Common use of Sublease Subordination and Non-Disturbance Clause in Contracts

Sublease Subordination and Non-Disturbance. (a) At any time during the Term, except with respect to the Existing Subleases, within twenty (20) days following written request by Lessor with respect to any Tenant, Lessee shall cause any applicable Tenant to execute and deliver to Lessor (a) an estoppel certifying such matters as Lessor may reasonably request, including, without limitation, that such Tenant Lease is unmodified and in full force and effect (or setting forth the modifications), the term and expiration thereof and the dates to which the Rent has been paid; and/or (b) a subordination, non-disturbance and attornment agreement relating to the applicable Tenant Lease, which subordination, non-disturbance and attornment agreement shall be in form mutually satisfactory to Lessor and Lessee. (b) Within twenty (20) days from the date of request of Lessor, a Facility Lender or Lessee, with respect to any Tenant, Lessee shall use commercially reasonable efforts to cause such Tenant and Lessor shall cause such Facility Lender to enter into a written agreement in a form reasonably acceptable to such Facility Lender and such Tenant whereby (i) such Tenant subordinates the Tenant Lease and all of its rights and estate thereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agrees with each such Facility Lender that such Tenant will attorn to and recognize such Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of the Tenant Lease and (ii) such Facility Lender shall agree that Tenant shall not be disturbed in peaceful enjoyment of the applicable portion of the Leased Property nor shall the applicable Tenant Lease be terminated or canceled at any time, except as specified in the applicable Tenant Lease.

Sublease Subordination and Non-Disturbance. Within ten (a10) At any time during the Term, except with respect to the Existing Subleases, within twenty (20) days following written Business Days after request by Lessor with respect to any Tenant, Lessee shall (a) in the case of Existing Subleases, use commercially reasonable efforts to cause any applicable and (b) in the case of Tenant Leases entered into after the Commencement Date, cause, such Tenant to execute and deliver to Lessor (a) an estoppel certifying such matters as Lessor may reasonably request, including, without limitation, that such Tenant Lease is unmodified and in full force and effect (or setting forth the modifications), the term and expiration thereof and the dates to which the Rent has been paid; and/or (b) a subordination, non-disturbance and attornment subordination agreement relating to the applicable its Tenant Lease, which subordination, non-disturbance and attornment subordination agreement shall be in such form mutually satisfactory and content as is acceptable to Lessor. Within ten (10) Business Days after request by Lessor and Lessee. (b) Within twenty (20) days from the date of request of Lessor, or a Facility Lender or Lessee, with respect to any Tenant, Lessee shall (a) in the case of Existing Subleases, use commercially reasonable efforts to cause and (b) in the case of Tenant Leases entered into after the Commencement Date, cause such Tenant, subject to such Tenant receiving a written agreement containing a reasonable non-disturbance provision which provides that such Tenant shall not be disturbed in peaceful enjoyment of the applicable portion of the Leased Property nor shall the applicable Tenant Lease be terminated or canceled at any time, except as specified in the applicable Tenant Lease, to execute and Lessor shall cause deliver within such Facility Lender to enter into ten (10)-day period, a written agreement in a form reasonably acceptable to such Facility Lender and such Tenant whereby (i) such Tenant subordinates the its Tenant Lease and all of its rights and estate thereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agrees with each such Facility Lender that such Tenant will attorn to and recognize such Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of the Tenant Lease and (ii) such Facility Lender shall agree that Tenant shall not be disturbed in peaceful enjoyment of the applicable portion of the Leased Property nor shall the applicable Tenant Lease be terminated or canceled at any time, except as specified in the applicable Tenant Lease.

Sublease Subordination and Non-Disturbance. (a) At any time during the Term, except with respect to the Existing Subleases, within twenty Within ten (2010) days following written after request by Lessor with respect to any TenantLessor, Lessee shall cause the Sublessee or any applicable Tenant other sublessee to execute and deliver to Lessor a subordination agreement relating to the Sublease or any other sublease, which subordination agreement shall be in such form and content as is acceptable to Lessor and shall provide, among other things, that all of Sublessee’s (aor such other sublessee’s) an estoppel certifying such matters as rights and estate thereunder is and shall at all times be subject and subordinate in all respects to this Lease and the rights of Lessor may reasonably request, hereunder (including, without limitation, that such Tenant Lease is unmodified all extensions, renewals, modifications thereof, replacements and in full force and effect supplements thereto). Within ten (or setting forth the modifications), the term and expiration thereof and the dates to which the Rent has been paid; and/or (b) a subordination, non-disturbance and attornment agreement relating to the applicable Tenant Lease, which subordination, non-disturbance and attornment agreement shall be in form mutually satisfactory to Lessor and Lessee. (b) Within twenty (2010) days from the date of request of Lessor, Lessor or a Facility Lender or Lessee, with respect to any TenantLender, Lessee shall use commercially reasonable efforts cause Sublessee or any other sublessee of the Leased Property to cause execute and deliver within such Tenant and Lessor shall cause such Facility Lender to enter into ten (10) day period, a written agreement in a form reasonably acceptable to such Facility Lender and whereby such Tenant whereby (i) such Tenant Person subordinates the Tenant Lease Sublease, or any other sublease relating to the Leased Property, and all of its rights and estate thereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof thereof, and agrees agree with each such Facility Lender that such Tenant Person will attorn to and recognize such Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of the Tenant Sublease or such other sublease. (b) Lessor agrees that in the event this Lease and (ii) such Facility Lender shall agree that Tenant is terminated before the expiration or termination of the Sublease, the Sublease shall not be disturbed in peaceful terminated, Sublessee’s use, possession and enjoyment of the applicable portion of the Leased Property pursuant to the Sublease shall not be disturbed, nor shall any of the applicable Tenant Lease rights of Sublessee granted under the Sublease be terminated or canceled at any time, except as specified affected in the applicable Tenant exercise of any rights by Lessor or its assignee hereunder so long as (a) no “Event of Default” shall have occurred under the Sublease, and no event has occurred which with the giving of notice or the passage of time or both would constitute such a default under the terms of the Sublease, and (b) after receipt of written notice from Lessor or its assigns stating that an Event of Default has occurred under this Lease, Sublessee shall pay all rentals accruing under the Sublease directly to Lessor, or as Lessor may direct.

Sublease Subordination and Non-Disturbance. Within fifteen (a15) At any time during the Term, except with respect to the Existing Subleases, within twenty (20) days following written Business Days after request by Lessor with respect to any TenantLessor, Lessee shall use commercially reasonable efforts to cause any applicable Tenant the Tenants to execute and deliver to Lessor (a) an estoppel certifying such matters as Lessor may reasonably request, including, without limitation, that such Tenant Lease is unmodified and in full force and effect (or setting forth the modifications), the term and expiration thereof and the dates to which the Rent has been paid; and/or (b) a subordination, non-disturbance and attornment agreement relating to the applicable Tenant Leasesublease, which subordinationin a form and content reasonably acceptable to Lessor. In addition, non-disturbance and attornment agreement shall be in form mutually satisfactory to Lessor and Lessee. within fifteen (b15) Within twenty (20) days Business Days from the date of request of Lessor, Lessor or a Facility Lender or Lessee, with respect to any TenantLender, Lessee shall use commercially reasonable efforts to cause the Tenants of the Leased Property to execute and deliver within such Tenant and Lessor shall cause such Facility Lender to enter into fifteen (15) day period, a written subordination, non-disturbance and attornment agreement in a form reasonably acceptable to such Facility Lender whereby, subject to Lessor’s and Facility Lender’s subordination, non-disturbance and attornment agreement, such Tenant whereby (i) such Tenant subordinates Tenants will subordinate the Tenant Lease sublease and all of its their rights and estate thereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agrees agree with each such Facility Lender that such Tenant Tenants will attorn to and recognize such Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of the Tenant Lease and (ii) such Facility Lender shall agree that Tenant shall not be disturbed in peaceful enjoyment of the applicable portion of the Leased Property nor shall the applicable Tenant Lease be terminated or canceled at any time, except as specified in the applicable Tenant Leasesublease.

Sublease Subordination and Non-Disturbance. (a) At any time during the Term, except with respect to the Existing Subleases, within Within twenty (20) days following written after request by Lessor or Lessee with respect to any Tenant, Lessee shall cause any applicable such Tenant to execute and deliver to Lessor (a) an estoppel certifying such matters as and Lessor may reasonably request, including, without limitation, that shall execute and deliver to such Tenant Lease is unmodified and in full force and effect (or setting forth the modifications), the term and expiration thereof and the dates to which the Rent has been paid; and/or (b) a subordination, non-disturbance and attornment agreement relating to the applicable such Tenant’s Tenant Lease, which subordination, non-disturbance and attornment agreement shall be in form mutually satisfactory to Lessor and Lessee. (b) . Within twenty (20) days from the date of request of Lessor, a Facility Lender or Lessee, with respect to any Tenant, Lessee shall use commercially reasonable efforts to cause such Tenant and Lessor shall cause such Facility Lender to enter into a written agreement in a form reasonably acceptable to such Facility Lender and such Tenant whereby (ix) such Tenant subordinates the Tenant Lease and all of its rights and estate thereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agrees with each such Facility Lender that such Tenant will attorn to and recognize such Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of the Tenant Lease and (iiy) such Facility Lender shall agree that Tenant shall not be disturbed in peaceful enjoyment of the applicable portion of the Leased Property nor shall the applicable Tenant Lease be terminated or canceled at any time, except as specified in the applicable Tenant Lease.

Sublease Subordination and Non-Disturbance. 95 (a) With respect to the Existing Subleases, and within twenty (20) days after the Initial Commencement Date, Lessee shall use commercially reasonable efforts to cause such Tenant to execute and deliver to Lessor a subordination, non-disturbance and attornment agreement relating to each such Existing Sublease, which subordination, non-disturbance and attornment agreement shall be in reasonable form mutually satisfactory to Lessor and Lessee. (b) At any time during the Term, except with respect to the Existing Subleases, within twenty (20) days following written request by Lessor with respect to any Tenant, Lessee shall use commercially reasonable efforts to cause any applicable Tenant to execute and deliver to Lessor (a) an estoppel certifying such matters as Lessor may reasonably request, including, without limitation, that such Tenant Lease is unmodified and in full force and effect (or setting forth the modifications), the term and expiration thereof and the dates to which the Rent has been paid; and/or (b) a subordination, non-disturbance and attornment agreement relating to the applicable Tenant Lease, which subordination, non-disturbance and attornment agreement shall be in reasonable form mutually satisfactory to Lessor and Lessee. (bc) Within twenty (20) days from the date of request of Lessor, a Facility Lender or Lessee, with respect to any Tenant, Lessee shall use commercially reasonable efforts to cause such Tenant and Lessor shall cause such Facility Lender to enter into a written agreement in a form reasonably acceptable to such Facility Lender and such Tenant whereby (i) such Tenant subordinates the Tenant Lease and all of its rights and estate thereunder to the lien of each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agrees with each such Facility Lender that such Tenant will attorn to and recognize such Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of the Tenant Lease and (ii) such Facility Lender shall agree that Tenant shall not be disturbed in peaceful enjoyment of the applicable portion of the Leased Property nor shall the applicable Tenant Lease be terminated or canceled at any time, except as specified in the applicable Tenant Lease.

Sublease Subordination and Non-Disturbance. Within ten (a10) At any time during the Term, except with respect to the Existing Subleases, within twenty (20) days following written Business Days after request by Lessor with respect to any Tenant, Lessee shall (a) in the case of Existing Subleases, use commercially reasonable efforts to cause any applicable and (b) in the case of Tenant Leases entered into after the Commencement Date, cause, such Tenant to execute and deliver to Lessor (a) an estoppel certifying such matters as Lessor may reasonably request, including, without limitation, that such Tenant Lease is unmodified and in full force and effect (or setting forth the modifications), the term and expiration thereof and the dates to which the Rent has been paid; and/or (b) a subordination, non-disturbance and attornment subordination agreement relating to the applicable its Tenant Lease, which subordination, non-disturbance and attornment subordination agreement shall be in such form mutually satisfactory and content as is acceptable to Lessor. Within ten (1 0) Business Days after request by Lessor and Lessee. (b) Within twenty (20) days from the date of request of Lessor, or a Facility Lender or Lessee, with respect to any Tenant, Lessee shall (a) in the case of Existing Subleases, use commercially reasonable efforts to cause and (b) in the case of Tenant Leases entered into after the Commencement Date, cause such Tenant, subject to such Tenant receiving a written agreement containing a reasonable non-disturbance provision which provides that such Tenant shall not be disturbed in peaceful enjoyment of the applicable portion of the Real Property nor shall the applicable Tenant Lease be terminated or canceled at any time, except as specified in the applicable Tenant Lease, to execute and Lessor shall cause deliver within such Facility Lender to enter into ten (10)-day period, a written agreement in a form reasonably acceptable to such Facility Lender and such Tenant whereby (i) such Tenant subordinates the its Tenant Lease and all of its rights and estate thereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agrees with each such Facility Lender that such Tenant will attorn to and recognize such Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of the Tenant Lease and (ii) such Facility Lender shall agree that Tenant shall not be disturbed in peaceful enjoyment of the applicable portion of the Leased Property nor shall the applicable Tenant Lease be terminated or canceled at any time, except as specified in the applicable Tenant Lease.

Sublease Subordination and Non-Disturbance. Within ten (a) At any time during the Term, except with respect to the Existing Subleases, within twenty (2010) days following written after request by Lessor with respect to any TenantLessor, Lessee shall cause any applicable Tenant subtenant or sublessee to execute and deliver to Lessor (a) an estoppel certifying such matters as Lessor may reasonably request, including, without limitation, that such Tenant Lease is unmodified and in full force and effect (or setting forth the modifications), the term and expiration thereof and the dates to which the Rent has been paid; and/or (b) a subordination, non-disturbance and attornment subordination agreement relating to the applicable Tenant Leasesublease of such subtenant or sublessee, which subordination, non-disturbance and attornment subordination agreement shall be in such form mutually satisfactory and content as is acceptable to Lessor and Lessee. Lessor. At the request from time to time by any Facility Lender, within ten (b) Within twenty (2010) days from the date of request of Lessor, a Facility Lender or Lessee, with respect to any Tenantrequest, Lessee shall use commercially reasonable efforts cause any subtenant or sublessee of the Leased Property to cause execute and deliver within such Tenant and Lessor shall cause ten (10) day period, to such Facility Lender to enter into a written agreement in a form reasonably acceptable to such Facility Lender and whereby such Tenant whereby (i) such Tenant subtenant or sublessee subordinates the Tenant Lease sublease and all of its rights and estate thereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof Facility Instrument and agrees with each such Facility Lender that such Tenant subtenant or sublessee will attorn to and recognize such Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may beFacility Instrument, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of the Tenant Lease sublease. Lessee shall use its best efforts to cause the service company under the Energy Services Agreement to execute and deliver to Lessor a subordination and estoppel certificate or agreement (iithe "Energy Services Estoppel") such Facility Lender relating to the Energy Services Agreement as soon as practicable but in no event later than thirty (30) days following the Commencement Date, which Energy Services Estoppel shall agree that Tenant shall not be disturbed in peaceful enjoyment of form and content acceptable to Lessor. Lessee agrees to reimburse Lessor, immediately upon written request, for all amounts disbursed by Lessor and its Affiliates pursuant to the applicable portion of Energy Services Agreement and the Leased Property nor shall the applicable Tenant Lease be terminated or canceled at any time, except as specified in the applicable Tenant LeaseEnergy Services Estoppel.

Sublease Subordination and Non-Disturbance. (a) At any time during the Term, except with respect to the Existing Subleases, within Within twenty (20) days following written after request by Lessor or Lessee with respect to any Tenant, Lessee shall cause any applicable such Tenant to execute and 56 deliver to Lessor (a) an estoppel certifying such matters as and Lessor may reasonably request, including, without limitation, that shall execute and deliver to such Tenant Lease is unmodified and in full force and effect (or setting forth the modifications), the term and expiration thereof and the dates to which the Rent has been paid; and/or (b) a subordination, non-disturbance non‑disturbance and attornment agreement relating to the applicable such Tenant's Tenant Lease, which subordination, non-disturbance non‑disturbance and attornment agreement shall be in form mutually satisfactory to Lessor and Lessee. (b) . Within twenty (20) days from the date of request of Lessor, a Facility Lender or Lessee, with respect to any Tenant, Lessee shall use commercially reasonable efforts to cause such Tenant and Lessor shall cause such Facility Lender to enter into a written agreement in a form reasonably acceptable to such Facility Lender and such Tenant whereby (ix) such Tenant subordinates the Tenant Lease and all of its rights and estate thereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agrees with each such Facility Lender that such Tenant will attorn to and recognize such Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of the Tenant Lease and (iiy) such Facility Lender shall agree that Tenant shall not be disturbed in peaceful enjoyment of the applicable portion of the Leased Property nor shall the applicable Tenant Lease be terminated or canceled at any time, except as specified in the applicable Tenant Lease.

Sublease Subordination and Non-Disturbance. (a) With respect to the Existing Subleases, and within twenty (20) days after the Initial Commencement Date, Lessee shall use commercially reasonable efforts to cause such Tenant to execute and deliver to Lessor a subordination, non-disturbance and attornment agreement relating to each such Existing Sublease, which subordination, non-disturbance and attornment agreement shall be in reasonable form mutually satisfactory to Lessor and Lessee. (b) At any time during the Term, except with respect to the Existing Subleases, within twenty (20) days following written request by Lessor with respect to any Tenant, Lessee shall use commercially reasonable efforts to cause any applicable Tenant to execute and deliver to Lessor (a) an estoppel certifying such matters as Lessor may reasonably request, including, without limitation, that such Tenant Lease is unmodified and in full force and effect (or setting forth the modifications), the term and expiration thereof and the dates to which the Rent has been paid; and/or (b) a subordination, non-disturbance and attornment agreement relating to the applicable Tenant Lease, which subordination, non-disturbance and attornment agreement shall be in reasonable form mutually satisfactory to Lessor and Lessee. (bc) Within twenty (20) days from the date of request of Lessor, a Facility Lender or Lessee, with respect to any Tenant, Lessee shall use commercially reasonable efforts to cause such Tenant and Lessor shall cause such Facility Lender to enter into a written agreement in a form reasonably acceptable to such Facility Lender and such Tenant whereby (i) such Tenant subordinates the Tenant Lease and all of its rights and estate thereunder to the lien of each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agrees with each such Facility Lender that such Tenant will attorn to and recognize such Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of the Tenant Lease and (ii) such Facility Lender shall agree that Tenant shall not be disturbed in peaceful enjoyment of the applicable portion of the Leased Property nor shall the applicable Tenant Lease be terminated or canceled at any time, except as specified in the applicable Tenant Lease.