effectuate the cure); and (ii) Tenant shall not exercise any right or grantee remedy as Lessor hereunder. Such agreement there may be arising because of Lessee Landlord's default, including but not limited to, termination of this Lease as may be expressly provided for herein or available to attorn shall survive any Tenant as a matter of law, if the Mortgagee either has cured the default within such foreclosure sale, trustee's sale, conveyance in lieu thereoftime periods, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee case may reasonably require. Notwithstanding anything to be, has initiated the contrary implied in this Section, any mortgagee under any mortgage shall have cure of same within such period and is diligently pursuing the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions cure of same as the mortgagee in its discretion may consider appropriateaforesaid.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded leaseLease, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor . Landlord hereby is irrevocably vested with full power and authority to subordinate Lessee's Tenants interest under this Lease lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- non-judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of LessorLandlord's interest in the Property, whether or not in connection with a mortgage, Lessee Tenant hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee transfer of LessorLandlord's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Landlord under this Lease, and end no further attornment or other agreement shall be required to effect or evidence LesseeTenant's attornment to and recognition of such purchaser or grantee as Lessor Landlord hereunder. Such agreement of Lessee Tenant to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of LessorLandlord's interest in the Property. LesseeTenant, upon demandwithin ten (10 days after receipt of a request to do so, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, acknowledge and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement attached hereto as Exhibit C and incorporated by reference herein, and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to , and Tenant hereby irrevocably appoints Landlord as Tenants agent and attorney-in-fact for the contrary implied in this Sectionpurpose of executing, any mortgagee under any mortgage shall have the right at any time to subordinate acknowledging, and delivering any such mortgage instruments and certificates, in the event Tenant fails to furnish the requested non-disturbance and attornment agreement as required by this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriateArticle 9.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded leasemortgage, mortgage or deed of trust or other lien (a "Mortgage") presently existing, if any, existing or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements exist with respect to the PropertyLeased Premises. Further, Lessor but without limiting the preceding sentence, Landlord is hereby is irrevocably vested with full power and authority to subordinate Lesseeand/or to evidence such subordination of Tenant's interest under this Lease to any mortgage or deed of trust lien Mortgage hereafter placed on the Property. Upon any foreclosureLeased Premises, judicially and Tenant agrees upon demand to execute such additional instruments subordinating this Lease, and further defining the terms of such subordination, as well as the attornment discussed below, as Landlord or non- judicially, the holder of any such mortgageMortgage, may require. Tenant agrees to provide to the holder of any such Mortgage, whose name and address have been provided to Tenant (a "Mortgagee"), a copy of each notice to Landlord which alleges any act, omission, or condition that might constitute a default by Landlord hereunder and Mortgagee, in its sole discretion, shall have all rights of Landlord hereunder to cure any such default. If the sale interests of Landlord under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any Mortgage on the Leased Premises, at the election of the Property in lieu transferee (sometimes called the "Purchaser") Tenant shall be bound to the Purchaser under the terms and conditions of foreclosurethis Lease for the balance of the remaining Lease term, including any extensions or renewals, with the same force and effect as if the Purchaser were Landlord under this Lease; provided, however, that such Purchaser shall not be liable or bound to Tenant (i) for any act or omission of any prior landlord, (ii) for any offsets or defenses which Tenant might have against any prior landlord, (iii) for or by any Rent which Tenant might have paid for more than the current month, (iv) by any amendment or modification of, or consensual termination agreement with respect to, the Lease made without the Mortgagee's consent, (v) for any other transfer Security Deposit given by Tenant to a prior landlord unless such deposit is actually received by such Purchaser, (vi) for any repairs or replacements required by this Lease arising prior to the date Purchaser takes possession of Lessor's interest the Leased Premises, or (vii) for any moving, relocation or refurbishment allowance or any construction of or payment or allowance for tenant improvements to the Leased Premises or any part thereof for the benefit of Tenant except as set forth in this Lease. Tenant further agrees at the Property, whether or not in connection with a mortgage, Lessee hereby does, and hereafter agrees election of the Purchaser to attorn to the purchaser at such foreclosure sale or Purchaser, including the Mortgagee if it be the Purchaser, as its Landlord. Such attornment shall be effective without the execution of any further instruments upon the Purchaser's succeeding to the grantee under any deed in lieu interest of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Landlord under this Lease. The respective rights and obligations of Tenant and the Purchaser upon the attornment, to the extent of the then remaining balance of the term of this Lease and no further attornment or other agreement any extensions and renewals, shall be required and are the same as those set forth in this Lease, but Tenant agrees upon demand to effect or evidence Lessee's attornment to and recognition execute such additional instruments defining the terms of such purchaser attornment as Landlord or grantee as Lessor hereunderthe Purchaser may require. Such agreement Each such Mortgagee and each such Purchaser shall be a third-party beneficiary of Lessee to attorn shall survive the provisions of this Paragraph. *Upon written request by Tenant and provided Tenant is not in default of any such foreclosure saleterms, trustee's sale, conveyance in lieu thereofconditions, or any other transfer provisions of Lessor's interest in the Property. LesseeLease, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver Landlord agrees to the prospective transferee and/or mortgagee the Lease Subordination, Nonuse best efforts to obtain a non-disturbance and Attornment Agreement and agreement from any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee lender or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriatepurchaser.

Rights of Mortgagee. Lessee accepts It is understood and agreed that the rights and interests of Tenant under this Lease shall be subject and subordinate to any recorded leasemortgages or deeds of trust that may hereafter be placed upon the Building and/or the Land, and to any and all advances to be made thereunder, and to the interest thereon, and all renewals, modifications, replacements and extensions thereof, if the mortgagee or trustee named in said mortgages or deeds of trust shall elect by notice delivered to Tenant to subject and subordinate the rights and interest of Tenant under this Lease to the lien of its mortgage or deed of trust lien presently existing, if any, trust; it is further agreed that any mortgagee or hereafter encumbering trustee may elect to give the Property rights and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest of Tenant under this Lease to any priority over the lien of its mortgage or deed of trust trust. In the event of either such election, and upon notification by such mortgagee or trustee to Tenant to that effect, the rights and interest of Tenant under this Lease shall be deemed to be subordinate to, or to have priority over, as the case may be, the lien hereafter placed on of said mortgage or deed of trust, whether this Lease is dated prior to or subsequent to the Propertydate of said mortgage or deed of trust. Upon Tenant shall execute and deliver whatever instruments may be required for such purposes, and in the event Tenant fails so to do within ten (10) days after demand in writing, Xxxxxx does hereby make, constitute and irrevocably appoint Landlord as its attorney-in-fact coupled with an interest and given as security and in its name, place and stead so to do. In the event that any foreclosure, judicially holder or non- judicially, prospective holder of any such mortgagemortgage which includes the Premises as part of the mortgaged premises, shall request any modification of any of the provisions of this Lease, other than a provision directly related to the rents payable hereunder, the duration of the term hereof, or the sale size, use or location of the Property in lieu of foreclosurePremises, or any other transfer of LessorTenant's interest subletting and assignment rights, Xxxxxx agrees that Tenant will enter into a written agreement in the Property, whether recordable form with Landlord or not in connection with a mortgage, Lessee hereby does, such holder or prospective holder which shall effect such modification and hereafter agrees to attorn to the purchaser at provide that such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, modification shall become effective and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, binding upon Tenant and no further attornment or other agreement shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage same force and effect as an amendment to this Lease on for all purposes. Tenant hereby appoints such terms and subject holder as Xxxxxx's attorney-in-fact as aforesaid to execute any such conditions as the mortgagee modification upon default of Tenant in its discretion may consider appropriatecomplying with such holder's request.

Rights of Mortgagee. Lessee accepts this The Lease shall be subject and subordinate to any recorded leasefirst mortgage on the Building, now in effect, unless the holder of such mortgage elects by notice to Tenant to have this Lease superior to its mortgage. In addition, Landlord shall have the option to subordinate this Lease to any other mortgage or deed of trust lien presently existingwhich includes the Premises as part of the mortgaged Premises, if any, provided that the holder thereof enters into an agreement with Tenant by the terms of which (a) in the event of acquisition of title by such holder through foreclosure proceedings or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easementsotherwise, and agreements with respect provided Tenant is not in default hereunder, the holder will agree to recognize the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest rights of Tenant under this Lease and to accept Tenant as Tenant of the Premises under the terms and conditions of this Lease and (b) Tenant will agree to recognize the holder of such mortgage as Landlord in such event. This agreement shall be made to expressly bind and inure to the benefit of the successors and assigns of Tenant and of the holder and upon anyone purchasing said Premises at any foreclosure sale. Any such mortgage to which the Lease shall be subordinated may contain such terms, provisions and conditions as the holder deems usual or deed of trust lien hereafter placed on customary. The Lot or Building, or both, are separately and together hereinafter in this Section 13.13 referred to as "the Propertymortgaged Premises". The word "mortgagee" as used in this Lease shall include the holder for the time being whenever the context permits. Upon entry and taking possession of the mortgaged Premises for any purpose other than foreclosure, judicially the holder of a mortgage shall have all rights of Landlord and during the period of such possession, the duty to perform all Landlord's obligations under this Lease. No such holder shall be liable to perform any other of Landlord's covenants and obligations under this Lease. Except as otherwise provided in Section 13.13 hereof, no such holder or non- judiciallya mortgage shall be liable, either as mortgagee or as holder of a collateral assignment of this Lease, to perform, or be liable in damages for failure to perform, any of the obligations of Landlord unless and until such holder shall enter and take possession of the mortgaged Premises for the purpose of foreclosing a mortgage. Upon entry for the purpose of foreclosing a mortgage, such holder shall be liable to perform all of the subsequent obligations of Landlord, subject to the provisions of this Section 13.13 and subject to and with the benefit of the provisions of Section 13.13, Provided that a discontinuance of any such mortgage, or foreclosure proceeding shall be deemed a conveyance under said provisions to the sale owner of the Property in lieu equity of foreclosurethe mortgaged Premises. No fixed rent, additional rent, or any other transfer charge shall be paid more then ten (10) days prior to the due dates hereof and payments made in violation of Lessor's interest this provision shall (except to the extent that such payments are actually received by a mortgagee in possession or in the Property, whether or not in connection with process of foreclosing its mortgage) be a mortgage, Lessee hereby does, nullity as against such mortgagee and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment or other agreement Tenant shall be required to effect or evidence Lessee's attornment to and recognition liable for the amount of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject payments to such conditions as the mortgagee in its discretion may consider appropriatemortgagee.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded leasemortgage, mortgage or deed of trust or other lien presently existing, if any, existing or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements exist with respect to the Property, Lessor Leased Premises. Landlord is hereby is irrevocably vested with full power and authority to subordinate LesseeTenant's interest under this Lease to any mortgage or mortgage, deed of trust or other lien hereafter placed on the Property. Upon any foreclosureLeased Premises, judicially and Tenant agrees upon demand to execute such additional instruments subordinating this Lease as Landlord or non- judicially, the holder of any such mortgage, deed of trust, or lien may require. If the sale interests of Landlord under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any mortgage on the Leased Premises. Tenant shall be bound to the transferee (sometimes called the "purchaser") under the terms and conditions of this Lease for the balance of the Property in lieu of foreclosureremaining lease term, including any extensions or any other transfer of Lessor's interest in renewals, with the Property, whether or not in connection with a mortgage, Lessee hereby does, same force and hereafter effect as if the Purchaser were Landlord under this Lease. Tenant further agrees to attorn to the purchaser at Purchaser, including the mortgagee under any such foreclosure sale or mortgage if it be the Purchaser, as its Landlord. Such attornment shall be effective without the execution of any further instruments upon the Purchaser succeeding to the grantee interest of Landlord under any deed in lieu this Lease. The respective rights and obligations of foreclosure or Tenant and the Purchaser upon the attornment, to any other transferee the extent of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under the then remaining balance of the term of this Lease, and no further attornment or other agreement any extensions and renewals, shall be required to effect or evidence Lessee's attornment to and recognition are the same as those set forth in this Lease. Each such holder of such purchaser or grantee as Lessor hereunder. Such agreement any mortgage, deed of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereoftrust, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledgelien, and deliver to each such Purchaser, shall be a third-party beneficiary of the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in provisions of this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriateParagraph.

Rights of Mortgagee. Lessee accepts (a) If any holder of a mortgage or holder of a ground lease of property which includes the Premises, originally given to an institutional lender, and executed and recorded subsequent to the date of this Lease subject and Lease, shall so elect, the interest of the Tenant hereunder shall be subordinate to any recorded leasethe rights of such holder, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering provided that such holder shall agree to recognize in writing the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- judicially, of any such mortgage, or the sale right of the Property in lieu Tenant to use and occupy the Premises upon the payment of foreclosure, or any rent and other transfer of Lessor's interest in charges payable by the Property, whether or not in connection with a mortgage, Lessee hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Tenant under this Lease, and no further attornment the performance by the Tenant of the Tenant's obligations hereunder (but without any assumption by such holder of the Landlord's obligations under this Lease); or (b) If any holder of a mortgage or holder of a ground lease of property which includes the Premises, originally given to an institutional lender, and executed and recorded prior to the date of this Lease, shall so elect, this Lease, and the rights of the Tenant hereunder, shall be superior in right to the rights of such holder, with the same force and effect as if this Lease had been executed and delivered, and recorded, or a statutory notice hereof recorded, prior to the execution, delivery and recording of any such mortgage. The election of any such holder as to Subsection (a) above shall be exercised by notice to the Tenant, in the same fashion as notices under this Lease are given by the Landlord to the Tenant, and, if such notice is given, such subordination shall be effective with reference to advances then or thereafter made by such holder under such mortgage or in connection with such ground lease financing. Any election as to Subsection (b) above shall become effective upon either notice from such holder to the Tenant in the same fashion as notices from the Landlord to the Tenant are to be given hereunder or by the recording in the appropriate registry or recorder's office of an instrument, in which such holder subordinates its rights under such mortgage or ground lease to this Lease. (c) The covenant and agreement contained in this Lease with respect to the rights, powers and benefits of any such holder constitute a continuing offer to any person, corporation or other agreement shall be required entity, which by accepting or requiring, an assignment of this Lease or by entry or foreclosure assumes the obligations herein set forth with respect to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any holder; every such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage holder is hereby constituted a party to this Lease on and an obligee hereunder to the same extent as though its name was written hereon as such; and such terms and subject holder shall at its written election be entitled to enforce such provisions in its own name. (d) If in connection with obtaining financing for the Building, a bank, insurance company, pension trust or other institutional lender shall request reasonable modifications in this Lease as a condition to such conditions financing, the Tenant will not unreasonably withhold, delay or condition its consent thereto, provided that such modifications do not (i) increase the monetary obligations of the Tenant or (ii) materially increase the other obligations of the Tenant hereunder or materially adversely affect the Tenant or the leasehold interest hereby created. (e) Provided the Tenant shall have been notified in advance of the existence of a firm or other entity that holds a mortgage which includes the Premises or of a ground lessor, no assignment of this Lease and no agreement to make or accept any surrender, termination or cancellation of this Lease and no agreement to modify so as to reduce the mortgagee rent, change the term, or otherwise materially change the rights of the Landlord under this Lease, or to relieve the Tenant of any obligations or liability under this Lease, shall be valid unless consented to in its discretion writing by the Landlord's mortgagees of record, if any. (f) The Tenant agrees on request of the Landlord to execute and deliver from time to time any agreement which may consider appropriatereasonably be deemed necessary to implement the provisions of this Section 17.13.

Rights of Mortgagee. Lessee accepts this This Lease shall be subject and subordinate to any recorded lease, mortgage now or deed of trust lien presently existing, if anyhereafter on the Site or the Building, or both, and to each advance made or hereafter encumbering the Property to be made under any mortgage, and to all existing ordinances renewals, modifications, consolidations, replacements and recorded restrictions, covenants, easements, extensions thereof and agreements with respect all substitutions therefor provided that in the case of a future mortgage the holder of such mortgage agrees to recognize the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest rights of Tenant under this Lease (including the right to use and occupy the Premises) upon the payment of rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder. In confirmation of such subordination and recognition, Tenant shall execute and deliver promptly such instruments of subordination and recognition as such mortgagee may reasonably request subject to receipt of such instruments of recognition from such mortgagee as Tenant may reasonably request (Tenant hereby agreeing to pay any legal or other fees charged by the mortgagee in connection with providing the same). Tenant hereby appoints such mortgagee (from time to time) as Tenant’s attorney-in-fact to execute such subordination upon default of Tenant in complying with such mortgagee’s (from time to time) request. In the event that any mortgagee or its respective successor in title shall succeed to the interest of Landlord, then, this Lease shall nevertheless continue in full force and effect and Tenant shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its landlord. If any holder of a mortgage which includes the Premises, executed and recorded prior to the date of this Lease, shall so elect, this Lease and the rights of Tenant hereunder, shall be superior in right to the rights of such holder, with the same force and effect as if this Lease had been executed, delivered and recorded, or deed of trust lien hereafter placed on a statutory notice hereof recorded, prior to the Property. Upon any foreclosureexecution, judicially or non- judicially, delivery and recording of any such mortgage, or the sale . The election of the Property in lieu of foreclosure, or any other transfer of Lessor's interest such holder shall become effective upon either notice from such holder to Tenant in the Property, whether same fashion as notices from Landlord to Tenant are to be given hereunder or not in connection with a mortgage, Lessee hereby does, and hereafter agrees to attorn to by the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest recording in the Property. Lessee, upon demand, at any time, before appropriate registry or after any recorder’s office of an instrument in which such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee holder subordinates its rights under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease. If in connection with obtaining financing for the Building or Complex, a bank, insurance company, pension trust or other institutional lender shall request reasonable modifications in this Lease on such terms and subject as a condition to such conditions as financing, Tenant will not unreasonably withhold, delay or condition its consent thereto, provided that such modifications do not increase the mortgagee in its discretion may consider appropriatemonetary obligations of Tenant hereunder or materially adversely affect the leasehold interest hereby created.

Rights of Mortgagee. Lessee accepts this This Lease shall be subject and subordinate to any recorded lease, mortgage or deed of trust lien presently existing, if any, now or hereafter encumbering on the Property Building or the Land or any part thereof (“Mortgage”), and to all existing ordinances renewals, modifications, consolidations, replacements and recorded restrictionsextensions thereof and all substitutions therefor, covenants, easements, provided that in the case of a future Mortgage the holder of such Mortgage agrees to recognize the right of Tenant to use and agreements with respect to occupy the Property, Lessor hereby is irrevocably vested with full power Premises upon the payment of rent and authority to subordinate Lessee's interest other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder. In confirmation of such subordination and recognition, Tenant shall execute and deliver promptly such instruments of subordination as such mortgagee may reasonably request, subject to receipt of such instruments of recognition from such mortgagee as Tenant may reasonably request. In the event that any mortgage mortgagee or deed its respective successor in title shall succeed to the interest of trust lien hereafter placed on the Property. Upon any foreclosureLandlord, judicially or non- judicially, of any such mortgage, or the sale of the Property then this Lease shall nevertheless continue in lieu of foreclosure, or any other transfer of Lessor's interest in the Property, whether or not in connection with a mortgage, Lessee full force and effect and Tenant shall and does hereby does, and hereafter agrees agree to attorn to the purchaser at such foreclosure sale mortgagee or successor and to recognize such mortgagee or successor as its landlord. If any holder of a Mortgage, executed and recorded prior to the grantee under any deed in lieu Date of foreclosure or to any other transferee of Lessor's interestthis Lease, and shall recognize such purchaserso elect, grantee, or other transferee as Lessor under this Lease, and no further attornment the rights of Tenant hereunder, shall be superior in right to the rights of such holder, with the same force and effect as if this Lease had been executed, delivered and recorded, or a statutory Notice hereof recorded, prior to the execution, delivery and recording of any such Mortgage. The election of any such holder shall become effective upon either notice from such holder to Tenant or by the recording in the appropriate registry or recorder’s office of an instrument in which such holder subordinates its rights under such Mortgage to this Lease. If in connection with obtaining financing a bank, insurance company, pension trust or other agreement institutional lender shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied request reasonable modifications in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject as a condition to such conditions as financing, Tenant will not unreasonably withhold, delay or condition its consent thereto, provided that such modifications do not increase the mortgagee in its discretion may consider appropriatemonetary obligations of Tenant hereunder or materially adversely affect the leasehold interest hereby created or Tenant’s rights hereunder.

Rights of Mortgagee. Lessee accepts this The Lease shall be subject and subordinate to any recorded leasemortgage on the Building, now or at any time hereafter in effect, unless the holder of such mortgage or deed of trust lien presently existingelects by notice to Tenant to have this Lease superior to its mortgage. Landlord shall use commercially reasonably efforts to obtain a Subordination, if anyNon-Disturbance and Attornment Agreement from Landlord’s existing lender, in a form mutually agreeable to Tenant and such lender. In addition, Landlord, or hereafter encumbering any future mortgagee, shall have the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor hereby is irrevocably vested with full power and authority option to subordinate Lessee's interest under this Lease to any mortgage or deed of trust lien hereafter placed on which includes the Property. Upon any foreclosure, judicially or non- judicially, of any such mortgage, or the sale Premises as part of the Property mortgaged premises, provided that the holder thereof enters into an agreement (the “Subordination Agreement”) with Tenant which provides that: (a) in lieu the event of foreclosureacquisition of title by such holder through foreclosure proceedings or otherwise, and provided Tenant is not in default hereunder, the holder will agree to recognize the rights of Tenant under this Lease and to accept and not disturb Tenant as tenant of the Premises under the terms and conditions of this Lease and (b) Tenant will agree to recognize the holder of such mortgage as Landlord in such event. This Subordination Agreement, which shall be on commercially reasonable terms, shall be made to expressly bind and inure to the benefit of the successors and assigns of Tenant, and of the holder, and upon anyone purchasing said Premises at any foreclosure sale, and shall include the following terms and provisions, unless otherwise mutually agreed to by the parties; (a) No Base Rent, additional rent, or any other transfer charge shall be paid more than thirty (30) days prior to the due dates hereof, and payments made in violation of Lessor's interest this provision shall (except to the extent that such payments are actually received by a mortgagee in possession or in the Propertyprocess of foreclosing its mortgage) be a nullity as against such mortgagee, whether and Tenant shall be liable for the amount of such payments to such mortgagee. (b) No act or not failure to act on the part of Landlord which would entitle Tenant under the terms of the Lease, or by law, to be relieved of Tenant’s obligations hereunder or to terminate this Lease, shall result in connection with a release or termination of such obligations or a termination of this Lease unless: (i) Tenant shall have first given written notice of Landlord’s act or failure to act to Landlord’s mortgagees of record, if any, specifying the act or failure to act on the part of Landlord which could or would give basis to Tenant’s rights; and (ii) such mortgagees, after receipt of such notice, have failed or refused to correct or cure the condition complained of within a reasonable time thereafter; but nothing contained in Section 13.13 shall be deemed to impose any obligation on any such mortgagee to correct or cure any such condition. “Reasonable time” as used above means and includes a reasonable time to obtain possession of the mortgaged premises, if the mortgagee elects to do so, and a reasonable time to correct or cure the condition if such condition is determined to exist. (c) Notwithstanding any other provision to the contrary contained in the Lease, if prior to substantial completion of Landlord’s obligations under Section 7.1, any holder of a mortgage on the mortgaged premises enters and takes possession thereof for the purpose of foreclosing the mortgage, Lessee hereby doessuch holder may elect not to perform Landlord’s obligations under Section 7.1, and hereafter agrees in such event such holder and all persons claiming under it shall be relieved of all obligations to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interestperform, and all liability for failure to perform, said Landlord’s obligations under Section 7.1; provided, however, that Tenant shall recognize such purchaserbe entitled to offset from base rent the estimated cost of Landlord’s Work that has not been completed. (d) No assignment of this Lease (except with respect to a Permitted Transfer) and no agreement to make or accept any surrender, granteetermination or cancellation of this Lease and no agreement to modify so as to reduce the rent, change the Term, or other transferee as Lessor otherwise materially change the rights of Landlord under this Lease, or to relieve Tenant of any obligations or liability under this Lease, shall be valid unless consented to in writing by Landlord’s mortgagees of record, if any. (e) The covenants and no further attornment agreements contained in this Lease with respect to the rights, powers and benefits of a mortgagee (particularly, without limitation thereby, the covenants and agreement contained in Section 13.13) constitute a continuing offer to any person, corporation or other agreement entity, which by accepting or requiring an assignment of this Lease, or by entry or foreclosure assumes the obligations herein set forth with respect to such mortgagee; such mortgagee is hereby constituted a party to this Lease as an obligee hereunder to the same extent as though its name were written hereon as such, and such mortgagee shall be required entitled to effect or evidence Lessee's attornment to and recognition of enforce such purchaser or grantee as Lessor hereunderprovisions in its own name. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any Any such mortgage to this which the Lease on shall be subordinated may contain such terms additional terms, provisions and subject to such conditions as the mortgagee holder deems usual or customary. The Land or Building, or both, are separately and together hereinafter in this Section 13.13 referred to as “the mortgaged premises”. The word “mortgagee” as used in this Lease shall include the holder for the time being whenever the context permits. Except as otherwise provided in this Section 13.13, or in any such Subordination Agreement, no such holder of a mortgage shall be liable, either as mortgagee, or as holder of a collateral assignment of this Lease, to perform, or be liable in damages, for failure to perform, any of the obligations of Landlord unless and until such holder shall enter and take possession of the mortgaged premises for the purpose of foreclosing a mortgage. Upon entry for the purpose of foreclosing a mortgage, such holder shall be liable to perform all of the subsequent obligations of Landlord, subject to the terms and provisions of any such Subordination Agreement, provided that a discontinuance of any foreclosure proceeding shall be deemed a conveyance under said provisions to the owner of the equity of the mortgaged premises. Tenant agrees, on request of Landlord, to execute and deliver from time to time, any agreement which may reasonably be deemed necessary to implement the provisions of this Section 13.13. In the event Tenant has not executed and delivered such subordination agreement to the holder, within seven (7) days of its discretion may consider appropriaterequest, Landlord shall notify Tenant in writing, and within a second subsequent seven (7) day period, Tenant has not so executed and delivered such subordination agreement, then Tenant shall be deemed to be in immediate default of the terms of this Lease, without any notice or time to cure.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and ------------------- subordinate to any recorded lease, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor . Landlord hereby is irrevocably vested with full power and authority to subordinate LesseeTenant's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- non-judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of LessorLandlord's interest in the Property, whether or not in connection with a mortgage, Lessee Tenant hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of LessorLandlord's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Landlord under this Lease, and no further attornment or other agreement shall be required to effect or evidence LesseeTenant's attornment to and recognition of such purchaser or grantee as Lessor hereunderLandlord hereunder provided Tenant is given a Non-Disturbance and Attornment Agreement. Such agreement of Lessee Tenant to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of LessorLandlord's interest in the Property. LesseeTenant, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the mortgage a Lease Subordination, Non-disturbance Disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded lease, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor . Landlord hereby is irrevocably vested with full power and authority to subordinate LesseeTenant's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- non-judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of LessorLandlord's interest in the Property, whether or not in connection with a mortgage, Lessee Tenant hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of LessorLandlord's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Landlord under this Lease, and no further attornment or other agreement shall be required to effect or evidence LesseeTenant's attornment to and recognition of such purchaser or grantee as Lessor Landlord hereunder. Such agreement of Lessee Tenant to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of LessorLandlord's interest in the Property. LesseeTenant, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or and or mortgagee the Lease Subordinationa leases subordination, Nonnon-disturbance and Attornment Agreement attornment agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require, and Tenant hereby irrevocably appoints Landlord as Tenant's agent and attorney-in-fact for the purpose of executing, acknowledging, and delivering any such instruments and certificates. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. (a) If any holder of a mortgage which includes the Demised Premises, which mortgage was executed and/or recorded subsequent to the date of this Lease, shall so elect, the interest of Lessee accepts this Lease subject and hereunder shall be subordinate to any recorded leasethe rights of such holder, mortgage or deed provided that such holder shall agree to recognize the right of trust lien presently existing, if any, or hereafter encumbering Lessee to use and occupy the Property premises and to all existing ordinances Lessee’s rights and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest privileges under this Lease to any mortgage or deed upon the payment of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any base and additional rent and other transfer of Lessor's interest in the Property, whether or not in connection with a mortgage, charges payable by Lessee hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment or the performance by Lessee of its other agreement obligations hereunder (but without any assumption by such holder of Lessor’s obligations under this Lease prior to the date such holder took possession of the Demised Premises); or (b) if any holder of a mortgage which includes the premises, which mortgage is executed and/or recorded prior to the date of this Lease, shall so elect, this Lease, and the rights of Lessee here under, shall be required superior in right to effect or evidence Lessee's attornment to and recognition the rights of such purchaser holder, with the same force and effect as if this Lease had been executed and delivered and recorded, or grantee as Lessor hereunder. Such agreement a statutory notice hereof recorded, prior to the execution, delivery and recording of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or mortgage. [*] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Securities and Exchange Commission. The election of any other transfer of Lessor's interest such holder as to subsection (a) above shall be exercised by notice to Lessee in the Property. same fashion as notices pursuant to this Lease are given by Lessor to Lessee, upon demandand if such notice is given, at any timea subordination, before or after any recognition and attornment agreement satisfactory in content to the parties thereto shall be executed by Lessee and such foreclosure saleholder and shall, trustee's saleif such holder so elects, conveyance in lieu thereof, or other transfer shall execute, acknowledgebe recorded with the Registry of Deeds where the premises are located, and deliver such subordination shall be effective with reference to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and advances then or thereafter made by such holder on account of any additional written instruments and certificates evidencing indebtedness secured by such attornment all on substantially mortgage. Any election as to subsection (b) above shall become effective upon either notice from such holder to Lessee in the same terms fashion as those herein as notices from Lessor to Lessee are to be given hereunder or by the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to recording in the contrary implied Registry of Deeds where the premises are situated of an instrument, in this Section, any mortgagee which such holder subordinates its rights under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on Lease. 9.10.1 On reasonable request from time to time, Lessee agrees to furnish Lessor’s lender (and prospective lenders) Lessee’s audited financial statements for its then-current fiscal year after the same are available and for each subsequent fiscal year ending during the Term with respect to which such terms and subject statements are prepared, provided the lender grants Lessee reasonable assurances of confidentiality. Notwithstanding the foregoing, so long as Lessee is publicly traded or its financial statements are otherwise reasonably available to such conditions as the mortgagee in its discretion may consider appropriatepublic, the provisions of this Section 9.10.1 are inapplicable.

Rights of Mortgagee. Lessee accepts this The Lease shall be subject and subordinate to any recorded leasemortgage on the Building, now or at any time hereafter in effect, unless the holder of such mortgage or deed of trust lien presently existingelects by notice to Tenant to have this Lease superior to its mortgage. In addition, if anyLandlord, or hereafter encumbering any future mortgagee, shall have the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor hereby is irrevocably vested with full power and authority option to subordinate Lessee's interest under this Lease to any mortgage or deed of trust lien hereafter placed on which includes the Property. Upon any foreclosure, judicially or non- judicially, of any such mortgage, or the sale Premises as part of the Property mortgaged premises, provided that the holder thereof enters into an agreement (the ‘‘Subordination Agreement”) with Tenant which provides that: (a) in lieu the event of foreclosureacquisition of title by such holder through foreclosure proceedings or otherwise, and provided Tenant is not in default hereunder, the holder will agree to recognize the rights of Tenant under this Lease and to accept and not disturb Tenant as tenant of the Premises under the terms and conditions of this Lease and (b) Tenant will agree to recognize the holder of such mortgage as Landlord in such event. This Subordination Agreement, which shall be on commercially reasonable terms, shall be made to expressly bind and inure to the benefit of the successors and assigns of Tenant, and of the holder, and upon anyone purchasing said Premises at any foreclosure sale, and shall include the following terms and provisions, unless otherwise mutually agreed to by the parties; (a) No Base Rent, additional rent, or any other transfer charge shall be paid more than thirty (30) days prior to the due dates hereof, and payments made in violation of Lessor's interest this provision shall (except to the extent that such payments are actually received by a mortgagee in possession or in the Propertyprocess of foreclosing its mortgage) be a nullity as against such mortgagee, whether and Tenant shall be liable for the amount of such payments to such mortgagee. (b) No act or not failure to act on the part of Landlord which would entitle Tenant under the terms of the Lease, or by law, to be relieved of Tenant’s obligations hereunder or to terminate this Lease, shall result in connection with a release or termination of such obligations or a termination of this Lease unless: (i) Tenant shall have first given written notice of Landlord’s act or failure to act to Landlord’s mortgagees of record, if any, specifying the act or failure to act on the part of Landlord which could or would give basis to Tenant’s rights; and (ii) such mortgagees, after receipt of such notice, have failed or refused to correct or cure the condition complained of within a reasonable time thereafter; but nothing contained in Section 13.13 shall be deemed to impose any obligation on any such mortgagee to correct or cure any such condition. “Reasonable time” as used above means and includes a reasonable time to obtain possession of the mortgaged premises, if the mortgagee elects to do so, and a reasonable time to correct or cure the condition if such condition is determined to exist. (c) Notwithstanding any other provision to the contrary contained in the Lease, if prior to substantial completion of Landlord’s obligations under Section 7.1, any holder of a mortgage on the mortgaged premises enters and takes possession thereof for the purpose of foreclosing the mortgage, Lessee hereby doessuch holder may elect not to perform Landlord’s obligations under Section 7.1, and hereafter agrees in such event such holder and all persons claiming under it shall be relieved of all obligations to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interestperform, and all liability for failure to perform, said Landlord’s obligations under Section 7.1; provided, however, that Tenant shall recognize such purchaserbe entitled to offset from base rent the estimated cost of Landlord’s Work that has not been completed. (d) No assignment of this Lease (except with respect to a Permitted Transfer) and no agreement to make or accept any surrender, granteetermination or cancellation of this Lease and no agreement to modify so as to reduce the rent, change the Term, or other transferee as Lessor otherwise materially change the rights of Landlord under this Lease, or to relieve Tenant of any obligations or liability under this Lease, shall be valid unless consented to in writing by Landlord’s mortgagees of record, if any. (e) The covenants and no further attornment agreements contained in this Lease with respect to the rights, powers and benefits of a mortgagee (particularly, without limitation thereby, the covenants and agreement contained in Section 13.13) constitute a continuing offer to any person, corporation or other agreement entity, which by accepting or requiring an assignment of this Lease, or by entry or foreclosure assumes the obligations herein set forth with respect to such mortgagee; such mortgagee is hereby constituted a party to this Lease as an obligee hereunder to the same extent as though its name were written hereon as such, and such mortgagee shall be required entitled to effect or evidence Lessee's attornment to and recognition of enforce such purchaser or grantee as Lessor hereunderprovisions in its own name. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any Any such mortgage to this which the Lease on shall be subordinated may contain such terms additional terms, provisions and subject to such conditions as the mortgagee holder deems usual or customary. The Land or Building, or both, are separately and together hereinafter in this Section 13.13 referred to as “the mortgaged premises”. The word “mortgagee” as used in this Lease shall include the holder for the time being whenever the context permits. Except as otherwise provided in this Section 13.13, or in any such Subordination Agreement, no such holder of a mortgage shall be liable, either as mortgagee, or as holder of a collateral assignment of this Lease, to perform, or be liable in damages, for failure to perform, any of the obligations of Landlord unless and until such holder shall enter and take possession of the mortgaged premises for the purpose of foreclosing a mortgage. Upon entry for the purpose of foreclosing a mortgage, such holder shall be liable to perform all of the subsequent obligations of Landlord, subject to the terms and provisions of any such Subordination Agreement, provided that a discontinuance of any foreclosure proceeding shall be deemed a conveyance under said provisions to the owner of the equity of the mortgaged premises. Tenant agrees, on request of Landlord, to execute and deliver from time to time, any agreement which may reasonably be deemed necessary to implement the provisions of this Section 13.13. In the event Tenant has not executed and delivered such subordination agreement to the holder, within seven (7) days of its discretion may consider appropriaterequest, Landlord shall notify Tenant in writing, and within a second subsequent 7-day period, Tenant has not so executed and delivered such subordination agreement, then Tenant shall be deemed to be in immediate default of the terms of this Lease, without any notice or time to cure.

Rights of Mortgagee. Lessee accepts this Lease subject and subordinate Landlord shall have the right at all times to any recorded lease, mortgage or hypothecate its ownership of the Leased Premises and its lessor's interest in this Lease. At the option of the mortgagee of any mortgage or beneficiary of any deed of trust constituting a lien presently existingon all or part of the Leased Premises (said mortgagee or beneficiary being called herein the "Mortgagee"), if any, this Lease shall be either (i) subject and subordinated to or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect (ii) prior to the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lesseelien of any mortgage placed on or against the Leased Premises on or against Landlord's interest under this Lease to any mortgage or deed estate therein without the necessity of trust lien hereafter placed having further instruments on the Propertypart of Tenant to effectuate such subordination. Upon any foreclosureNotwithstanding the foregoing, judicially or non- judicially, in the event of a foreclosure of any such mortgage, or of any other action or proceeding for the sale of the Property in lieu of foreclosureenforcement thereof, or of any other transfer sale thereunder, this Lease will not be barred, terminated, cut off or foreclosed, nor will the rights and possession of Lessor's interest Tenant hereunder be disturbed, if Tenant shall not then be in default in the Propertypayment of rent due or the performance of Tenant's other obligations hereunder. Upon the request of any Mortgagee, whether or not in connection with a mortgage, Lessee hereby does, and hereafter Tenant agrees to attorn execute any amendment to this Lease which does not, in the purchaser at such foreclosure sale or reasonable opinion of Tenant's counsel, materially adversely affect Tenant's rights hereunder. Upon receipt of written request of Tenant to so do, Landlord shall obtain a non-disturbance agreement from the grantee under any deed in lieu Mortgagee. Concurrently with the mutual execution and delivery of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment Landlord shall deliver to Tenant a non-disturbance agreement from any existing Mortgagee or other agreement shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriatelienholder.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded lease, mortgage mortgage, deed to secure debt or deed of trust lien presently existing, if any, or hereafter encumbering the Property and any renewals, modifications, extensions or replacements thereof and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor . Landlord hereby is irrevocably vested with full power and authority to subordinate Lessee's Tenant’s interest under this Lease to any mortgage mortgage, deed to secure debt or deed of trust lien hereafter placed on the Property, and Tenant agrees upon demand to execute additional instruments subordinating this Lease as Landlord may require. Upon any foreclosure, judicially or non- judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of Lessor's Landlord’s interest in the Property, whether or not in connection with a mortgage, Lessee Tenant hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's Landlord’s interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Landlord under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's Tenant’s attornment to and recognition of such purchaser or grantee as Lessor Landlord hereunder. Such agreement of Lessee Tenant to attorn shall survive any such foreclosure sale, trustee's ’s sale, conveyance in lieu thereof, or any other transfer of Lessor's Landlord’s interest in the Property. LesseeTenant, upon demand, at any time, before or after any such foreclosure sale, trustee's ’s sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, acknowledge and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require, and Tenant hereby irrevocably appoints Landlord as Tenant’s agent and attorney-in-fact for the purpose of executing, acknowledging, and delivering any such instruments and certificates. Notwithstanding anything to the contrary contained or implied in this SectionSection (i), any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriateappropriate and (ii) the rights and obligations of Tenant hereunder are subject to applicable banking regulations.

Rights of Mortgagee. Lessee Except as otherwise provided herein, Tenant accepts this Lease Agreement subject and subordinate to any recorded lease, mortgage or deed of trust lien to secure debt presently existing, if any, existing or hereafter encumbering created upon the Property building or project of which the Premises are a part, and to all existing ordinances and recorded restrictions, covenants, easements, easements and agreements with respect to the Propertybuilding or project of which the Premises are a part, Lessor whether presently existing or hereafter created, and all amendments, modifications or restatements thereof and all replacements and substitutions therefor provided, however, that the subordination of this Agreement to any deed to secure debt or mortgage hereafter placed on the building or project of which the Premises are a part shall be expressly conditioned upon the receipt by Tenant of a non-disturbance agreement in a form reasonably satisfactory to Tenant from the holder of any such security deed or mortgage. Landlord further agrees to use its best efforts to obtain a non-disturbance agreement in a form reasonably satisfactory to Tenant from the holder of any deed to secure debt or mortgage presently encumbering the building or project of which the Premises are a part within sixty (60) days of the date hereof. Landlord is hereby is irrevocably vested with full power and authority to subordinate LesseeTenant's interest under this Lease Agreement to the lien and security title of any mortgage or deed of trust lien to secure debt and to any such recorded restrictions, covenants, easements and agreements hereafter placed on the PropertyPremises, and to any future instrument amending, modifying, restating, replacing or substituting for any such existing recorded restrictions, covenants, easements and agreements, and Tenant agrees upon demand to execute such additional instruments subordinating this Agreement as Landlord may require so long as Landlord provides Tenant with a non-disturbance agreement from the holder of the security deed presently encumbering the building or project of which the Premises are a part. Upon any foreclosure, judicially If the interests of Landlord under this Agreement shall be transferred by reason of foreclosure or non- judicially, other proceedings for enforcement of any such mortgagemortgage or deed to secure debt on the Premises, or the sale of the Property in lieu of foreclosure, or any other transfer of Lessor's interest in the Property, whether or not in connection with a mortgage, Lessee hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under by any deed in lieu of foreclosure or to any other transferee of Lessor's interestthereof, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment or other agreement Tenant shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver bound to the prospective transferee and/or mortgagee (sometimes called the Lease Subordination"Purchaser") at the option of the Purchaser, Non-disturbance under the terms, covenants and Attornment conditions of this Agreement and for the balance of the Term remaining, including any additional written instruments and certificates evidencing such attornment all on substantially extensions or renewals, with the same terms force and effect as those herein as if the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee Purchaser were Landlord under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate.this

Rights of Mortgagee. Lessee accepts this This Lease subject and shall be subordinate to any recorded leasemortgage from time to time encumbering the Premises, whether executed and delivered prior to or subsequent to the Commencement Date, if the holder of such mortgage shall so elect, and Tenant agrees to attorn to any party who acquires title to the Premises pursuant to the rights granted pursuant to any such mortgage. The subordination of this Lease to any such Mortgage and Tenant's agreement to attorn to any such party shall be self operative and no further instrument of subordination or deed attornment shall be required. Tenant agrees to execute such instruments of trust lien presently existingsubordination and/or attornment in confirmation of the provisions of this section as such holder may request, within fifteen (15) days after being notified of such request, and any default of Tenant in complying with such holder's request shall constitute a Default of Tenant hereunder. Upon entry and taking possession of the Premises for any purpose other than foreclosure, the holder of a mortgage shall have all rights of Landlord and, during the period of such possession, the duty to perform all Landlord's obligations hereunder. Except during such period of possession, no such holder shall be liable, either as mortgagee or as holder of a collateral assignment of this Lease, to perform, or be liable in damages for failure to perform, any of the obligations of Landlord. No Basic Rent, additional rent, or any other charge shall be paid more than ten (10) days prior to the due dates thereof, and payments made in violation of this provision shall (except to the extent that such payments are actually received by a mortgagee in possession or in the process of foreclosing its mortgage) be a nullity as against such mortgagee, and Tenant shall be liable for the amount of such payments to such mortgagee. No assignment of this Lease and no agreement to make or accept any surrender, termination or cancellation of this Lease and no agreement to modify this Lease so as to reduce the rent, change the Term, or otherwise materially change the rights of Landlord under this Lease, or to relieve Tenant of any obligations or liability under this Lease, shall be valid as against any mortgagee unless consented to in writing by Landlord's mortgagees of record, if any. No act or failure to act out on the part of Landlord which would entitle Tenant under the terms of this Lease, or by law, to be relieved of any or any portion of Tenant's obligations hereunder to any Basic Rent or additional rent, or which would permit Tenant to terminate this Lease, shall result in such a release or termination of such obligations or a termination of this Lease unless: (i) Tenant shall have first given written notice of Landlord's act or failure to act to Landlord's mortgagees of record, if any, specifying the act or hereafter encumbering failure to act on the Property part of Landlord which could or would give basis to Tenant's rights; and, (ii) such mortgagees, after receipt of such notice, have failed or refused to correct or cure the condition complained of within a reasonable time thereafter, but nothing contained in this Section shall be deemed to impose any obligation on any such mortgagee to correct or cure any such condition. "Reasonable time" as used above means and includes a reasonable time to all existing ordinances and recorded restrictions, covenants, easementsobtain possession of the mortgaged premises. If the mortgagee elects to do so, and agreements with respect to the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of Lessor's interest in the Property, whether or not in connection with a mortgage, Lessee hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any reasonable time to subordinate any correct or cure the condition if such mortgage condition is determined to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriateexist.

Rights of Mortgagee. Lessee accepts this This Lease shall be subject and subordinate to any recorded lease, mortgage now or deed of trust lien presently existing, if anyhereafter on the Site or the Building, or both, and to each advance made or hereafter encumbering the Property to be made under any mortgage, and to all existing ordinances renewals, modifications, consolidations, replacements and recorded restrictions, covenants, easements, extensions thereof and agreements with respect all substitutions therefor provided that in the case of a future mortgage the holder of such mortgage agrees to recognize the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest rights of Tenant under this Lease (including the right to use and occupy the Premises) upon the payment of rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder. In confirmation of such subordination and recognition, Tenant shall execute and deliver promptly such instruments of subordination and recognition as such mortgagee may reasonably request subject to receipt of such instruments of recognition from such mortgagee as Tenant may reasonably request (Tenant hereby agreeing to pay any legal or other fees charged by the mortgagee in connection with providing the same). Tenant hereby appoints such mortgagee (from time to time) as Tenant’s attorney-in-fact to execute such subordination upon default of Tenant in complying with such mortgagee’s (from time to time) request. In the event that any mortgagee or its respective successor in title shall succeed to the interest of Landlord, then, this Lease shall nevertheless continue in full force and effect and Tenant shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its landlord. If any holder of a mortgage which includes the Premises, executed and recorded prior to the date of this Lease, shall so elect, this Lease and the rights of Tenant hereunder, shall be superior in right to the rights of such holder, with the same force and effect as if this Lease had been executed, delivered and recorded, or deed of trust lien hereafter placed on a statutory notice hereof recorded, prior to the Property. Upon any foreclosureexecution, judicially or non- judicially, delivery and recording of any such mortgage, or the sale . The election of the Property in lieu of foreclosure, or any other transfer of Lessor's interest such holder shall become effective upon either notice from such holder to Tenant in the Property, whether same fashion as notices from Landlord to Tenant are to be given hereunder or not in connection with a mortgage, Lessee hereby does, and hereafter agrees to attorn to by the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest recording in the Property. Lessee, upon demand, at any time, before appropriate registry or after any recorder’s office of an instrument in which such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee holder subordinates its rights under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease. If in connection with obtaining financing for the Building or Office Park, a bank, insurance company, pension trust or other institutional lender shall request reasonable modifications in this Lease on such terms and subject as a condition to such conditions as financing, Tenant will not unreasonably withhold, delay or condition its consent thereto, provided that such modifications do not increase the mortgagee in its discretion may consider appropriatemonetary obligations of Tenant hereunder or materially adversely affect the leasehold interest hereby created.

Rights of Mortgagee. Lessee accepts this This Lease shall be subject and subordinate to any recorded lease, mortgage now or deed of trust lien presently existing, if anyhereafter on the Site or the Building, or both, and to each advance made or hereafter encumbering the Property to be made under any mortgage, and to all existing ordinances renewals, modifications, consolidations, replacements and recorded restrictions, covenants, easements, extensions thereof and agreements with respect all substitutions therefor provided that the holder of such mortgage agrees to recognize the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest rights of Tenant under this Lease (including the right to use and occupy the Premises) upon the payment of rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant's obligations hereunder. In confirmation of such subordination and recognition, Tenant shall execute and deliver such instruments of subordination and recognition as such mortgagee may reasonably request within ten (10) business days after written request. Tenant hereby appoints such mortgagee (from time to time) as Tenant's attorney-in-fact to execute such subordination upon default of Tenant in complying with such mortgagee's (from time to time) request. In the event that any mortgagee or its respective successor in title shall succeed to the interest of Landlord, then, this Lease shall nevertheless continue in full force and effect and Tenant shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its landlord. If any holder of a mortgage which includes the Premises, executed and recorded prior to the date of this Lease, shall so elect, this Lease and the rights of Tenant hereunder, shall be superior in right to the rights of such holder, with the same force and effect as if this Lease had been executed, delivered and recorded, or deed of trust lien hereafter placed on a statutory Notice hereof recorded, prior to the Property. Upon any foreclosureexecution, judicially or non- judicially, delivery and recording of any such mortgage, or the sale . The election of the Property in lieu of foreclosure, or any other transfer of Lessor's interest such holder shall become effective upon either notice from such holder to Tenant in the Property, whether same fashion as notices from Landlord to Tenant are to be given hereunder or not in connection with a mortgage, Lessee hereby does, and hereafter agrees to attorn to by the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest recording in the Property. Lessee, upon demand, at any time, before appropriate registry or after any recorder's office of an instrument in which such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee holder subordinates its rights under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease. If in connection with obtaining financing a bank, insurance company, pension trust or other institutional lender shall request reasonable modifications in this Lease on such terms and subject as a condition to such conditions as financing, Tenant will not unreasonably withhold, delay or condition its consent thereto, provided that such modifications do not increase the mortgagee in its discretion may consider appropriatemonetary obligations of Tenant hereunder or materially adversely affect the leasehold interest hereby created.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded leasemortgage, mortgage or deed of trust or other lien presently existing, if any, existing or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements exist with respect to the Property, Lessor Leased Premises. Landlord is hereby is irrevocably vested with full power and authority to subordinate LesseeTenant's interest under this Lease to any mortgage or mortgage, deed of trust or other lien hereafter placed on the Property. Upon any foreclosureLeased Premises, judicially and Tenant agrees upon demand to execute such additional instruments subordinating this Lease as Landlord or non- judicially, the holder of any such mortgage, deed of trust, or lien my require. If the sale interests of Landlord under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any mortgage on the Leased Premises. Tenant shall be bound to the transferee (sometimes called the "Purchaser") under the terms and conditions of this lease for the balance of the Property in lieu of foreclosureremaining Lease term, including any extensions or any other transfer of Lessor's interest in renewals, with the Property, whether or not in connection with a mortgage, Lessee hereby does, same force and hereafter effect as if the Purchaser were Landlord under this Lease. Tenant further agrees to attorn to the purchaser at Purchaser, including the mortgagee under any such foreclosure sale or mortgage if it be the Purchaser, as its Landlord. Such attornment shall be effective without the execution of any further instruments upon the Purchaser succeeding to the grantee interest of Landlord under any deed in lieu this Lease. The respective rights and obligations of foreclosure or Tenant and the Purchaser upon the attornment, to any other transferee the extent of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under the then remaining balance of the term of this Lease, and no further attornment or other agreement any extensions and renewals, shall be required to effect or evidence Lessee's attornment to and recognition are the same as those set forth in this Lease. Each such holder of such purchaser or grantee as Lessor hereunder. Such agreement any mortgage, deed of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereoftrust, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledgelien, and deliver to each such Purchaser, shall be a third-party beneficiary of the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in provisions of this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriateParagraph.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded lease, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor . Landlord hereby is irrevocably vested with full power and authority to subordinate Lessee's Tenant’s interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- non-judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of Lessor's Landlord’s interest in the Property, whether or not in connection with a mortgage, Lessee Tenant hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's Landlord’s interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Landlord under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's Tenant’s attornment to and recognition of such purchaser or grantee as Lessor hereunderLandlord hereunder provided Tenant is given a Non-Disturbance and Attornment Agreement. Such agreement of Lessee Tenant to attorn shall survive any such foreclosure sale, trustee's ’s sale, conveyance in lieu thereof, or any other transfer of Lessor's Landlord’s interest in the Property. LesseeTenant, upon demand, at any time, before or after any such foreclosure sale, trustee's ’s sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the mortgage a Lease Subordination, Non-disturbance Disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. Lessee accepts this This Lease shall be subject and subordinate to any recorded lease, mortgage or deed of trust lien presently existing, if any, now or hereafter encumbering on the Property Building or the Lot or any part thereof (“Mortgage”), and to all existing ordinances renewals, modifications, consolidations, replacements and recorded restrictionsextensions thereof and all substitutions therefor, covenants, easements, provided that in the case of a future Mortgage the holder of such Mortgage agrees to recognize the right of Tenant to use and agreements with respect to occupy the Property, Lessor hereby is irrevocably vested with full power Premises upon the payment of rent and authority to subordinate Lessee's interest other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder. In confirmation of such subordination and recognition, Tenant shall execute and deliver promptly such instruments of subordination as such mortgagee may reasonably request, subject to receipt of such instruments of recognition from such mortgagee as Tenant may reasonably request. In the event that any mortgage mortgagee or deed its respective successor in title shall succeed to the interest of trust lien hereafter placed on the Property. Upon any foreclosureLandlord, judicially or non- judicially, of any such mortgage, or the sale of the Property then this Lease shall nevertheless continue in lieu of foreclosure, or any other transfer of Lessor's interest in the Property, whether or not in connection with a mortgage, Lessee full force and effect and Tenant shall and does hereby does, and hereafter agrees agree to attorn to the purchaser at such foreclosure sale mortgagee or successor and to recognize such mortgagee or successor as its landlord. If any holder of a Mortgage, executed and recorded prior to the grantee under any deed in lieu Date of foreclosure or to any other transferee of Lessor's interestthis Lease, and shall recognize such purchaserso elect, grantee, or other transferee as Lessor under this Lease, and no further attornment the rights of Tenant hereunder, shall be superior in right to the rights of such holder, with the same force and effect as if this Lease had been executed, delivered and recorded, or a statutory Notice hereof recorded, prior to the execution, delivery and recording of any such Mortgage. The election of any such holder shall become effective upon either notice from such holder to Tenant or by the recording in the appropriate registry or recorder’s office of an instrument in which such holder subordinates its rights under such Mortgage to this Lease. If in connection with obtaining financing a bank, insurance company, pension trust or other agreement institutional lender shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied request reasonable modifications in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject as a condition to such conditions as financing, Tenant will not unreasonably withhold, delay or condition its consent thereto, provided that such modifications do not increase the mortgagee in its discretion may consider appropriatemonetary obligations of Tenant hereunder or materially adversely affect the leasehold interest hereby created or Tenant’s rights hereunder.

Rights of Mortgagee. Lessee accepts this This Lease shall be subject and subordinate to any recorded leasefirst mortgage on the Building and/or the Land, now or at any time hereafter in effect, unless the holder of such mortgage elects by notice to Tenant to have this Lease superior to its mortgage. In addition, Landlord shall have the option to subordinate this Lease to any other first mortgage or deed of trust lien presently existingwhich includes the Premises as part of the premises encumbered by such mortgage or deed of trust. Any such subordination to any first mortgage hereafter in effect shall be subject to the condition that the holder thereof enters into an agreement with Tenant by the terms of which (a) in the event of acquisition of title by such holder through foreclosure proceedings or otherwise, and provided Tenant is not in default hereunder, the holder will agree to recognize the rights of Tenant under this Lease and to accept Tenant as tenant of the Premises under the terms and conditions of this Lease and (b) Tenant will agree to recognize the holder of such mortgage as Landlord in such event. This agreement shall be made to expressly bind and inure to the benefit of the successors and assigns of Tenant and of the holder and upon anyone purchasing said Premises at any foreclosure sale. Any such mortgage to which the Lease shall be subordinated may contain such terms, provisions and conditions as the holder deems usual or customary. The Land or Building, or both, are separately and together hereinafter in this Article 13.13 referred to as the “Mortgaged Premises”. The word “mortgagee” as used in this Lease shall mean the holder of such mortgage at the time being in question. Upon entry and taking possession of the Mortgaged Premises for any purpose other than foreclosure, the mortgagee shall have all rights of Landlord and during the period of such possession, the duty to perform all Landlord’s obligations under this Lease. Unless and until the holder of the mortgage so takes possession of the Mortgaged Premises or takes title to the Mortgage Premises after a foreclosure of its mortgage, no such holder shall be liable to perform any other of Landlord’s covenants and obligations under this Lease, except as may be agreed upon by any mortgagee and Tenant. Except as otherwise provided in Article 13.13 hereof, no such holder of a mortgage shall be liable, either as mortgagee or as holder of a collateral assignment of this Lease, to perform, or be liable in damages for failure to perform, any of the obligations of Landlord unless and until such holder shall enter and take possession of the Mortgaged Premises for the purpose of foreclosing a mortgage or takes title to the Mortgaged Premises after a foreclosure of its mortgage. Upon entry for the purpose of foreclosing a mortgage or taking title to the Mortgaged Premises, such holder shall be liable to perform all of the subsequent obligations of Landlord, subject to the provisions of this Article 13.13 and subject to and with the benefit of the provisions of Article 13. 13, provided that a discontinuance of any foreclosure proceeding shall be deemed a conveyance under said provisions to the owner of the equity of the Mortgaged Premises. No act or failure to act on the part of Landlord which would entitle Tenant under the terms of this Lease, or by law, to be relieved of Tenant’s obligations hereunder or to terminate this Lease, shall result in a release or termination of such obligations or a termination of this Lease unless (i) Tenant shall have first given written notice of Landlord’s act or failure to act to Landlord’s mortgagees of record, if any, specifying the act or hereafter encumbering failure to act on the Property part of Landlord which could or would give basis to Tenant’s rights (provided, that, Landlord or such mortgagees have sent Tenant written notice of the existence of the applicable mortgages and the addresses of the holders thereof); and (ii) such mortgagees, after receipt of such notice, have failed or refused to all existing ordinances correct or cure the condition complained of within a reasonable time thereafter; but nothing contained in this Article 13.13 shall be deemed to impose any obligation on any such mortgagee to correct or cure any such condition. “Reasonable time” as used above means and recorded restrictionsincludes a reasonable time to obtain possession of the Mortgaged Premises, covenants, easementsif the mortgagee elects to do so, and a reasonable time to correct or cure the condition if such condition is determined to exist. No assignment of this Lease (other than to a Permitted Transferree) and no agreement to make or accept any surrender, termination or cancellation of this Lease and no agreement to modify this Lease so as to reduce the rent, change the Term or otherwise materially change the rights of Landlord under this Lease or to relieve Tenant of any obligations or liability under this Lease, shall be valid unless consented to in writing by Landlord’s mortgagees of record, if any. In connection therewith, Tenant shall be entitled to rely (without independent investigation) on the representation of Landlord as to whether any mortgages of record exist relating to the Premises and, if so, as to the holders thereof. The covenants and agreements contained in this Lease with respect to the Propertyrights, Lessor hereby is irrevocably vested with full power powers and authority benefits of a mortgagee (particularly, without limitation thereby, the covenants and agreement contained in this Article 13.13) constitute a continuing offer to subordinate Lessee's interest under any person, corporation or other entity, which by accepting or requiring an assignment of this Lease or by entry or foreclosure assumes the obligations herein set forth with respect to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of Lessor's interest in the Property, whether or not in connection with mortgagee; such mortgagee is hereby constituted a mortgage, Lessee hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage party to this Lease on as an obligee hereunder to the same extent as though its name were written hereon as such, and such terms and subject mortgagee shall be entitled to enforce such conditions as the mortgagee provisions in its discretion own name. Tenant agrees on request of Landlord to execute and deliver from time to time any agreement, in form and substance reasonably acceptable to the holder of any mortgage encumbering the Premises (provided, that such holder is a commercial bank or other financial institution), which may consider appropriatereasonably be deemed necessary to implement the provisions of this Article 13.13. Tenant shall execute and deliver such subordination agreement to the holder within twenty (20) days of Tenant’s receipt of such request (and the form of agreement).

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and ------------------- subordinate to any recorded lease, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, covenants easements, and agreements with respect to the Property, Lessor . Landlord hereby is irrevocably vested with full power and authority to subordinate LesseeTenant's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- non-judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of LessorLandlord's interest in the Property, whether or not in connection with a mortgage, Lessee Tenant hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of LessorLandlord's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Landlord under this Lease, and no further attornment or other agreement shall be required to effect or evidence LesseeTenant's attornment to and recognition of such purchaser or grantee as Lessor Landlord hereunder. Such agreement of Lessee Tenant to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of LessorLandlord's interest in the Property. LesseeTenant, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the mortgage a Lease Subordination, Non-disturbance Disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require, and Tenant hereby irrevocably appoints Landlord as Tenant's agent and attorney-in-fact for the purpose of executing, acknowledging, and delivering any such instruments and certificates. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. Lessee accepts Section 15.1. The rights of the Tenant under this Lease shall be and are subject and subordinate at all times to the lien of any recorded leasemortgages or deeds of trust now or hereafter in force against the Property or the Building, or both of them, and to all advances made or hereafter to be made upon the security thereof, and to all renewals, modifications, amendments, consolidations, replacements and extensions thereof. This Article is self-operative and no further instrument of subordination shall be required. Any mortgagee or beneficiary under a deed of trust may, however, elect to have this Lease be superior to its mortgage or deed of trust lien presently existingtrust. At Landlord's request, if any, or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest under Xxxxxx shall execute a document in recordable form confirming that this Lease is subordinate (or at the mortgagee's or beneficiary's election, superior) to any mortgage or deed of trust lien hereafter placed on trust. Tenant, at the Property. Upon any foreclosure, judicially or non- judicially, option of any such mortgagemortgagee or beneficiary under a deed of trust ("Landlord's Mortgagee"), or the sale of the Property in lieu of foreclosure, or any other transfer of Lessor's interest in the Property, whether or not in connection with a mortgage, Lessee hereby does, and hereafter agrees (a) to attorn to such mortgagee or beneficiary in the purchaser at such event of a foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, and (b) to execute such attornment, security, assignment or any other transfer of Lessorrelated agreements as Landlord's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee Mortgagee may reasonably require. Notwithstanding anything In the event of any act or omission by Landlord which would give Tenant the right to terminate this Lease or to claim a partial or total eviction from the contrary implied Premises, Tenant shall not exercise any such right (a) until it has notified in this Sectionwriting the Landlord's Mortgagee of such act or omission, any mortgagee under any mortgage and (b) until a reasonable period for remedying such act or omission shall have elapsed following the right at any time giving of such notice, and Landlord's Mortgagee shall not with reasonable diligence have commenced and continued to subordinate any remedy such mortgage act or omission or to cause the same to be remedied. Xxxxxxxx will notify Xxxxxx in writing of the name and address of each Landlord's Mortgagee upon the execution of this Lease on such terms and subject subsequently inform Xxxxxx of any new Landlord's Mortgagee immediately upon the execution of a mortgage or deed of trust encumbering title Building. No Landlord's Mortgagee shall be bound by any cancellation, amendment or modification of this Lease, or waiver of any provision of this Lease which has not been consented to such conditions as the mortgagee in its discretion may consider appropriatewriting by that Landlord's Mortgagee.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded lease, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor . Landlord hereby is irrevocably vested with full power and authority to subordinate LesseeTenant's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- non-judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of LessorLandlord's interest in the Property, whether or not in connection with a mortgage, Lessee Tenant hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of LessorLandlord's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Landlord under this Lease, and no further attornment or other agreement shall be required to effect or of evidence LesseeTenant's attornment to and recognition of such purchaser or grantee as Lessor Landlord hereunder. Such agreement of Lessee Tenant to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of LessorLandlord's interest in the Property. LesseeTenant, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the a Lease Subordination, Non-disturbance and Attornment Agreement Agreement, and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require, and Tenant hereby irrevocably appoints Landlord as Tenant's agent and attorney-in-fact for the purpose of executing, acknowledging and delivering any such instruments and certificates. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate. Landlord shall use its best efforts to obtain a "Nondisturbance" agreement in form reasonably satisfactory to Tenant.

Rights of Mortgagee. Lessee accepts this Lease subject and subordinate to any recorded lease, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- non-judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of Lessor's interest in the Property, whether or not in connection with a mortgage, Lessee hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require, and Lessee hereby irrevocably appoints Lessor as Lessee's agent and attorney-in-fact for the purpose of executing, acknowledging, and delivering any such instruments and certificates. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate. Any actions or instruments executed by Lessee shall be conditioned upon the mortgagee or transferee executing a letter of non-disturbance reasonably satisfactory in form and substance to Lessee. Any instrument executed by Lessee under this Section shall not in any manner limit the rights and privileges granted to Lessee in this Lease, nor shall it relieve Lessor's successors in interest (including mortgagees) of any of Lessor's obligations and duties under this Lease.

Rights of Mortgagee. Lessee Subject to the terms of any non-disturbance agreement with any Lender, Tenant accepts this Lease subject and subordinate to any recorded lease, mortgage mortgage, deed to secure debt or deed of trust lien presently existing, if any, or hereafter encumbering the Property and any renewals, modifications, extensions or replacements thereof and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor . Landlord hereby is irrevocably vested with full power and authority to subordinate Lessee's Tenant’s interest under this Lease to any mortgage mortgage, deed to secure debt or deed of trust lien hereafter placed on the Property, and Tenant agrees upon demand to execute additional instruments subordinating this Lease as Landlord may require. Upon any foreclosure, judicially or non- judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of Lessor's Landlord’s interest in the Property, whether or not in connection with a mortgage, Lessee Tenant hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's Landlord’s interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Landlord under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's Tenant’s attornment to and recognition of such purchaser or grantee as Lessor Landlord hereunder. Such agreement of Lessee Tenant to attorn shall survive any such foreclosure sale, trustee's ’s sale, conveyance in lieu thereof, or any other transfer of Lessor's Landlord’s interest in the Property. LesseeTenant, upon demand, at any time, before or after any such foreclosure sale, trustee's ’s sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, acknowledge and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require, and Tenant hereby irrevocably appoints Landlord as Tenant’s agent and attorney-in-fact for the purpose of executing, acknowledging, and delivering any such instruments and certificates. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate. Landlord agrees that it shall exercise reasonable efforts to obtain a non-disturbance and attornment agreement (“SNDA”) for Tenant from any grantee or transferee, at Tenant’s sole cost and expense, upon written request from Tenant; provided, however, Tenant shall submit to Landlord with any such request a check in the amount of two thousand dollars ($2,000.00) for Landlord to hold in escrow to apply towards the costs of such SNDA.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded leasemortgage, mortgage or deed of trust or other lien (a "Mortgage") presently existing, if any, existing or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements exist with respect to the PropertyLeased Premises. Further, Lessor but without limiting the preceding sentence, Landlord is hereby is irrevocably vested with full power and authority to subordinate Lesseeand/or to evidence such subordination of Tenant's interest under this Lease to any mortgage or deed of trust lien Mortgage hereafter placed on the Property. Upon any foreclosureLeased Premises, judicially and Tenant agrees upon demand to execute such additional instruments subordinating this Lease, and further defining the terms of such subordination, as well as the attornment discussed below, as Landlord or non- judicially, the holder of any such mortgageMortgage, may require. Tenant agrees to provide to the holder of any such Mortgage, whose name and address have been provided to Tenant (a "Mortgagee"), a copy of each notice to Landlord which alleges any act, omission, or condition that might constitute a default by Landlord hereunder and Mortgagee, in its sole discretion, shall have all rights of Landlord hereunder to cure any such default. If the sale interests of Landlord under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any Mortgage on the Leased Premises, at the election of the Property in lieu transferee (sometimes called the "Purchaser") Tenant shall be bound to the Purchaser under the terms and conditions of foreclosurethis Lease for the balance of the remaining Lease term, including any extensions or renewals, with the same force and effect as if the Purchaser were Landlord under this Lease; provided, however, that such Purchaser shall not be liable or bound to Tenant (i) for any act or omission of any prior landlord, (ii) for any offsets or defenses which Tenant might have against any prior landlord, (iii) for or by any Rent which Tenant might have paid for more than the current month, (iv) by any amendment modification of, or consensual termination agreement with respect to, the Lease made without the Mortgagee's consent, (v) for any other transfer Security Deposit given by Tenant to a prior landlord unless such deposit is actually received by such Purchaser, (vi) for any repairs or replacements required by this Lease arising prior to the date Purchaser takes possession of Lessor's interest the Leased Premises, or (vii) for any moving, relocation or refurbishment allowance or any construction of or payment or allowance for tenant improvements to the Leased Premises or any part thereof for the benefit of Tenant except as set forth in this Lease. Tenant further agrees at the Property, whether or not in connection with a mortgage, Lessee hereby does, and hereafter agrees election of the Purchaser to attorn to the purchaser at such foreclosure sale or Purchaser, including the Mortgagee if it be the Purchaser, as its Landlord. Such attornment shall be effective without the execution of any further instruments upon the Purchaser's succeeding to the grantee under any deed in lieu interest of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Landlord under this Lease. The respective rights and obligations of Tenant and the Purchaser upon the attornment, to the extent of the then remaining balance of the term of this Lease and no further attornment or other agreement any extensions and renewals, shall be required and are the same as those set forth in this Lease, but Tenant agrees upon demand to effect or evidence Lessee's attornment to and recognition execute such additional instruments defining the terms of such purchaser attornment as Landlord or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee Purchaser may reasonably require. Notwithstanding anything to Each such Mortgagee and each such Purchaser shall be a third-party beneficiary of the contrary implied in provisions of this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriateParagraph.

Rights of Mortgagee. Lessee accepts this Lease subject and subordinate to any recorded leasemortgage, mortgage or deed of trust or other lien presently existing, if any, or hereafter encumbering existing upon the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest under Leased Premises. Lessee further agrees that this Lease is subject and subordinate to any mortgage or mortgage, deed of trust or other lien hereafter placed on the Property. Upon any foreclosureLeased Premises, judicially or non- judiciallyand, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of Lessor's interest in the Property, whether or not in connection with a mortgagealthough this provision is self-operative, Lessee hereby does, and hereafter agrees upon demand to attorn to execute additional instruments subordinating this Lease as Lessor may require. If the purchaser at such foreclosure sale or to the grantee interests of Lessor under any deed in lieu this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any mortgage, deed of trust or other lien on the Leased Premises, Lessee shall be bound to any other the transferee (sometimes called the "Purchaser") under the terms, covenants and conditions of Lessor's interestthis Lease for the balance of the term remaining, and shall recognize such purchaserany extensions or renewals, grantee, or other transferee with the same force and effect as if the Purchaser were Lessor under this Lease, and no further attornment or other agreement shall be required Lessee agrees to effect or evidence Lessee's attornment attorn to and recognition upon the request of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as Purchaser including the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee beneficiary under any mortgage shall have the right at any time to subordinate any such mortgage or deed of trust if it be the Purchaser, as its lessor, the attornment to be effective and self-operative without the execution of any further instruments upon the Purchaser succeeding to the interest of Lessor under this Lease on and requiring such terms attornment. The respective rights and subject obligations of Lessee and the Purchaser upon the attornment, to the extent of the then remaining balance of the term of this Lease, and any extensions and renewals, shall be and are the same as those set forth in this Lease. Notwithstanding that such attornment is self-operative, Lessee agrees to execute such further agreements in confirmation thereof as shall be reasonably requested by Lessor or such mortgagee or beneficiary, and Lessee further agrees to include in such agreements such other provisions as may be reasonably requested by Lessor or such mortgagee or beneficiary, including without limitation provisions for notice of default and opportunity to cure to such conditions as mortgagee or beneficiary and the non-liability of such mortgagee in its discretion may consider appropriateor beneficiary for claims against the Lessor.

Rights of Mortgagee. Lessee accepts this Lease subject and subordinate to any recorded lease, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering created upon the Property building or project and to all existing ordinances and recorded restrictions, covenants, easements, easements and agreements with respect to the Propertybuilding or project, provided such mortgage or other document provides that the Lessee shall not be disturbed in its possession of the Leased Premises in accordance with this Lease provided Lessee is not in default under this Lease. Lessor is hereby is irrevocably vested with full power and authority to subordinate Lessee's interest under this Lease to any mortgagor deed of trust hereafter placed on the Leased Premises, and Lessee agrees upon demand to execute additional instruments subordinating this Lease as Lessor may require, provided such mortgage or other document provides that the Lessee shall not be disturbed in its possession of the Leased Premises in accordance with this Lease provided Lessee is not in default under this Lease. If the interest of Lessor under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any first mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosureLeased Premises, judicially or non- judicially, of any such mortgage, or Lessee shall be bound to the sale transferee (sometimes called the "Purchaser") at the option of the Property in lieu Purchaser, under the terms, covenants and conditions of foreclosurethis Lease for the balance of the term remaining, including any extensions or any other transfer of Lessor's interest in renewals, with the Propertysame force and effect as if the Purchaser were Lessor under this Lease, whether or not in connection with a mortgageand, if requested by Purchaser, Lessee hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to Purchaser, including the grantee first mortgage under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions if it be the Purchaser, as the mortgagee in its discretion may consider appropriateLessor.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded lease, mortgage mortgage, deed to secure debt or deed of trust lien presently existing, if any, or hereafter encumbering the Property and any renewals, modifications, extensions or replacements thereof and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor . Landlord hereby is irrevocably vested with full power and authority to subordinate Lessee's Tenant’s interest under this Lease to any mortgage mortgage, deed to secure debt or deed of trust lien hereafter placed on the Property, and Tenant agrees upon demand to execute additional instruments subordinating this Lease as Landlord may require. Upon any foreclosure, judicially or non- judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of Lessor's Landlord’s interest in the Property, whether or not in connection with a mortgage, Lessee Tenant hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's Landlord’s interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Landlord under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's Tenant’s attornment to and recognition of such purchaser or grantee as Lessor Landlord hereunder. Such agreement of Lessee Tenant to attorn shall survive any such foreclosure sale, trustee's ’s sale, conveyance in lieu thereof, or any other transfer of Lessor's Landlord’s interest in the Property. LesseeTenant, upon demand, at any time, before or after any such foreclosure sale, trustee's ’s sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, acknowledge and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require, and Tenant hereby irrevocably appoints Landlord as Tenant’s agent and attorney-in-fact for the purpose of executing, acknowledging, and delivering any such instruments and certificates. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded lease, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering the Property and any renewals, modifications, extensions or replacements thereof and to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the Property, Lessor . Landlord hereby is irrevocably vested with full power and authority to subordinate LesseeTenant's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property, and Tenant agrees upon demand to execute additional instruments subordinating this Lease as Landlord may require. Upon any foreclosure, judicially or non- non-judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any other transfer of LessorLandlord's interest in the Property, whether or not in connection with a mortgage, Lessee Tenant hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of LessorLandlord's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Landlord under this Lease, and no further attornment or other agreement shall be required to effect or evidence LesseeTenant's attornment to and recognition of such purchaser or grantee as Lessor Landlord hereunder. Such agreement of Lessee Tenant to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of LessorLandiord's interest in the Property. LesseeTenant, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this SectionArticle, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded leasemortgage, mortgage or deed of trust or other lien (a "Mortgage") presently existing, if any, existing or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements exist with respect to the PropertyLeased Premises. Further, Lessor but without limiting the preceding sentence, Landlord is hereby is irrevocably vested with full power and authority to subordinate Lesseeand/or to evidence such subordination of Tenant's interest under this Lease to any mortgage or deed of trust lien Mortgage hereafter placed on the Property. Upon any foreclosureLeased Premises, judicially and Tenant agrees upon demand to execute such additional instruments subordinating this Lease, and further defining the terms of such subordination, as well as the attornment discussed below, as Landlord or non- judicially, the holder of any such mortgageMortgage, may require. Tenant agrees to provide to the holder of any such Mortgage, whose name and address have been provided to Tenant (a "Mortgagee"), a copy of each notice to Landlord which alleges any act, omission, or condition that might constitute a default by Landlord hereunder and Mortgagee, in its sole discretion, shall have all rights of Landlord hereunder to cure any such default. If the sale interests of Landlord under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any Mortgage on the Leased Premises, at the election of the Property in lieu transferee (sometimes called the "Purchaser") Tenant shall be bound to the Purchaser under the terms and conditions of foreclosurethis Lease for the balance of the remaining Lease term, including any extensions or renewals, with the same force and effect as if the Purchaser were Landlord under this Lease; provided, however, that such Purchaser shall not be liable or bound to Tenant (i) for any act or omission of any prior landlord, (ii) for any offsets or defenses which Tenant might have against any prior landlord, (iii) for or by any Rent which Tenant might have paid for more than the current month, (iv) by any amendment or modification of, or consensual termination agreement with respect to, the Lease made without the Mortgagee's consent, (v) for any other transfer Security Deposit given by Tenant to a prior landlord unless such COMMERCIAL LEASE AGREEMENT - PAGE 22 -------------------------- LEASE 2 deposit is actually received by such Purchaser, (vi) for any repairs or replacements required by this Lease arising prior to the date Purchaser takes possession of Lessor's interest the Leased Premises, or (vii) for any moving, relocation or refurbishment allowance or any construction of or payment or allowance for tenant improvements to the Leased Premises or any part thereof for the benefit of Tenant except as set forth in this Lease. Tenant further agrees at the Property, whether or not in connection with a mortgage, Lessee hereby does, and hereafter agrees election of the Purchaser to attorn to the purchaser at such foreclosure sale or Purchaser, including the Mortgagee if it be the Purchaser, as its Landlord. Such attornment shall be effective without the execution of any further instruments upon the Purchaser's succeeding to the grantee under any deed in lieu interest of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor Landlord under this Lease. The respective rights and obligations of Tenant and the Purchaser upon the attornment, to the extent of the then remaining balance of the term of this Lease and no further attornment or other agreement any extensions and renewals, shall be required and are the same as those set forth in this Lease, but Tenant agrees upon demand to effect or evidence Lessee's attornment to and recognition execute such additional instruments defining the terms of such purchaser attornment as Landlord or grantee as Lessor hereunderthe Purchaser may require. Such agreement Each such Mortgagee and each such Purchaser shall be a third-party beneficiary of Lessee to attorn shall survive the provisions of this Paragraph. *Upon written request by Tenant and provided Tenant is not in default of any such foreclosure saleterms, trustee's sale, conveyance in lieu thereofconditions, or any other transfer provisions of Lessor's interest in the Property. LesseeLease, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver Landlord agrees to the prospective transferee and/or mortgagee the Lease Subordination, Nonuse best efforts to obtain a non-disturbance and Attornment Agreement and agreement from any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee lender or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriatepurchaser.

Rights of Mortgagee. Lessee Tenant accepts this Lease subject and subordinate to any recorded leasemortgage, mortgage or deed of trust or other lien presently existing, if any, existing or hereafter encumbering the Property and to all existing ordinances and recorded restrictions, covenants, easements, and agreements exist with respect to the Property, Lessor Leased Premises. Landlord and its mortgagee is hereby is irrevocably vested with full power and authority to subordinate LesseeTenant's interest under this Lease to any mortgage or mortgage, deed of trust or other lien hereafter placed on the Property. Upon any foreclosureLeased Premises, judicially and Tenant agrees upon demand to execute such additional instruments subordinating this Lease as Landlord or non- judicially, the holder of any such mortgage, deed of trust, or lien may require. If the sale interests of Landlord under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any mortgage on the Leased Premises, Tenant shall be bound to the transferee (sometimes called the "Purchaser") under the terms and conditions of this Lease for the balance of the Property in lieu of foreclosureremaining lease term, including any extensions or any other transfer of Lessor's interest in renewals, with the Property, whether or not in connection with a mortgage, Lessee hereby does, same force and hereafter effect as if the Purchaser were Landlord under this Lease. Tenant further agrees to attorn to the purchaser at Purchaser, including the mortgagee under any such foreclosure sale or mortgage if it be the Purchaser, as its Landlord. Such attornment shall be effective without the execution of any further instruments upon the Purchaser succeeding to the grantee interest of Landlord under any deed in lieu this Lease. The respective rights and obligations of foreclosure or Tenant and the Purchaser upon the attornment, to any other transferee the extent of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under the then remaining balance of the term of this Lease, and no further attornment or other agreement any extensions and renewals, shall be required to effect or evidence Lessee's attornment to and recognition the same as those set forth in this Lease. Each such holder of such purchaser or grantee as Lessor hereunder. Such agreement any mortgage, deed of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereoftrust, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledgelien, and deliver to each such Purchaser, shall be a third-party beneficiary of the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in provisions of this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriateParagraph.

Rights of Mortgagee. Lessee accepts (a) If any holder of a mortgage or holder of a ground lease of property which includes the Premises, originally given to a lender, and executed and recorded subsequent to the date of this Lease, shall so elect, the interest of the Tenant hereunder shall be subordinate to the rights of such holder. If any holder of a mortgage or holder of a ground lease of property which includes the premises, originally given to a lender, and executed and recorded prior to the date of this Lease, shall so elect, this Lease, and the rights of the Tenant hereunder, shall be superior in right to the rights of such holder, with the same force and effect as if this Lease subject had been executed and subordinate delivered, and recorded, or a statutory notice hereof recorded, prior to the execution, delivery and recording of any recorded leasesuch mortgage. If in connection with obtaining financing for the Building, mortgage a bank, insurance company, pension trust or deed other institutional lender shall request reasonable modifications in this Lease as a condition to such financing, the Tenant will not unreasonably withhold, delay or condition its consent thereto, provided that such modifications do not materially increase the obligations of trust lien presently existingthe Tenant hereunder or materially adversely affect the Tenant or the leasehold interest hereby created. No assignment of this Lease and no agreement to make or accept any surrender, termination or cancellation of this Lease and no agreement to modify so as to reduce the rent, change the term, or otherwise materially change the rights of the Landlord under this Lease, or to relieve the Tenant of any obligations or liability under this Lease, shall be valid unless consented to in writing by the Landlord's mortgagees of record, if any, or hereafter encumbering . Tenant agrees on request of the Property Landlord to execute and deliver from time to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect time any agreement which may reasonably be deemed necessary to implement the provisions of this Section 17.12. (b) Notwithstanding anything to the Propertycontrary contained in Section 14.15(a) or Section 14.6(b), Lessor hereby is irrevocably vested with full power and authority Tenant shall not be required to subordinate Lessee's interest under this Lease to any mortgage or deed to thee lien of trust lien hereafter placed on any mortgage or sale and leaseback, nor shall the Propertysubordination provided herein be self-operative unless the holder of such mortgage or ground lease, as the case may be, shall enter into an agreement with Tenant, recordable in form, to the effect that in the event of foreclosure of, or similar action taken under, such mortgage or ground lease, this Lease shall not be terminated or disturbed by such mortgageholder or ground lessor or anyone claiming under such mortgageholder or ground lessor, as the case may be, so long as Tenant shall not be in Default under this Lease. Upon any foreclosure, judicially or non- judicially, The form of any such mortgage, agreement shall not be the form as required by any such mortgagee or ground lessor (consistent with the sale provisions of the Property in lieu of foreclosure, or any other transfer of Lessor's interest in the Property, whether or not in connection with a mortgage, Lessee hereby does, and hereafter agrees to attorn to the purchaser at such foreclosure sale or to the grantee under any deed in lieu of foreclosure or to any other transferee of Lessor's interest, and shall recognize such purchaser, grantee, or other transferee as Lessor under this Lease, and no further attornment or other agreement shall be required to effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate).