Common use of Subordination and Attornment Clause in Contracts

Subordination and Attornment. Upon Lessor’s request, during the term of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subordinate to the lien of any mortgages in any amount or amounts on all or any part of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease Agreement.

Subordination and Attornment. Upon Lessor’s requestPrior to the Commencement Date, during the term Landlord shall provide Tenant with reasonable nondisturbance agreements pursuant to which each existing holder of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee mortgage or deed of trust or lessor under a ground lease shall agree that Tenant shall not be disturbed in the event of sale, foreclosure or other actions so long as Tenant is not in default hereunder. Tenant covenants and agrees that, within ten (10) business days from Landlord’s written request, it will execute without further consideration instruments reasonably requested by Landlord or Landlord's mortgagee subordinating this Lease Agreement is in the manner requested by Landlord to all ground or underlying leases and shall be subordinate to the lien of any mortgages in any amount or amounts on all mortgage or any part deed of trust or other encumbrance which may now or hereafter affect the land Premises or buildings comprising the PremisesProject, or on any portion thereof, together with all renewals, modifications, consolidations, replacements or against Lessor’s interest or estate thereinextensions thereof; provided that any lienor or encumbrancer relying on such subordination agreement or such additional agreements will covenant with Tenant that this Lease shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named remain in any such mortgage to recognize the Lease Agreement of Lessee full force and effect, and Tenant shall not be disturbed in the event of sale, foreclosure of any such mortgage if Lessee or other actions so long as Tenant is not in default under the Lease Agreementhereunder. Lessee covenants and Tenant agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement attorn to the lien successor in interest of Landlord following any transfer of such interest either voluntarily or by operation of law and to recognize such successor as Landlord under this Lease. However, if Landlord or any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior ground lessor or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effectmortgagee so elects, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective any ground lease, mortgage, deed of whether this Lease Agreement is dated prior to trust or subsequent to other encumbrance upon or including the Premises regardless of date of such mortgage or lease. If Lessor enters into one or more mortgages recording, and Lessee is advised Tenant will execute a statement in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease Agreement.effect at Landlord's request

Subordination and Attornment. Upon Lessor’s request, during the term of this 35.1 This Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subject and subordinate to the lien of any mortgages mortgage, deed of trust, or lease in which Landlord is tenant now or hereafter in force against the Building or the Project (each an “Encumbrance”) and to all advances made or hereafter to be made upon the security thereof without the necessity of the execution and delivery of any amount or amounts further instruments on all or any the part of Tenant to effectuate such subordination, according to the land following terms and conditions. 35.2 Landlord shall endeavor, no later than twenty (20) days after the date of full execution of this Lease, to provide Tenant, without cost or buildings comprising charge, with commercially reasonable subordination, non-disturbance and attornment agreements (“SNDA”) in favor of Tenant from any ground lessors, mortgage holders or lien holders (each, a “Superior Mortgagee”) then in existence. Without limitation, the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement SNDA shall recite provide that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to Superior Mortgagee shall recognize the Lease Agreement of Lessee this Lease, and in the event of any default under such Encumbrance or any foreclosure action, forced sale, or other proceeding in connection therewith, the rights of Tenant under this Lease, and Tenant’s possession of the Premises shall not be disturbed, Tenant shall not be named as defendant in any such mortgage if Lessee is proceedings, and that in the event such Superior Mortgagee becomes owner of the Premises, Building, Project or any part thereof, such holder shall accept Tenant as Tenant under this Lease, and, notwithstanding the foregoing, any such SNDA shall include customary limitations on such holder’s obligations to Tenant. Said SNDA shall be in recordable form and may be recorded at Tenant’s election and expense. In the event Landlord fails to provide such commercially reasonable SNDA within the time frame set forth in this Section, Tenant shall have the right, as its sole and exclusive remedy, exercisable no later than thirty (30) days after the date of full execution of this Lease, to terminate this Lease upon ten (10) business days written notice to Landlord. In the event Tenant elects to terminate this Lease and Landlord does not provide Tenant with the applicable SNDA within such ten (10) day period, this Lease shall terminate and Landlord shall reimburse Tenant all of Tenant’s pre-paid rent. This provision shall survive the termination of this Lease. 35.3 Notwithstanding the foregoing, Tenant’s subordination as provided above with respect to any Encumbrances arising after the date of this Lease shall be conditioned upon Landlord providing Tenant with a commercially reasonable SNDA that without limitation complies with the preceding paragraph. Said SNDA shall be in default under recordable form and may be recorded at Tenant’s expense. 35.4 Notwithstanding the Lease Agreement. Lessee covenants and agrees to foregoing, Tenant shall execute and deliver upon demand such further reasonable instrument or instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage or mortgages or deeds of trust or lease in which Landlord is tenant as may be required by Landlord so long as the Lessor within ten (10) days of demand thereforsame are consistent with this Article 35. Notwithstanding anything hereinabove containedHowever, in the event the holder of if any such mortgage shall at any time elect to have this Lease Agreement constitute a prior mortgagee, beneficiary or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effectLandlord under lease wherein Landlord is tenant so elects, this Lease Agreement shall be deemed prior and superior in lien to any such mortgage irrespective lease, mortgage, or deed of whether trust upon or including the Premises regardless of date and Tenant shall execute a statement in writing to such effect at Landlord’s request. 35.5 Upon written request of Landlord and opportunity for Tenant to review, Tenant agrees to execute any Lease amendments not materially altering the terms of this Lease, if required by a mortgagee or beneficiary of a deed of trust encumbering real property of which the Premises constitute a part incident to the financing of the real property of which the Premises constitute a part. Any change materially affecting or changing Tenant’s use of the Premises, materially increasing Tenant’s costs or liabilities, affecting the amount or timing of the consideration to be paid by Tenant or modifying the Term of this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in deemed as materially altering the terms hereof. 35.6 In the event any proceedings are brought for the foreclosure of foreclosure, or in the event of the exercise of the power of sale under any mortgage or deed of trust made by the Lessor Landlord covering the Premises, Tenant’s use and enjoyment of the Premises shall not be disturbed and Tenant shall attorn to the purchaser upon any such foreclosure of or sale and recognize such purchaser as the Lessor Landlord under this Lease AgreementLease.

Subordination and Attornment. Upon Lessor’s request, during the term of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subordinate to the lien of any mortgages in any amount or amounts on all or any part of the land or buildings comprising the PremisesProperty, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage and to any purchaser at a sale pursuant to foreclosure thereof, to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease Agreement. As a condition of Lessee’s obligations under the Lease, Lessor shall deliver a subordination, non-disturbance and attornment agreement in a form satisfactory to Lessor’s mortgage lender and shall cause Lessor’s mortgage lender to execute said agreement and thereafter record it at the Berkeley County R.O.D. Office.

Subordination and Attornment. Upon Lessor’s request(a) Provided any Mortgagee agrees to grant nondisturbance protection to Tenant as long as Tenant is not in default beyond the period allowed for cure herein, during the term of this Lease Agreementand all rights of Tenant therein, Lessee shall execute a subordination agreement and all interest or estate of Tenant in recordable form wherein Lessee shall agree that this Lease Agreement is and the Premises, or any portion thereof, shall be subject and subordinate to the lien of any mortgages in first mortgage, first deed of trust, security instrument or other document of like nature held by such Mortgagee, hereinafter referred to as "Mortgage", which at any amount or amounts on all or any part of the land or buildings comprising time may be placed upon the Premises, or any portion thereof, by Landlord, and to any replacement, renewals, amendment, modifications, extensions or refinancing thereof, and to each and every advance made under such Mortgage. Tenant agrees at any time hereafter, and from time to time on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination demand of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees Landlord, to execute and deliver upon demand such further instruments evidencing such subordination to Landlord any instruments, releases or other documents that may be reasonably required for the purpose of subjecting and subordinating this Lease Agreement to the lien of any such mortgage Mortgage, provided however, it is agreed, nevertheless, that so long as Tenant be not in default in the payment of Base Rent and other amounts due under this Lease and the performance and observance of all other covenants, conditions, provisions, terms and agreements to be performed and observed by Tenant under this Lease after the expiration of any applicable cure period, that such subordination agreement or other instrument, release or document shall not interfere with, hinder or molest Tenant's right to quiet enjoyment under this Lease, nor the right of Tenant to continue to occupy the Premises, and all portions thereof, and to conduct its business thereon in accordance with the covenants, conditions, provisions, terms and agreements of this Lease. The lien of any such Mortgage shall not cover Tenant's trade fixtures or other personal property located in or on the Premises. (b) In the event of any act or omission of Landlord constituting a default by Landlord, Tenant shall not exercise any remedy until Tenant has given Landlord and any Mortgagee of the Premises a prior thirty (30) day written notice to remedy such act or omission and such time shall have elapsed following the giving of such notice; provided, however, if such act or omission cannot, with due diligence and in good faith, be remedied within such thirty (30) day period, the Landlord and Mortgagee shall be allowed such further period of time as may be required by reasonably necessary provided that it commence remedying the Lessor same with due diligence and in good faith within ten said thirty (1030) days day period. Nothing herein contained shall be construed or interpreted as requiring any Mortgagee to remedy such act or omission. (c) If any Mortgagee (provided said Mortgagee's security interest is subordinate to the Lease or said Mortgagee has agreed not to disturb Tenant's possession of demand therefor. Notwithstanding anything hereinabove contained, the Premises and/or its interest in the event Lease provided Tenant is not in default beyond the holder period allowed for all herein) shall succeed to the rights of any such mortgage shall at any time elect to have Landlord under this Lease Agreement constitute or to ownership of the Premises, whether through possession or foreclosure of the delivery of a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent deed to the date Premises, then, upon the written request of such mortgage or lease. If Lessor enters into one or more mortgages Mortgagee so succeeding to Landlord's rights hereunder, Tenant shall attorn to and Lessee is advised in writing recognize such Mortgagee as Tenant's Landlord under this Lease, and shall promptly execute and deliver any instrument that such Mortgagee may reasonably request to evidence such attornment (whether before of after making of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee). Lessee shall, in the event any proceedings are brought for the foreclosure of or in In the event of sale under any mortgage made by other transfer of Landlord's interest hereunder, upon the Lessor covering written request of the Premisestransferee and Landlord, Tenant shall attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser transferee as the Lessor Tenant's Landlord under this Lease Agreementand shall promptly execute and deliver any instrument that such transferee and Landlord may reasonably request to evidence such attornment.

Subordination and Attornment. Upon Lessor’s request, during the term of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree Tenant acknowledges that this Lease Agreement is subordinate to all leases in which Landlord is lessee and to any mortgage or deed of trust now in force against the Building and to all advances made or hereafter to be made thereunder and, provided the holder thereof agrees in writing for Tenant's benefit not to disturb Tenant's rights under this Lease so long as there is no Event of Default under this Lease, Tenant agrees that this Lease shall be subordinate to any future leases in which Landlord is lessee and to any future first mortgage or deed of trust hereafter in force against the lien Building and to all advances made or hereafter to be made thereunder (all such existing and future leases, mortgages and deeds of trust referred to collectively as "Superior Instruments"). Tenant also agrees that if the holder of any mortgages in any amount or amounts on all or any part of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject Superior Instrument elects to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of have this Lease Agreement superior to its Superior Instrument and gives notice of its election to Tenant, then this Lease shall be superior to the lien of any such lease, mortgage as may be required by the Lessor within ten (10) days or deed of demand therefor. Notwithstanding anything hereinabove containedtrust and all renewals, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgagereplacements and extensions thereof, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to before or subsequent to the date of after such lease, mortgage or leasedeed of trust. If Lessor enters into one or more mortgages and Lessee is advised requested in writing by Landlord or any first mortgagee or ground lessor of Landlord, Tenant agrees to execute a subordination agreement required to further effect the name and address provisions of this paragraph. In the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account event of any default by the Lessor transfer in the performance lieu of any foreclosure or termination of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, a lease in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for Landlord is lessee or the foreclosure of any Superior Instrument, or sale of the Property pursuant to any Superior Instrument, Tenant shall attorn to such purchaser, transferee or lessor and recognize such party as landlord under this Lease, provided such party acquires and accepts the Leased Premises subject to this Lease. The agreement of Tenant to attorn contained in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon immediately preceding sentence shall survive any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease Agreementor transfer.

Subordination and Attornment. Upon Lessor’s request, during the term of this 36.1 This Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subject and subordinate to the lien of any mortgages mortgage, deed of trust, or lease in which Landlord is tenant now or hereafter in force against the Project and Building of which the Demised Premises are a part, and to all advances made or hereafter to be made upon the security thereof without the necessity of the execution and delivery of any amount or amounts further instruments on all or any the part of Tenant to effectuate such subordination. 36.2 Notwithstanding the land or buildings comprising the Premisesforegoing, or on or against Lessor’s interest or estate therein; provided that such subordination agreement Tenant shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand ten (10) days written notice such further instrument or instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage or mortgages or deeds of trust or lease in which Landlord is tenant as may be required by the Lessor within ten (10) days of demand thereforLandlord. Notwithstanding anything hereinabove containedHowever, in the event the holder of if any such mortgage shall at any time elect to have this Lease Agreement constitute a prior mortgagee, beneficiary or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effectLandlord under lease wherein Landlord is tenant so elects, this Lease Agreement shall be deemed prior and superior in lien to any such mortgage irrespective lease, mortgage, or deed of whether this Lease Agreement is dated prior to trust upon or subsequent to including the Demised Premises regardless of date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised Tenant will execute a statement in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in effect at Landlord's request. 36.3 In the event any proceedings are brought for the foreclosure of foreclosure, or in the event of the exercise of the power of sale under any mortgage or deed of trust made by the Lessor Landlord covering the Demised Premises, the Tenant shall at the election of the purchaser at such foreclosure or sale attorn to the purchaser upon any such foreclosure of or sale and recognize such purchaser as the Lessor Landlord under this Lease, so long as such purchaser executes a written recognition agreement in form reasonably satisfactory to Landlord and Tenant providing that, so long as Tenant is not in Default hereunder, Tenant's rights of occupancy shall not be disturbed and Tenant shall receive all of the rights and services provided for under this Lease. Notwithstanding anything to the contrary in this Article 36, Landlord shall exercise reasonable efforts, prior to the date the Parties execute this Lease, to obtain from any lenders or ground lessors of the Project a written agreement in form reasonably satisfactory to Landlord and Tenant providing for recognition of Tenant's interests under this Lease Agreementin the event of a foreclosure of the lender's security interest or termination of the ground lease. Further, as a condition to Tenant's obligation to subordinate its leasehold interest to a ground lease or instrument of security, Landlord shall obtain from any such ground lessors or lenders a written recognition agreement in form reasonably satisfactory to Landlord, Tenant and such lender or ground-lessor providing that Tenant's rights of occupancy shall not be disturbed in the event of a termination of the ground lease or a foreclosure of the loan, and that in the event of such termination or foreclosure, so long as Tenant is not in Default hereunder, Tenant shall receive all of the rights and services provided for under this Lease.

Subordination and Attornment. Upon LessorLandlord’s request, during the term of this Lease AgreementLease, Lessee Tenant shall execute a subordination agreement in recordable form wherein Lessee Tenant shall agree that this Lease Agreement is and shall be subordinate to the lien of any mortgages in any amount or amounts on all or any part of the land or buildings comprising the Premises, or on or against LessorLandlord’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of LesseeTenant’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee Tenant in the event of foreclosure of any such mortgage if Lessee Tenant is not in default under the Lease AgreementLease. Lessee Tenant covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor Landlord within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee Tenant to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor Landlord enters into one or more mortgages and Lessee Tenant is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor Landlord in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee Tenant shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure LessorLandlord’s default as otherwise provided herein and which cure shall be accepted by LesseeTenant. Lessee Tenant shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor Landlord covering the Premises, attorn to the purchaser upon any such foreclosure of or sale and recognize such purchaser as the Lessor Landlord under this Lease AgreementLease.

Subordination and Attornment. Upon Lessor’s request(a) Tenant recognizes that Landlord has or will finance the acquisition of the Building which the Leased Property is a part by mortgages or similar encumbrances upon the Building and the Property. This Lease Agreement shall be subject and subordinate to any mortgage given to secure the financing and other mortgage now or hereafter constituting a lien upon the Leased Property, during and to all renewals, modifications, consolidations, replacements or extensions, thereof. Although no instrument or act on the part of Tenant shall be necessary to effectuate such subordination, Tenant agrees to execute, acknowledge and deliver such further instruments subordinating this Lease to such mortgage and future mortgages. (b) In the event of the foreclosure of any mortgage, Tenant shall make full and complete attornment to lender for the balance of the term of this Lease AgreementLease, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that upon the same covenants and conditions as are contained herein, so as to establish direct privity of estate and contract between the lender and Tenant with the same force and effect as though this Lease Agreement is and were originally made directly between them. Tenant shall be subordinate thereafter make all Rent payments directly to the lien of any mortgages lender. (c) Except as set forth in Section 3.03, Landlord shall in no event be charged with default in any amount of its obligations hereunder unless and until Landlord shall have failed to perform such obligations within thirty (30) days (or amounts on all or any part of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject additional time as is reasonably required to the agreement by the mortgagee named in correct any such mortgage default) after written notice to recognize the Lease Agreement of Lessee Landlord by Tenant, specifically describing such failure. If Landlord commences and proceeds with due diligence to remedy a defect or to make any change required under this Lease, it shall not be in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreementdefault. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event If the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to covering the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee Building shall have given written notice to Tenant of the address to which notices to such holder are to be sent, Tenant shall give such holder written notice simultaneously with any notice given to Landlord of any default of Landlord, and if Landlord fails to cure any default asserted in said notice within the time provided above, Tenant shall notify such holder in writing of the failure to cure, and said holder shall have thirty (30) days after receipt of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right second notice to cure Lessor’s such default as otherwise provided herein and which cure shall be accepted before Tenant may take any action by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure reason of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease Agreementdefault.

Subordination and Attornment. Upon Lessor’s request(a) If any holder of a mortgage or holder of a ground lease of property which includes the Premises, during executed and recorded subsequent to the term date of this Lease AgreementLease, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and so elect, the interest of Tenant hereunder shall be subordinate to the lien rights of such holder, provided that executes, acknowledges and delivers to Tenant an agreement, in recordable form and in form and substance reasonably acceptable to Tenant, that, in the event of the foreclosure of such mortgage, a deed. in lieu of such foreclosure, a termination of such ground lease or the succession by such holder to Landlord's title to the Building or interest under this Lease, such holder shall recognize Tenant's rights, shall not disturb Tenant's occupancy of the Premises, and shall assume Landlord's obligations, under the terms and conditions of this Lease (a "Non-Disturbance Agreement").such holder shall agree to recognize in writing the rights of Tenant under this Lease upon the terms and conditions set forth herein, and the performance by Tenant of Tenant's obligations hereunder (but without any assumption by such holder of 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 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 and delivered, and recorded, or a statutory notice hereof recorded, prior to the execution, delivery and recording of any mortgages in such mortgage. Landlord represents and warrants, to the best of its knowledge, to Tenant that the Premises is not, as of the Date of this Lease, subject to any amount or amounts on all mortgage or any part lease senior to this Lease or to which this Lease is subject. The election of any such holder as to Subsection (a) above shall be exercised by notice to Tenant, in the land same fashion as notices under this Lease are given by Landlord to Tenant, and, if such notice is given, such subordination shall be effective as to all advances then or buildings comprising thereafter made by such holder under such mortgage or in connection with such ground lease. Any election as to Subsection. (b) above shall become effective upon either notice from such holder to Tenant in the same fashion as notices from Landlord to 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) Forthwith upon the request of Landlord, the holder of any mortgage or deed of trust affecting the Premises, or on or against Lessor’s interest or estate therein; the lessor under any ground lease affecting the Premises, provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage holder or lessor has executed and delivered to recognize the Lease Agreement of Lessee Tenant a Non-Disturbance Agreement, Tenant shall. execute and deliver to any such holder or lessor party an agreement providing that Tenant shall attorn to such holder or lessor in the event of a foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one deed of trust or more mortgages and Lessee is advised transfer in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated lieu thereof or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice a termination of such default ground lease and incorporating such other terms and conditions as such party may reasonably require, provided that such agreement includes en agreement by such other party to recognize the rights of Tenant under this Lease. Irrespective of whether any such mortgageeattornment agreement has been executed, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee Tenant shall, in the event any proceedings are brought for the foreclosure of of, or in the event of sale under exercise of the power of sale. under, any mortgage or deed of trust made by the Lessor covering Landlord, its successors or assigns, encumbering the Premises, or any part thereof, or in the event of termination of any ground lease, if so requested, attorn to the purchaser or ground lessor upon such foreclosure, sale or termination or upon any such grant of a deed in lieu, of foreclosure of sale and recognize such purchaser or ground lessor as the Lessor Landlord under this Lease AgreementLease. (d) Tenant agrees on request of Landlord to execute and deliver from time to time any instrument that Landlord may reasonably deem necessary to confirm the provisions of this Section 16.1.

Subordination and Attornment. Upon Lessor’s request(a) This Lease and all the rights of Tenant hereunder are subject and subordinate to all mortgages and deeds of trust and all instruments similar or supplemental thereto creating a charge or encumbrance and now or hereafter existing on or which now or hereafter may affect the Project or the Building, during and to all renewals, modifications, consolidations, replacements and extensions thereof and to every charge or lien resulting or arising therefrom and to every advance made or to be made thereunder (collectively referred to herein as a "Mortgage") and Tenant, whenever requested by Landlord or any mortgagee, or any trustee under a deed of trust or mortgage or any holder of a charge of encumbrance or any purchaser, their successors or assigns (collectively referred to herein as a "Mortgagee"), shall acknowledge the term same and attorn to the Mortgagee as a tenant upon all the terms of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subordinate to the lien of any mortgages in any amount or amounts on all or any part of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such give further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage assurances as may be necessary. (b) Landlord shall use all reasonable efforts to obtain an agreement from the Mortgagee, in form binding on the Mortgagee, that so long as no default exists nor any event has occurred which has continued to exist for such period of time (after notice, if any, required by the Lessor within ten (10Lease) days as would entitle Landlord to terminate the Lease, or would cause, without further action of demand therefor. Notwithstanding anything hereinabove containedLandlord, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing termination of the name and address of Lease, or would entitle Landlord to dispossess Tenant thereunder, the mortgagee under such mortgage, then this Lease Agreement shall not be terminated nor shall Tenant's use, possession, or canceled on account enjoyment of the Premises be interfered with, nor shall the leasehold estate granted by the Lease be affected in any manner in any foreclosure or any action or proceeding instituted under or in connection with the Mortgage, or at law, and this Lease shall remain effective as against the Mortgagee who shall be bound by the terms of this Lease. (c) Upon attornment, this Lease shall continue in full force and effect as a direct lease between Mortgagee and Tenant, upon all of the same covenants, terms, and conditions as set forth in this Lease except that, after such attornment, the Mortgagee shall not be: (i) liable for any act or omission of any default prior landlord; or (ii) subject to any offsets or defenses which Tenant might have against any prior landlord; or (iii) bound by any prepayment by Tenant of more than one month's instalment of Rent, or by any previous modification of this Lease, unless such prepayment or modification shall have been approved in writing by the Lessor in the performance of any of the termsMortgagee, covenants or conditions hereof on its part contained, until Lessee such prepayment shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage been made by the Lessor covering the Premises, attorn pursuant to the purchaser upon any such foreclosure provisions of sale and recognize such purchaser as the Lessor under this Lease AgreementLease.

Subordination and Attornment. Upon Lessor’s request23.1 At the election of Landlord or any mortgagee or beneficiary with a deed of trust encumbering the Building or the Project or any portion thereof, during or any lessor of a ground or underlying lease with respect to the term of Building or the Project or any portion thereof, this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is will be subject and shall subordinate at all times to: (i) all ground leases or underlying leases which may now exist or hereafter be subordinate to executed affecting the Building and/or the Project; and (ii) the lien of any mortgages mortgage or deed of trust or any other hypothecation for security now or hereafter placed upon the Building, the Project or any portion thereof, or Landlord’s interest and estate in any amount of same, and to any and all advances made on the security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof which may now exist or amounts on all or any part of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may hereafter be required by the Lessor within ten (10) days of demand thereforexecuted. Notwithstanding anything hereinabove containedthe foregoing, in the event the holder of if any such mortgage mortgagee, trustee or ground lessor shall at any time elect to have this Lease Agreement constitute a prior to the lien of its mortgage or superior lien deed of trust or to its mortgageground lease, then and shall give written notice thereof to Tenant at any time prior to the transfer of the Premises in foreclosure or by deed in lieu of foreclosure of such event upon lien or otherwise (or at any such mortgage holder notifying Lessee time prior to that effectthe termination of the ground lease, as the case may be) then, notwithstanding any prior subordination, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective mortgage, deed of trust, or ground lease, whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such said mortgage, then deed of trust or ground lease or the date of recording thereof. 23.2 Notwithstanding the foregoing provisions of this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shallSection, in the event any proceedings are brought for the foreclosure of foreclosure, or in the event of the exercise of the power of sale under any mortgage or deed of trust made by the Lessor Landlord covering the Premises, Tenant shall, at the new owner’s option, attorn to the purchaser upon any such foreclosure of or sale and recognize such purchaser as the Lessor Landlord under this Lease. Additionally, the transferee of the Premises upon any foreclosure sale or pursuant to any deed in lieu of foreclosure or other transfer (or the ground lessor in the event of a termination of a ground lease) shall have the right, whether or not this Lease Agreementhas been terminated by or in connection with such transfer or termination of ground lease (whether voluntarily, involuntarily or by operation of law), to require Tenant to enter into a new lease of the Premises (with the transferee or ground lessor as landlord) on terms and conditions identical to those as set forth in this Lease, except that the term of the new lease shall expire on the date specified herein for the expiration of the term of this Lease. 23.3 The provisions hereof are intended to be self-executing and do not require the necessity of any additional document being executed by Tenant for the purpose of effecting same. Tenant nevertheless agrees to execute and deliver to Landlord, within ten (10) days after request therefore, any documents reasonably requested by Landlord to effectuate or evidence any subordination or attornment, to make this Lease prior to the lien of any mortgage, deed of trust or ground lease or to enter into a new lease, each as described above in this Section, and failing to do so Tenant shall be in default hereunder with no right to further notice or cure. Without limitation on any of the foregoing, Tenant hereby waives its rights under any law which gives or purports to give Tenant any right to terminate or otherwise adversely affect this Lease and the obligations of Tenant hereunder in the event of any such foreclosure proceeding, sale or termination of ground lease.

Subordination and Attornment. Upon Lessor’s requestThis Lease and the estate, during the term of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is interest and shall be rights hereby created are subordinate to any mortgage now or hereafter placed upon the lien of any mortgages in any amount or amounts on all Lot, the Building or any part estate or interest therein, including, without limitation, any mortgage on any leasehold estate, and to all renewals, modifications, consolidations, replacements and extensions of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided same as well as any substitutions therefor. Tenant agrees that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event any person, firm, corporation or other entity acquires the right to possession of foreclosure of the Lot and the Building including any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the mortgagee or holder of any estate or interest having priority over this Lease, Tenant shall, if requested by such mortgage shall person, firm, corporation or other entity, attorn to and become the tenant of such person, firm, corporation or other entity, upon the same terms and conditions as are set forth herein for the balance of the Lease Term. Notwithstanding the foregoing, any mortgagee may, at any time elect time, subordinate its mortgage to have this Lease, without Tenant's consent, by notice in writing to Tenant, and thereupon this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective without regard to their respective dates of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages execution and Lessee is advised delivery, and in writing of the name and address of the mortgagee under such mortgagethat event, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right same rights with respect to cure Lessor’s default this Lease as otherwise provided herein though it had been executed prior to the execution and which cure shall be accepted by Lesseedelivery of the mortgage. Lessee Landlord shall, in as an express condition to Tenant's agreement to subordinate this Lease to any mortgage or other encumbrance now or hereafter placed upon the event any proceedings are brought for Building, obtain a non-disturbance agreement from the foreclosure holder of such mortgage or other encumbrance now or hereafter placed upon the Building providing that (i) the holder of such mortgage or other encumbrance shall not disturb Tenant's possession under this Lease in the event of sale under foreclosure, transfer in lieu thereof, and other enforcement proceedings, provided that tenant shall not be in default hereunder, (ii) the holder of such mortgage or other encumbrance agrees that a foreclosure will not terminate or void any mortgage made by option to renew or purchase, and (iii) provided Tenant leases more than 50% of the Lessor covering Building's rentable area the Premises, attorn holder of such Mortgage or other encumbrance shall permit insurance proceeds and condemnation award to be used to restore the purchaser upon any such foreclosure of sale Leased Premises and recognize such purchaser as the Lessor under this Lease AgreementBuilding.

Subordination and Attornment. Upon Lessor’s request(a) This Lease and the interest of Tenant hereunder shall be superior to the rights of any holder of a mortgage or holder of a ground lease or property that includes the Premises, during unless any such holder enters into a non-disturbance agreement with Tenant in form and substance reasonably acceptable to Tenant and such holder providing that Tenant shall not be disturbed in its use or occupancy of the term of Premises for as long as this Lease Agreement, Lessee shall execute a subordination agreement continues in recordable form wherein Lessee shall agree that this Lease Agreement is full force and effect and shall be subordinate afforded the protection of all of its rights and benefits hereunder (such agreement, a “SNDA”). Notwithstanding the immediately preceding sentence to the lien contrary, any holder of any mortgages in any amount a mortgage or amounts on all or any part holder of the land or buildings comprising a ground lease of property which includes the Premises, executed and recorded before or on or against Lessor’s interest or estate therein; provided that (if such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject holder wishes to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of subordinate this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or ground lease) subsequent to the date of such this Lease, shall enter into a SNDA. The form attached hereto as Exhibit SNDA is acceptable to Tenant. (b) Forthwith upon the request of Landlord, the holder of any mortgage or lease. If Lessor enters into one deed of trust affecting the Premises, or more mortgages the lessor under any ground lease affecting the Premises, Tenant shall execute and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default deliver to such mortgagee, specifying the default, in which event party an attornment agreement providing that Tenant shall attorn to such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of holder or lessor in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such a foreclosure of sale such mortgage or deed of trust or transfer in lieu thereof or a termination of such ground lease and incorporating such other terms and conditions as such party may reasonably require, provided that such agreement includes an agreement by such other party to recognize such purchaser as the Lessor rights of Tenant under this Lease Agreement(Tenant agreeing that the form attached hereto as Exhibit SNDA is acceptable to it). (c) Landlord represents and warrants to Tenant that there is no mortgage or ground lease affecting the Lot or Building as of the date hereof. Tenant acknowledges and agrees that Landlord may subject the Lot to a separate ground lease with an affiliate, and assign this Lease to the master tenant under such ground lease to facilitate the financing of the Landlord’s Work. In connection therewith, and as a condition thereto, Landlord shall cause the ground lessor under such ground lease to enter into a Non-Disturbance Agreement in the form attached as Exhibit HTC NDA, attached. Tenant agrees, at Landlord’s request and at Landlord’s sole cost and expense, to enter into any additional instruments reasonably requested by Landlord in connection with the foregoing so long as the same are not inconsistent with or adverse to the rights of Tenant under this Lease.

Subordination and Attornment. Upon Lessor’s requestTenant agrees: (a) that, during the term of except as hereinafter provided, this Lease Agreementis, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and all of Tenant's rights hereunder are and shall be always be, subject and subordinate to the lien of any mortgages in any amount or amounts on all or any part of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate thereinfirst mortgage ("First Mortgage"); provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage and (b) That if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage First Mortgage ("Mortgagee") or if the purchaser at any foreclosure sale or at any sale under a power of sale contained in any Mortgage shall at its sole option so request, Tenant will attorn to, and recognize such mortgagee or purchaser, as the case may be as Landlord under this Lease for the balance then remaining of the term of this Lease, subject to all terms of this Lease; and (c) That the aforesaid provisions shall be self-operative and no further instrument or document shall be necessary unless required by any such First Mortgagee or purchaser. Notwithstanding anything to the contrary set forth above, and First Mortgagee may at any time elect subordinate its Mortgage to have this Lease, without Tenant's consent, by notice in writing to Tenant, and thereupon this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective Mortgage without regard to their respective dates of whether execution, delivery and/or recording and in that event such First Mortgage shall have the same rights with respect to this Lease Agreement is dated as though this Lease had been executed and a memorandum thereof recorded prior to the execution, delivery and recording of the Mortgage and as though this Lease had been assigned to such First Mortgagee. Should Landlord or subsequent any First Mortgagee or purchaser desire confirmation of either such subordination or such attornment, as the case may be, Tenant upon written request, and from time to time, will execute and deliver without charge and in form satisfactory to Landlord, the First Mortgagee or the purchaser all instruments and/or documents that may be requested to acknowledge such subordination and/or agreement to attorn, in recordable form. (d) Landlord agrees that it shall procure from the mortgagee who has agreed to provide a commitment for a five-year permanent mortgage on the Property the mortgagee's consent to a non-disturbance agreement, in form reasonably satisfactory to Tenant, which approval shall not be unreasonably withheld. If Landlord is unable to produce said agreement from such mortgagee prior to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing closing of the name and address of the mortgagee under such construction mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee Tenant shall have the right to cure Lessor’s default as otherwise provided herein and which cure terminate this Agreement within five (5) days after receipt of such advice from Landlord. Landlord further agrees that it shall be accepted by Lessee. Lessee shall, in the event use reasonable efforts to obtain a similar agreement from any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease Agreementsuccessor first mortgagee.

Subordination and Attornment. Upon Lessor’s requestLandlord reserves the right to place liens and encumbrances on the Premises superior in lien and effect to this Lease. This Lease, during and all rights of Tenant hereunder, shall, at the term option of this Lease AgreementLandlord, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is be subject and shall be subordinate to any liens and encumbrances now or hereafter imposed by Landlord upon the lien of any mortgages in any amount Premises or amounts on all the Real Estate or any part of the land thereof and Tenant agrees to execute, acknowledge, and deliver to Landlord, upon request, any and all instruments that may be necessary or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject proper to the agreement by the mortgagee named in subordinate this Lease and all rights herein to any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage or encumbrance as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove containedLandlord, in the event the holder of any such mortgage provided that Landlord shall at any time elect use commercially reasonable efforts to have this Lease Agreement constitute a prior or superior lien to obtain from its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date lender an agreement of such mortgage or lease. If Lessor enters into one or more mortgages lender not to disturb Tenant’s use and Lessee is advised in writing quiet enjoyment of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by LesseePremises. Lessee shall, in In the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering on the Premises, Tenant will attorn to the purchaser upon any such at the foreclosure of sale and recognize such purchaser as the Lessor Landlord under this Lease. The purchaser by virtue of such foreclosure, shall be deemed to have assumed, as substitute Landlord, the terms and conditions of this Lease Agreementuntil the resale or other disposition of its interest. Such assumption, however, shall not be deemed an acknowledgment by the purchaser of the validity of any then existing claims of Tenant against the prior Landlord. Tenant agrees to execute and deliver such further assurances and other documents, including a new lease upon the same terms and conditions contained herein, confirming the foregoing, as such purchaser may reasonably request. Tenant waives any right of election to terminate this Lease because of any such foreclosure proceedings.

Subordination and Attornment. Upon Lessor’s request, during the term of this This Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is expressly made subject and shall be subordinate to the lien any mortgage, deed of any mortgages in any amount trust, ground lease, underlying lease or amounts on all or like encumbrance affecting any part of the land Real Property or buildings comprising any interest of Landlord therein which is now existing or hereafter executed or recorded, any present or future modification, amendment or supplement to any of the Premisesforegoing, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that and to any advances made thereunder (any of the subordination of Lessee’s interests pursuant thereto are subject to foregoing being a “Superior Interest”) without the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure necessity of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments documentation evidencing such subordination of this Lease Agreement to subordination. Notwithstanding the lien of any such mortgage as may be required by the Lessor foregoing, Tenant shall, within ten (10) days after Xxxxxxxx’s request, execute and deliver to Landlord a document evidencing the subordination of demand thereforthis Lease to a particular Superior Interest. Tenant hereby irrevocably appoints Landlord as Xxxxxx’s attorney-in-fact to execute and deliver any such instrument in the name of Tenant if Tenant fails to do so within such time. If the interest of Landlord in the Real Property or the Building is transferred to any person (“Purchaser”) pursuant to or in lieu of foreclosure or other proceedings for enforcement of any Superior Interest, Tenant shall immediately attorn to the Purchaser, and this Lease shall continue in full force and effect as a direct lease between the Purchaser and Tenant on the terms and conditions set forth herein, provided that Purchaser acquires and accepts the Real Property or the Building subject to this Lease. Upon Purchaser’s request, including any such request made by reason of the termination of this Lease as a result of such foreclosure or other proceedings, Tenant shall enter in to a new lease with Purchaser on the terms and conditions of this Lease applicable to the remainder of the Term hereof. Notwithstanding anything hereinabove containedthe subordination of this Lease to Superior Interests as set forth above, in the event the holder of any such mortgage shall Superior Interest may at any time (including as part of foreclosure or other proceedings for enforcement of such Superior Interest), upon written notice to Tenant, elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease AgreementSuperior Interest.

Subordination and Attornment. Upon Lessor’s request, during the term of this a. This Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subject and subordinate at all times to the lien lien, security interest and assignment of any mortgages in now or hereafter placed upon the Premises or the Building and land of which they are a part without the necessity of any amount further instrument or amounts act on all or any the part of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that Tenant to effectuate such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreementsubordination. Lessee covenants and Tenant further agrees to execute and deliver upon demand such further instrument or instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage and such further instrument or instruments of attornment as may shall be required desired by any mortgagee or proposed mortgagee or by any other person. Tenants failure to execute and deliver such further instruments on demand shall be deemed Tenant's approval and confirmation of the Lessor within ten (10) days of demand thereforcontents and effect thereof. Notwithstanding anything hereinabove containedthe foregoing, in the event the holder of any such mortgage shall mortgagee may at any time elect subordinate its mortgage to have this Lease, without Tenant's consent, by notice in writing to Tenant, and thereupon this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective without regard to their respective dates of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages execution and Lessee is advised delivery, and in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which that event such mortgagee shall have the same rights with respect to this Lease as though it had been executed prior to the execution and delivery of the mortgage. b. In the event the Landlord shall be or is alleged to be in default of any of its obligations owing to Tenant under this Lease, Tenant agrees to give to the holder of any mortgage (collectively the "Mortgagee") now or hereafter placed upon the Premises or the Building and land, notice by registered mail of any such default notice of which default Tenant shall have served upon the Landlord, provided that prior thereto Tenant has been notified in writing (by way of Notice of Assignment of Rents and/or Leases or otherwise) of the name and 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 agrees that if Landlord shall fail to cure Lessor’s such default: (i) the Mortgagee shall have an additional thirty (30) days (measured from the later of the date on which the default should have been cured by Landlord or the Mortgagee's receipt of such notice from Tenant) within which to cure such default, provided that Mortgagee may take additional reasonable time if such default be such that the same could not be cured within such thirty (30) day period and Mortgagee 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 remedy as otherwise there may be arising because of Landlord's default, including, but not limited to, termination of this Lease as may be expressly provided for herein and which cure shall be accepted by Lessee. Lessee shallor available to Tenant as a matter of law, in if the event any proceedings are brought for Mortgagee either has cured the foreclosure of default within such thirty (30) day period, or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease Agreementcase may be, has initiated the cure of same within such thirty (30) day period and is diligently pursuing the cure of same as aforesaid. Where Landlord has failed to cure a default, and an emergency exists, Tenant shall have the option to remedy default and deduct costs together with any reasonable attorney's fees.

Subordination and Attornment. Upon Lessor’s requestPrior to the Projected Commencement Date, during the term Landlord shall provide Tenant with reasonable nondisturbance agreements pursuant to which each existing holder of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee mortgage or deed of trust or lessor under a ground lease shall agree that Tenant shall not be disturbed in the event of sale, foreclosure or other actions so long as Tenant is not in default hereunder. Tenant covenants and agrees that, within ten (10) business days from Landlord’s written request, it will execute without further consideration instruments reasonably requested by Landlord or Landlord's mortgagee subordinating this Lease Agreement is in the manner requested by Landlord to all ground or underlying leases and shall be subordinate to the lien of any mortgages in mortgage and/or any amount deed of trust or amounts on all other encumbrance which may now or hereafter affect the Premises and/or the Project, or any part of the land portion DOCSSB/108279v20/100382-1006 thereof, together with all renewals, modifications, consolidations, replacements or buildings comprising the Premises, or on or against Lessor’s interest or estate thereinextensions thereof; provided that any lienor or encumbrancer relying on such subordination agreement or such additional agreements will covenant with Tenant that this Lease shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named remain in any such mortgage to recognize the Lease Agreement of Lessee full force and effect, and Tenant shall not be disturbed in the event of sale, foreclosure of any such mortgage if Lessee or other actions so long as Tenant is not in default under the Lease Agreementhereunder. Lessee covenants and Tenant agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement attorn to the lien successor in interest of Landlord following any transfer of such interest either voluntarily or by operation of law and to recognize such successor as Landlord under this Lease. However, if Landlord or any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior ground lessor or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effectmortgagee so elects, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective any ground lease, mortgage, deed of whether this Lease Agreement is dated prior to trust or subsequent to other encumbrance upon or including the Premises regardless of date of such mortgage or lease. If Lessor enters into one or more mortgages recording, and Lessee is advised Tenant will execute a statement in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease Agreement.effect at Landlord's request

Subordination and Attornment. Upon Lessor’s request, during the term of LESSEE accepts this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is subject and shall be subordinate to any mortgage or mortgages (including, without limitations, the lien notes or other obligations secured thereby and any and all renewals, modifications, consolidations, replacements or extensions of any such mortgages or the notes or other obligations secured thereby) now in any amount existence or amounts on all hereinafter made by LESSOR from time to time, affecting the title to the Leased Premises (or any part of the land thereof) or buildings comprising the Premises, or on or against LessorLESSOR’s interest or estate therein; , provided that such subordination agreement shall recite that upon the subordination request of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event LESSOR or the holder of any such mortgage (“Mortgagee”), LESSEE shall enter into a written agreement with the Mortgagee (which agreement shall be provided at any time elect LESSOR’s expense, in a recordable form, and in form and substance reasonably satisfactory to have LESSOR, the Mortgagee and LESSEE) providing that (i) this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement LESSEE’s interests hereunder shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent subordinate to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgageobligations secured thereby, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or (ii) in the event of sale foreclosure or other action taken under the mortgage by the Mortgagee, this Lease and the rights of LESSEE shall not be disturbed or diminished, but shall continue in full force and effect so long as LESSEE complies with the terms hereof; (iii) the Mortgagee shall permit insurance proceeds and proceeds from condemnation awards to be used for any restoration and repair required or permitted by this Lease; and (iv) LESSEE shall attorn and recognize the Mortgagee as LESSOR hereunder. LESSOR shall use LESSOR’s best efforts to obtain such a subordination, non-disturbance and attornment agreement benefitting LESSEE from the holder of any mortgage made by LESSOR after the Lessor covering Commencement Date. As used herein, “mortgage” shall include mortgages, deeds of trust, deeds to secure debt or other similar instruments, and any modifications or extensions of same. Sample Should LESSOR sell, convey or transfer its interest in the PremisesLeased Premises or should any mortgagee of LESSOR succeed to LESSOR’s interest through foreclosure or deed in lieu thereof, LESSEE shall attorn to such succeeding party as the purchaser lessor under this Lease promptly upon any such foreclosure succession, provided that such succeeding party assumes all of sale LESSOR’s duties and recognize such purchaser as the Lessor obligations under this Lease. Such succeeding party shall not be liable for any of LESSOR’s obligations and duties hereunder prior to its assumption of LESSOR’s duties and obligations hereunder. LESSEE also accepts this Lease Agreementsubject and subordinate to all instruments and documents of record in the chain of fee title to the Leased Premises; provided, however, that no such instrument or document shall be such that prohibits or materially hinders or restricts, or imposes any obligations upon, LESSEE’s use and occupancy of the Leased Premises as provided in this Lease.

Subordination and Attornment. Upon Lessor’s request, during the term of LESSEE accepts this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is subject and shall be subordinate to any mortgage or mortgages (including, without limitations, the lien notes or other obligations secured thereby and any and all renewals, modifications, consolidations, replacements or extensions of any such mortgages or the notes or other obligations secured thereby) now in any amount existence or amounts on all hereinafter made by XXXXXX from time to time, affecting the title to the Leased Premises (or any part of the land thereof) or buildings comprising the Premises, or on or against LessorXXXXXX’s interest or estate therein; , provided that such subordination agreement shall recite that upon the subordination request of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event LESSOR or the holder of any such mortgage (“Mortgagee”), LESSEE shall enter into a written agreement with the Mortgagee (which agreement shall be provided at any time elect LESSOR’s expense, in a recordable form, and in form and substance reasonably satisfactory to have LESSOR, the Mortgagee and LESSEE) providing that (i) this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement XXXXXX’s interests hereunder shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent subordinate to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgageobligations secured thereby, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or (ii) in the event of sale foreclosure or other action taken under the mortgage by the Mortgagee, this Lease and the rights of LESSEE shall not be disturbed or diminished, but shall continue in full force and effect so long as LESSEE complies with the terms hereof; (iii) the Mortgagee shall permit insurance proceeds and proceeds from condemnation awards to be used for any restoration and repair required or permitted by this Lease; and (iv) LESSEE shall attorn and recognize the Mortgagee as LESSOR hereunder. LESSOR shall use LESSOR’s best efforts to obtain such a subordination, non-disturbance and attornment agreement benefitting LESSEE from the holder of any mortgage made by LESSOR after the Lessor covering Commencement Date. As used herein, “mortgage” shall include mortgages, deeds of trust, deeds to secure debt or other similar instruments, and any modifications or extensions of same. Sample Should LESSOR sell, convey or transfer its interest in the PremisesLeased Premises or should any mortgagee of LESSOR succeed to XXXXXX’s interest through foreclosure or deed in lieu thereof, LESSEE shall attorn to such succeeding party as the purchaser lessor under this Lease promptly upon any such foreclosure succession, provided that such succeeding party assumes all of sale XXXXXX’s duties and recognize such purchaser as the Lessor obligations under this Lease. Such succeeding party shall not be liable for any of LESSOR’s obligations and duties hereunder prior to its assumption of XXXXXX’s duties and obligations hereunder. LESSEE also accepts this Lease Agreementsubject and subordinate to all instruments and documents of record in the chain of fee title to the Leased Premises; provided, however, that no such instrument or document shall be such that prohibits or materially hinders or restricts, or imposes any obligations upon, XXXXXX’s use and occupancy of the Leased Premises as provided in this Lease.

Subordination and Attornment. Upon Lessor’s request, during the term of this A. This Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subject and subordinate at all times to the lien lien, security interest and assignment of any mortgages in now or hereafter placed upon the Premises or the Building and land of which they are a part without the necessity of any amount further instrument or amounts act on all or any the part of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that Lessee to effectuate such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreementsubordination. Lessee covenants and further agrees to execute and deliver upon demand such further instrument or instruments evidencing such subordination of this Lease Agreement 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. Lessee’s failure to execute and deliver such further instruments on demand shall be deemed Lessee’s approval and confirmation of the contents and effect thereof Notwithstanding the foregoing, any mortgagee may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect subordinate its mortgage to have this Lease, without Lessee’s consent, by notice in writing to Lessee, and thereupon this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective without regard to their respective dates of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages execution and Lessee is advised delivery, and in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which that event such mortgagee shall have the same rights with respect to this Lease as though it had been executed prior to the execution and delivery of the mortgage. B. In the event the Lessor shall be or is alleged to be in default of any of its obligations owing to Lessee under this Lease, Lessee agrees to give to the holder of any mortgage (collectively the “Mortgagee”) now or hereafter placed upon the Premises or the Building and land, notice by registered or certified mail of any such default notice of which default Lessee shall have served upon the Lessor, provided that prior thereto Lessee has been notified in writing (by way of Notice of Assignment of Rents and/or Leases or otherwise) of the name and addresses of any such Mortgagee. Lessee shall not be entitled to exercise any right or remedy as there may be because of any default by Lessor without having given such notice to the Mortgagee; and Lessee further agrees that if Lessor shall fail to cure such default; (i) the Mortgagee shall have an additional thirty (30) days (measured from the later of the date on which the default should have been cured by Lessor or the Mortgagee’s receipt of such notice from Lessee) within which to cure such default, provided that Mortgagee may take additional reasonable time if such default be such that the same could not be cured within such thirty (30) day period and Mortgagee 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) Lessee shall not exercise any right or remedy as there may be arising because of Lessor’s default, including, but not limited to, termination of this Lease as may be expressly provided for herein or available to Lessee as a matter of law, if the Mortgagee either has cured the default within such thirty (30) day period, or as otherwise provided herein the case may be, has initiated the cure of same within such thirty (30) day period and is diligently pursuing the cure of same as aforesaid. C. Lessee agrees at any time and from time to time, within five (5) days after Lessor’s written request, to execute, acknowledge and deliver to Lessor a written instrument in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that it is in full force and effect as modified and stating the modifications), and the dates in which cure shall be accepted by Lessee. Lessee shallthe Rental Amount(s), Additional Rent and other changes have been paid in advance, if any, and stating whether or not to the best knowledge of the signer of such certificate, Lessor is in default in the event performance of any proceedings are brought for covenant, agreement or condition contained in this Lease and, if so, specifying each such default of which the foreclosure signer may have knowledge. It is intended that any such certification and statement delivered pursuant to this Section may be relied upon by any prospective purchaser of the fee or any mortgagee thereof or any assignee of Lessor’s interest in the event this Lease or of sale under any mortgage made by upon the Lessor covering fee of the Premises, attorn to the purchaser upon Premises or any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease Agreementpart thereof.

Subordination and Attornment. Upon Lessor’s request(a) If any holder of a mortgage or holder of a ground lease of property which includes the Premises, during executed and recorded subsequent to the term date of this Lease AgreementLease, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and so elect, the interest of Tenant hereunder shall be subordinate to the lien rights of such holder, provided that such holder shall, by a commercially reasonable non-disturbance agreement, agree to recognize in writing the rights of Tenant under this Lease upon the terms and conditions set forth herein, and the performance by Tenant of Tenant’s obligations hereunder; or (b) If any holder of a mortgage or holder of a ground lease of property 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 and delivered, and recorded, or a statutory notice hereof recorded, prior to the execution, delivery and recording of any mortgages such mortgage. The election of any such holder as to Subsection (a) above shall be exercised by notice to Tenant, in the same fashion as notices under this Lease are given by Landlord to Tenant, and, if such notice is given, such subordination shall be effective as to all advances then or thereafter made by such holder under such mortgage or in connection with such ground lease. Any election as to Subsection (b) above shall become effective upon either notice from such holder to Tenant in the same fashion as notices from Landlord to 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) Forthwith upon the request of Landlord, the holder of any amount mortgage or amounts on all or any part deed of the land or buildings comprising trust affecting the Premises, or on the lessor under any ground lease affecting the Premises, Tenant shall execute and deliver to such party an attornment agreement providing that Tenant shall attorn to such holder or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee lessor in the event of a foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one deed of trust or more mortgages and Lessee is advised transfer in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated lieu thereof or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice a termination of such default ground lease and incorporating such other terms and conditions as such party may reasonably require, provided that such agreement includes a commercially reasonable non-disturbance agreement by such other party to recognize the rights of Tenant under this Lease. Subject to the such mortgageeattornment agreement, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee Tenant shall, in the event any proceedings are brought for the foreclosure of of, or in the event of exercise of the power of sale under under, any mortgage or deed of trust made by the Lessor covering Landlord, its successors or assigns, encumbering the Premises, or any part thereof, or in the event of termination of any ground lease, if so requested, attorn to the purchaser or ground lessor upon such foreclosure, sale or termination or upon any such grant of a deed in lieu of foreclosure of sale and recognize such purchaser or ground lessor as the Lessor Landlord under this Lease AgreementLease. (d) Tenant agrees on request of Landlord to execute and deliver from time to time any instrument that Landlord may reasonably deem necessary to implement the provisions of this Section 16.1, provided that such instrument does not increase the obligations or decrease the rights of Tenant hereunder or decrease Landlord’s obligations hereunder or otherwise adversely affect the leasehold interest hereby created.

Subordination and Attornment. Upon Lessor’s requestTenant agrees that thus Lease shall be subject and subordinate at all times to all ground and underlying leases, during which now exist or may hereafter be executed affecting the Project, or any part thereof, and to the lien of any mortgage, trust deed or like encumbrance which may now exist or hereafter be executed affecting the Project, or any part thereof, together with all renewals, modifications, consolidations, replacements or executions thereof; provided, however, that the landlord under any such underlying lease, or the holder or holders of any such mortgage, trust deed, or like encumbrance placed on the Project subsequent to date hereof shall agree that this Lease shall remain in full force and effect, and Tenant's possession of the Premises shall not be disturbed by the termination of such underlying lease, or in the event of a foreclosure or upon the exercise of a power of sale, under any such mortgage, trust deed or like encumbrance, so long as the Tenant is not in default under any provision of this Lease at such time. Notwithstanding the foregoing, if any landlord under a ground lease or an underlying lease or any such lienholder advises Landlord that it desires this Lease to be prior and superior to any such underlying lease, mortgage, trust deed or like encumbrance, this Lease shall be superior to any such Lease and/or liens. Tenant agrees to execute and deliver upon ten (10) days notice and demand of Landlord, any and all instruments desired by Landlord and/or such prior landlord, or lienholders to subordinate (or, if applicable, to make prior and superior) this Lease to any such underlying lease, mortgage, trust deed or like encumbrance. Tenant further appoints Landlord as its agent and attorney-in-fact for the term of this Lease Agreementto execute on behalf of Tenant any such instrument which Tenant fails to execute within the ten (10) day period provided herein. In addition, Lessee shall execute in the event of a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subordinate to termination of the lien underlying lease, or the sale of any mortgages in any amount or amounts on all or any part of the land Project upon foreclosure or buildings comprising upon the Premisesexercise of a power of sale, Tenant shall upon request of the prior landlord or on purchaser, attorn to such prior landlord or against Lessor’s interest purchaser and shall recognize such landlord or estate thereinpurchaser as the landlord under this Lease; provided provided, however, that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure or the exercise of a power of sale, such lienholder shall not be bound by any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination amendments or modifications of this Lease Agreement to made without the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date consent of such mortgage or lease. If Lessor enters into one or more mortgages 6enholder and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of personally liable for any default defaults by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor Landlord under this Lease Agreementoccurring prior to such foreclosure or sale. In no event shall any successor-in-interest to Landlord be liable for any prepayment of Rent in excess of one (1) Monthly Rental Installment, except for the Security Deposit paid by Tenant to Landlord.-previdgd-that the amount A charges by Tenant; and (v) certu wing any other matters rLtAMIg to THE LEASE OR 1HA NRE11TIAT% AS UUDLOTD shall REASONABLY REQUEST. ANY SUCH STATEMENT MAY be relied upon by any then existing or prospective lessor, PURCHASER OR ENCUMBRANCER OF ALL CAR ANY PORTION of the Project.

Subordination and Attornment. Upon Lessor’s requestSubject to the provisions of subparagraph 30(b) below, during the term of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subordinate to the lien right, title, and interest of any mortgages lender or other party holding a security interest in or a lien upon the Premises under any amount and all mortgage instruments or amounts deeds to secure debt presently encumbering the Premises or the Building and to any and all other deeds to secure debt or mortgage instruments hereafter encumbering the Premises or the Building. Lessee shall at anytime hereafter, on all demand of Lessor or any part of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure holder of any such deed to secure debt or mortgage if Lessee is not in default under instrument, execute any instruments which may reasonably be required by such party for the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments purpose of evidencing such the subordination of this Lease Agreement to the lien or security of such party. (A) The following provisions shall be applicable to the subordinations provided under subparagraph (a) above: (i) Lessor agrees, within sixty (60) days following the date this Lease is fully executed, to obtain from its present lender a non disturbance agreement providing that, in the event the deed to secure debt or mortgage instrument is foreclosed, Lessee's possession of the Premises shall not be disturbed so long as no Event of Default shall have occurred and is continuing and so long as Lessee continues to comply with the terms of this Lease (a "Non disturbance Agreement"); and (ii) as to any deed to secure debt or mortgage instrument that is placed against the Premises or the Building after the date of this Lease, the foregoing subordination shall not be effective unless the holder of such deed to secure debt or mortgage instrument shall execute and deliver to Lessee a Nondisturbance Agreement. (B) Lessee shall, upon demand, at any time or times, execute, acknowledge, and deliver to Lessor or the holder of any such instruments or deeds to secure debt, without expense, any and all documents that may be necessary to make this Lease superior to the lien of any such mortgage as may be required by of the Lessor within ten same. (10C) days of demand therefor. Notwithstanding anything hereinabove contained, in the event If the holder of any of said instruments or deeds to secure debt shall hereafter succeed to the rights of Lessor under this Lease, Lessee shall, at the option of such mortgage shall holder or a purchaser at any time elect foreclosure or sale under power, attorn to have and recognize such successor as Lessee's landlord under this Lease Agreement constitute a prior or superior lien Lease. Lessee shall promptly execute, acknowledge, and deliver any instrument that may be necessary to its mortgage, then and in evidence such event upon any attornment. Upon such mortgage holder notifying Lessee to that effectattornment, this Lease Agreement shall be deemed prior continue in full force and superior in lien effect as a direct lease between each successor Lessor and Lessee, subject to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any all of the terms, covenants or covenants, and conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease AgreementLease.

Subordination and Attornment. A. Upon Lessor’s requestwritten request or notice by Landlord, during the term of Tenant agrees to subordinate its rights under this Lease Agreement, Lessee shall execute a subordination agreement in recordable form to any Lease to any Lease wherein Lessee shall agree that this Lease Agreement Landlord is the Tenant and shall be subordinate to the lien of any mortgages in any amount first mortgage or amounts on first deed of trust, regardless of whether such lease, first mortgage or first deed of trust now exists or may hereafter be created wregar to all or any part of the land or buildings comprising the PremisesBuilding, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject and to any and all advances to be made thereunder and to the agreement by interest thereon and all modifications, consolidations, renewals, replacements and extensions thereof, provided the Lessor, first mortgagee named in any such mortgage or first trustee agrees to recognize the Lease Agreement of Lessee Tenant in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreementor foreclosure if Tenant is not in default. Lessee covenants and Tenant also agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of that any such mortgage as Lessor, first mortgagee or first trustee may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior to any lease or superior lien to of its mortgagefirst mortgage or first deed of trust, then and in the event of such event election and upon any notification by such mortgage holder notifying Lessee lessor, first mortgagee or first trustee to Tenant to that effect, this Lease Agreement shall be deemed prior and superior in to lien to such sLease first mortgage irrespective or first xxxd of trust, whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage said Lmortgag or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing first deed of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee trust. B. Tenant shall, in the event any proceedings are brought for of the foreclosure sale or assignment of Landlord's interest in the Premises (except in a sale-leaseback financing transaction), or in the event of any proceedings brought for the foreclosure of, or in the event of the exercise of the power of sale under under, any first mortgage made by the Lessor or first deed of trust covering the Premises, or in the event of the termination of any lease in a sale-leaseback transaction wherein Landlord is the lessee, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser or assignee or first mortgagee as the Lessor Landlord under this Lease Agreementfirst. C. Tenant agrees that, upon the request of Landlord, or any such lessor, first mortgagee or trustee, Tenant shall execute and deliver whatever instruments may be required for such purposes and to carry out the intent of this Section and in the event Tenant fails to do so within ten (10) days after demand in writing Tenant does hereby make constitute and irrevocably appoint Landlord as its attorney-in-fact complete with an interest in its name place and stead so to sign and deliver such instruments as if the same had been signed and delivered by Tenant first.

Subordination and Attornment. Upon Lessor’s 's request, during the term of this Lease AgreementLease, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subordinate to the lien of any mortgages in any amount or amounts on all or any part of the land or buildings comprising the Premises, or on or against Lessor’s 's interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s 's interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease AgreementLease. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s 's default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease. Further, Lessee will simultaneously with the execution of this Lease Agreement., execute the Subordination, Nondisturbance and Attornment Agreement attached hereto as Exhibit H.

Subordination and Attornment. Upon Lessor’s request, during the term of this This Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subject and subordinate to all lines, or mortgages which may now or hereafter affect the lien Premises and to all renewals, modifications, consolidations, replacements and extensions thereof and, although this subordination provisions shall be deemed for all purposes to be automatic and effective without any further instrument on the part of TENANT, TENANT shall execute any mortgages in any amount or amounts on all or any further instrument requested by the LANDLORD to confirm such subordination. TENANT further covenants and agrees that if by reason of a default upon the part of the land or buildings comprising LANDLORD of any mortgage affecting the Premises, the mortgage is terminated or on foreclosed by summary proceedings or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject otherwise, TENANT will attorn to the agreement mortgagee or the purchaser in foreclosure proceedings, as the case may be, and will recognize such mortgagee or purchaser, TENANT, covenants and agrees, upon demand of the holder of any mortgage duly recorded or recordable in the corresponding Registry of the Property or of any receiver duly appointed by the mortgagee named corresponding court having or claiming jurisdiction over the property, in proceedings to foreclose any such mortgage mortgage, to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees pay to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect or to have such receiver, as the case may be, all rent becoming due under this Lease Agreement constitute a prior or superior lien to its mortgageafter such demand, then and in provided such event upon holder of any such mortgage or any such receiver complies with the obligations of LANDLORD under this Lease. TENANT, upon request of LANDLORD or any holder notifying Lessee of any mortgage or lien affecting the Premises, shall from time to time, deliver or cause to be delivered to LANDLORD or such lien holder or mortgagee, within ten (10) working days from date of demand a certificate duly executed and acknowledged in form for recording, without charges, certifying, if true, or to the extent true, that effect, this Lease Agreement shall be deemed prior is valid and superior subsisting and in lien to such mortgage irrespective of whether this Lease Agreement full force and effect and LANDLORD is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised not in writing of the name and address of the mortgagee default under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice terms of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease AgreementLease.

Subordination and Attornment. Upon Lease, and all rights of Lessee hereunder, shall be subject and subordinate to any mortgage constituting a first lien on the property of which Premises is a part, or any part thereof, whether such mortgage has heretofore been or may hereafter be placed upon said property to secure an indebtedness to any savings and loan association, bank, trust company or insurance company or any other institutional lender, private or public, and to any renewal, modification, consolidation, replacement or extension of any such mortgage. (A) During the term, upon Lessor’s 's request, during the term of this Lease Agreement, Lessee shall execute a non-disturbance and subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subordinate to the lien of any mortgages in any amount or amounts on all or any part of the land or buildings comprising the Premises, or on or against Lessor’s 's interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. . (B) If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s 's default as otherwise provided herein and which cure shall be accepted by Lessee. . (C) Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease AgreementLease.

Subordination and Attornment. Upon Lessor’s requestThis Lease and Tenant's rights in and to the Premises and the Building, during pursuant to the term terms of this Lease AgreementLease, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is are and shall be subject and subordinate to the lien of any mortgages mortgage, deed of trust, security deed, ground lease or underlying lease now or hereafter in any amount force against the Premises or amounts on all or any part the Building. Upon request of the land or buildings comprising the PremisesLandlord, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that Tenant will, in writing, confirm the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement its rights hereunder to the lien of any mortgage, deed of trust, security deed, ground lease or underlying lease now or hereafter in force against the Premises or the Building, and to all advances made or hereafter to be made upon the security thereof. Tenant shall execute and return to Landlord any such mortgage as may be required by the Lessor subordination documents within ten (10) business days of demand thereforLandlord's written request. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in In the event any proceedings are brought for the foreclosure of foreclosure, or in the event of the exercise of the power of sale (or deed in lieu of foreclosure) under any mortgage mortgage, security deed or deed of trust made by the Lessor Landlord covering the Premises, Tenant shall attorn to the purchaser upon at any such foreclosure foreclosure, or to the grantee of sale a deed in lieu of foreclosure, and recognize such purchaser or grantee as the Lessor Landlord under this Lease Agreementas long as such purchaser or grantee agrees to recognize Tenant and Tenant's rights under this Lease and agrees not to disturb Tenant so long as Tenant is not in default hereunder, and assumes all rights and obligations of Landlord under this Lease.

Subordination and Attornment. Upon LessorThis Lease, at Landlord’s requestoption, during the term of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subordinate to any mortgage, deed of trust (now or hereafter placed upon the Building Complex), ground lease or declaration of covenants (hereafter placed upon the Building Complex) regarding maintenance and use of any areas contained in any portion of the Building Complex, and to any and all advances made under any mortgage or deed of trust and to all renewals, modifications, consolidations, replacements and extensions thereof. Tenant agrees, with respect to any of the foregoing documents, that no documentation other than this Lease shall be required to evidence such subordination. If any holder of a mortgage or deed of trust shall elect for this Lease to be superior to the lien of its mortgage or deed of trust, and shall give written notice thereof to Tenant, then this Lease shall automatically be deemed prior to such mortgage or deed of trust, whether this Lease is dated earlier or later than the date of said mortgage or deed of trust or the date of recording thereof. Tenant agrees to execute such documents as may be further required to evidence such subordination or to make this Lease prior to the lien of any mortgages in any amount mortgage or amounts on all or any part deed of trust, as the land or buildings comprising the Premisescase may be, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject and by failing to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor do so within ten (10) days after written demand, Tenant does hereby make, constitute and irrevocably appoint Landlord as Tenant’s attorney-in-fact and in Tenant’s name, place and stead, to do so. This power of demand thereforattorney is coupled with an interest. Tenant hereby attorns to all successor owners of the Building, whether or not such ownership is acquired as a result of a sale through foreclosure of a deed of trust or mortgage, or otherwise. Notwithstanding anything hereinabove containedthe foregoing, in Tenant shall only be obligated to subordinate its leasehold interest to any mortgage, deed of trust, ground lease or declaration of covenants now or hereafter placed upon the event Building Complex if the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one deed of trust or more mortgages and Lessee is advised in writing of the name and address of the mortgagee landlord under such mortgageground lease or the declarant under such declaration of covenants will grant to Tenant a nondisturbance agreement, using the form of document then this Lease Agreement shall not be terminated being employed by such holder, landlord or canceled on account of declarant for such purposes, which will provide that Tenant, notwithstanding any default by the Lessor in the performance of any of the termsLandlord hereunder, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s remain in possession of the Premises described herein in accordance with the terms and provisions of this Lease for so long as Tenant shall not be in default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease AgreementLease.

Subordination and Attornment. Upon Lessor’s request, during the term of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree (A) Tenant recognizes that this Lease Agreement is and shall be subordinate to the lien of any mortgages in any amount or amounts on Landlord has financed all or any part of the construction costs of the Building through financing which is secured by mortgages or similar encumbrances upon the land and the Building. In addition, Landlord may obtain IDA financing involving the execution and delivery of deed(s), leasxx, bond(s), mortgage(s) and an installment sale agreement. This Lease Agreement shall be subject and subordinate to any lease, sale agreement and mortgage(s) given to secure the financing and any other mortgage now or buildings comprising hereafter constituting a lien upon the PremisesLeased Property, and to all additions, increases, renewals, modifications, consolidations, replacements or extensions thereof. Although no instrument or act on the part of the Tenant shall be necessary to effectuate such subordination, the Tenant agrees to execute, acknowledge and deliver such further commercially reasonable instruments subordinating this Lease to such lease or sale agreement and mortgage. However, Landlord agrees to cause the IDA sale agreement and mortgage, or on any other sale agreement or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite morxxxge, and all other financing instruments to provide that the subordination of Lessee’s interests pursuant thereto are subject Lender shall not have any right to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee terminate this Lease, so long as Tenant is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of beyond any such mortgage as may be required by the Lessor within ten applicable notice and cure period. (10B) days of demand therefor. Notwithstanding anything hereinabove contained, in In the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address cancellation or termination of the mortgagee under such mortgagesale agreement, then this Lease Agreement shall not be terminated including any extensions or canceled on account of any default by the Lessor in the performance of any of the termsrenewals, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under the foreclosure of any mortgage made by mortgage, the Lessor covering the Premises, attorn Tenant shall make full and complete attornment to the purchaser upon any such foreclosure IDA and/or other lender for the balance of sale the term of this Lease, xxxn the same covenants and recognize such purchaser conditions as are contained herein, so as to establish direct privity of estate and contract between the IDA and/or other lender and the Tenant with the same force and effexx as though this Lease Agreement were originally made directly between them. The Tenant shall thereafter make all rent payments directly to the IDA or to the other lender, as the Lessor under this Lease Agreementcase may be.

Subordination and Attornment. Upon Lessor’s requestSubject to and on the condition that the mortgagee, during deed of trust beneficiary, trustee or ground lessor consents to honor and refrain from disturbing Tenant's tenancy in the term absence of a breach or default (which, if curable hereunder, is not cured within the applicable period therefore) (a "covenant of nondisturbance"), this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subject and subordinate to all ground or underlying leases which may hereafter be executed affecting the Premises and to the lien and provisions of any mortgages or deeds of trust hereafter placed against the Premises or against Landlord's interest or estate in the Premises or on or against any ground or underlying lease, and any renewals, modifications, consolidations and extensions of such lease, without the necessity of the execution and delivery of any further instruments on the part of Tenant to effect such subordination. If any mortgagee, deed of trust, beneficiary, trustee or ground lessor elects to have this Lease prior to the lien of any mortgages in any amount such mortgagee's, beneficiary's, trustee's or amounts on all ground lessor's mortgage or any part deed of the land trust or buildings comprising the Premisesground lease, or on or against Lessor’s interest or estate therein; provided that and gives notice of such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject election to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of Tenant, this Lease Agreement shall be deemed prior to the lien of any such mortgage as may be required by or deed of trust or ground lease, whether this Lease is dated prior or subsequent to the Lessor date of such mortgage, deed of trust, or ground lease, or the date of the recording thereof. Tenant shall execute and deliver, within ten (10) days of demand therefor. Notwithstanding anything hereinabove containedrequest from Landlord, in such further instruments evidencing the event the holder subordination of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior to any ground or superior lien underlying lease, and to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee deed of trust, provided such instrument shall provide that as long as Tenant is advised not in writing default of this Lease, Tenant's possession of the name and address of the mortgagee under such mortgage, then this Lease Agreement Premises shall not be terminated affected by any foreclosure proceedings or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lesseeground lease termination. Lessee shall, in In the event any proceedings are brought for the foreclosure of default under any ground or underlying lease or in the event of foreclosure or the exercise of the power of sale under any mortgage made by the Lessor covering or deed of trust against the Premises, Tenant shall, upon request of any person or party succeeding to the interest of Landlord as a result of such proceedings, attorn to the purchaser upon any such foreclosure of sale successor in interest and recognize such purchaser successor in interest as the Lessor Landlord under this Lease Agreementon the condition that such successor-in-interest enters into a covenant of nondisturbance.

Subordination and Attornment. Upon Lessor’s requestA. This Lease, during and the term rights of Tenant hereunder, shall be subject or subordinate to any mortgage (a "Mortgage") which now are or may hereafter be placed upon the Building and surrounding lands or any portion thereof or any interest therein, which now exist or may hereafter be made (any holder of any Mortgage being hereinafter called a "Mortgage"). The terms of this Lease Agreementsubordination shall be self-operative; provided, Lessee however, that Tenant shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subordinate to the lien of any mortgages in any amount or amounts on all or any part of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage documents as may be required requested by the Lessor Landlord in order to confirm this subordination from time to time. Any failure by Tenant to execute any such document within ten (10IO) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement Landlord's request shall be deemed prior and superior in lien a default hereunder. B. Upon the request of Tenant, any Mortgage shall provide to such mortgage irrespective of whether Tenant its written agreement providing substantially as follows: so long as Tenant has not defaulted under this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgageLease, then this Lease Agreement (I) Tenant's rights shall not be terminated or canceled on account disturbed by reason of any default by the Lessor foreclosure of such Mortgage; (II) in the performance event that the property containing the Leased Premises is sold or otherwise disposed of pursuant to any right or power contained in or existing by reason of any such Mortgage or the bond, note or debt secured thereby, the purchaser thereof or other person acquiring title thereto through or by virtue of such sale or other disposition shall take title thereto subject to this Lease and all rights of Tenant hereunder. C. Upon any foreclosure sale on any Mortgage, if the Mortgage or other purchaser at foreclosure sale shall so request, Tenant shall attom to such holder or purchaser as Tenant's landlord under this Lease and shall promptly execute and deliver any instrument that such holder or purchaser may reasonably request to evidence such attomment. Upon such attornment, this Lease shall continue in full force and effect as a direct lease between such holder or purchaser and Tenant upon all of the terms, conditions and covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, as are set forth in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease AgreementLease.

Subordination and Attornment. Upon Lessor’s request, during the term (a) If any holder of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subordinate to the lien mortgage or holder of any mortgages in any amount or amounts on all or any part a ground lease of the land or buildings comprising property which includes the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants executed and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or recorded subsequent to the date of this Lease, shall so elect, the interest of Tenant hereunder shall be subordi- nate to the rights of such holder, provided that such holder shall agree to recognize in writing the rights of Tenant under this Lease upon the terms and conditions set forth herein, and the performance by Tenant of Ten- ant’s obligations hereunder (but without any assumption by such holder of 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 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 and delivered, and recorded, or a statutory notice hereof recorded, prior to the execution, delivery and record- ing of any such mortgage. The election of any such holder as to Subsection (a) above shall be exercised by notice to Tenant, in the same fashion as notices under this Lease are given by Landlord to Tenant, and, if such notice is given, such subordi- nation shall be effective as to all advances then or thereafter made by such holder under such mortgage or in connection with such ground lease. If Lessor enters into one Any election as to Subsection (b) above shall become effective upon either notice from such holder to Tenant in the same fashion as notices from Landlord to Tenant are to be given here- under or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor recording in the performance appropriate registry or recorder’s office of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the defaultan instrument, in which such holder subordinates its rights under such mortgage or ground lease to this Lease. (c) Forthwith upon the request of Landlord, the holder of any mortgage or deed of trust affecting the Premises, or the lessor under any ground lease affecting the Premises, Tenant shall execute and deliver to such party an at- tornment agreement providing that Tenant shall attorn to such holder or lessor in the event of a foreclosure of such mortgagee shall have mortgage or deed of trust or transfer in lieu thereof or a termination of such ground lease and incorporat- ing such other terms and conditions as such party may reasonably require, provided that such agreement in- cludes an agreement by such other party to recognize the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lesseerights of Tenant under this Lease. Lessee Irrespective of whether any such attornment agreement has been executed, Tenant shall, in the event any proceedings are brought for the foreclosure of of, or in the event of exercise of the power of sale under under, any mortgage or deed of trust made by the Lessor covering Landlord, its successors or assigns, encumbering the Premises, or any part thereof, or in the event of termination of any ground lease, if so requested, attorn to the purchaser or ground lessor upon such foreclosure, sale or termination or upon any such grant of a deed in lieu of foreclosure of sale and recognize such purchaser or ground lessor as the Lessor Landlord under this Lease AgreementLease.

Subordination and Attornment. Upon Lessor’s requestThis Lease and the estate, during the term of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is interest and shall be rights hereby created are subordinate to any mortgage now or hereafter placed upon the lien of any mortgages in any amount Building or amounts on all the Land or any part estate or interest therein, including, without limitation, any mortgage on any leasehold estate, and to all renewals, modifications, consolidations, replacements and extensions of the land or buildings comprising same as well as any substitutions therefor, as provided for on the Premises, or on or against Lessor’s interest or estate therein; provided attached Exhibit “F”. Tenant agrees that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event any person, firm, corporation or other entity acquires the right to possession of foreclosure of the Building or the Land, including any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the mortgagee or holder of any estate or interest having priority over this Lease, Tenant shall, if requested by such mortgage shall person, firm, corporation or other entity, attorn to and become the tenant of such person, firm, corporation or other entity, upon the same terms and conditions as are set forth herein for the balance of the Lease Term. Notwithstanding the foregoing, any mortgagee may, at any time elect time, subordinate its mortgage to have this Lease, without Tenant’s consent, by notice in writing to Tenant, and thereupon this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective without regard to their respective dates of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages execution and Lessee is advised delivery, and in writing of the name and address of the mortgagee under such mortgagethat event, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right same rights with respect to cure Lessor’s default this Lease as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn though it had been executed prior to the purchaser upon execution and delivery of the mortgage. Tenant, if requested by Landlord, shall execute any such foreclosure instruments in recordable form as may be reasonably required by Landlord in order to confirm or effect the subordination or priority of sale and recognize such purchaser this Lease, as the Lessor under case may be, and the attornment of Tenant to future landlords in accordance with the terms of this Article. Landlord shall furnish to Tenant a non-disturbance agreement from the holder of such mortgage providing that so long as Tenant is not in default of this Lease AgreementTenant’s occupancy shall not be disturbed and the obligations of Landlord will continue to be performed.

Subordination and Attornment. Upon Lessor’s request, during the term of Tenant will subordinate its rights under this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subordinate to the lien of any mortgages mortgages, or the lien resulting from any other method of financing or refinancing between Landlord and its lender, now or hereafter in any amount force against the Premises or amounts on the Building, and to all advances made or any part hereafter to be made upon the security thereof; subject to Tenant’s receipt of a written non-disturbance agreement executed by all necessary parties, in commercially reasonable form, providing, substantially, that the lender will honor all of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination terms and provisions of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement and it shall not modify or terminate the Lease nor disturb Tenant's possession of Lessee in the event of foreclosure of any such mortgage if Lessee Premises nor impair Tenant's rights under the Lease, so long as (i) Tenant is not in default under the Lease Agreementbeyond any applicable grace period stated in the Lease, and (ii) the Lease is in full force and effect. Lessee covenants Tenant shall within seven (7) days following written request by Landlord and agrees to Tenant’s receipt of the above stated non-disturbance agreement execute and deliver upon demand such further instruments any and all documents evidencing such subordination and failure to do so shall constitute an Event of Default under this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand thereforLease. Notwithstanding anything hereinabove contained, in In the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgageforeclosure of, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of exercise of the power of sale under under, any mortgage made by the Lessor Landlord covering the PremisesPremises or in the event a deed is given in lieu of foreclosure of any such mortgage, upon Tenant’s receipt of written notice thereof from the purchaser or grantee in lieu of foreclosure and written assumption of the obligations of Landlord under this Lease by the purchaser or grantee in lieu of foreclosure (“Successor Landlord Notice”), Tenant shall attorn to the purchaser purchaser, or grantee in lieu of foreclosure, and further, upon any such foreclosure Tenant’s receipt of sale and the Successor Landlord Notice Tenant shall recognize such purchaser purchaser, or grantee in lieu of foreclosure, as the Lessor Landlord under this Lease AgreementLease. Landlord agrees that Tenant shall be entitled to rely upon such Successor Landlord Notice from the purchaser or grantee in lieu of foreclosure without any further liability or obligation to Landlord.

Subordination and Attornment. Upon Lessor(a) Except as otherwise specifically provided in Section 14.03 hereof, the Lessee’s requestinterest in the Project, during its interest as lessee hereunder and the term interest of this Lease Agreement, Lessee any sublessee hereunder in the Project under a sublease shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is at all times be subject and shall be subordinate to the lien of the Indenture and to all the terms, conditions and provisions thereof, whether now existing or hereafter created, and without the need for any mortgages in any amount further act or amounts on all or any part of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage Lessee; provided, however, that so long as the Lessee continues to recognize the Lease Agreement perform all of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default its obligations under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effectLease, this Lease Agreement shall be deemed prior remain in full force and superior in lien to effect notwithstanding such mortgage irrespective of whether this Lease Agreement is dated prior to subordination or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in connection with the performance said lien of the Indenture, and the Lessee shall not be disturbed by the Lessor or the Trustee in its possession of the Project during the term of the Lease or in the enjoyment of its rights hereunder. The Lessee shall not subordinate its interests hereunder or in the Project to any other lien or encumbrance without the prior written consent of the Trustee, which consent may be given or withheld at the sole discretion of the Trustee. Any such unauthorized subordination by the Lessee shall be void and of no force or effect whatsoever. (b) In the event of any sale, assignment or transfer of the termsLessor’s interest under this Lease or in the Project, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of including any such default to such mortgagee, specifying disposition resulting from the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein under said lien, the Lessee and which cure any sublessee shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale Lessor’s successor and shall recognize such purchaser successor as the Lessor under this Lease, said attornment to be effective and self-operative without the execution of any other instruments on the part of either party hereto, immediately upon such successor’s succeeding to the interest of the Lessor hereunder, and this Lease Agreementshall continue in accordance with its terms between the Lessee, as lessee, and such successor, as Lessor.

Subordination and Attornment. Upon Lessor’s request, during the term of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree Tenant acknowledges that this Lease Agreement is subordinate to all leases in which Landlord currently is lessee and to any mortgage or deed of trust now in force against the Building and to all advances made or hereafter to be made thereunder and, provided the holder thereof agrees in writing for Tenant's benefit not to disturb Tenant's rights under this Lease so long as there is no Event of Default under this Lease, Tenant agrees that this Lease shall be subordinate to any future leases in which Landlord is lessee and to any future first mortgage or deed of trust hereafter in force against the lien Building and to all advances made or hereafter to be made thereunder (all such existing and future leases, mortgages and deeds of trust referred to collectively as "Superior Instruments"). Tenant also agrees that if the holder of any mortgages in any amount or amounts on all or any part of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject Superior Instrument elects to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of have this Lease Agreement superior to its Superior Instrument and gives notice of its election to Tenant, then this Lease shall be superior to the lien of any such lease, mortgage as may be required by the Lessor within ten (10) days or deed of demand therefor. Notwithstanding anything hereinabove containedtrust and all renewals, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgagereplacements and extensions thereof, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to before or subsequent to the date of after such lease, mortgage or leasedeed of trust. If Lessor enters into one or more mortgages and Lessee is advised requested in writing by Landlord or any first mortgagee or ground lessor of Landlord, Tenant agrees to execute a subordination agreement required to further effect the name and address provisions of this paragraph. In the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account event of any default by the Lessor transfer in the performance lieu of any foreclosure or termination of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, a lease in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for Landlord is lessee or the foreclosure of any Superior Instrument, or sale of the Property pursuant to any Superior Instrument, Tenant shall attorn to such purchaser, transferee or lessor and recognize such party as landlord under this Lease, provided such party acquires and accepts the Leased Premises subject to this Lease. The agreement of Tenant to attorn contained in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon immediately preceding sentence shall survive any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease Agreementor transfer.

Subordination and Attornment. Upon Lessor’s request(a) This Lease and the interest of Tenant hereunder shall be superior to the rights of any holder of a mortgage or holder of a ground lease or property that includes the Premises, during unless any such holder enters into a non-disturbance agreement with Tenant in form and substance reasonably acceptable to Tenant and such holder providing that Tenant shall not be disturbed in its use or occupancy of the term of Premises for as long as this Lease Agreement, Lessee shall execute a subordination agreement continues in recordable form wherein Lessee shall agree that this Lease Agreement is full force and effect and shall be subordinate afforded the protection of all of its rights and benefits hereunder (such agreement, a “SNDA”). Notwithstanding the immediately preceding sentence to the lien contrary, any holder of any mortgages in any amount a mortgage or amounts on all or any part holder of the land or buildings comprising a ground lease of property which includes the Premises, executed and recorded before or on or against Lessor’s interest or estate therein; provided that (if such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject holder wishes to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of subordinate this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or ground lease) subsequent to the date of such this Lease, shall enter into a SNDA. The form attached hereto as Exhibit SNDA is acceptable to Tenant. (b) Forthwith upon the request of Landlord, the holder of any mortgage or lease. If Lessor enters into one deed of trust affecting the Premises, or more mortgages the lessor under any ground lease affecting the Premises, Tenant shall execute and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default deliver to such mortgagee, specifying the default, in which event party an attornment agreement providing that Tenant shall attorn to such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of holder or lessor in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such a foreclosure of sale such mortgage or deed of trust or transfer in lieu thereof or a termination of such ground lease and incorporating such other terms and conditions as such party may reasonably require, provided that such agreement includes an agreement by such other party to recognize such purchaser as the Lessor rights of Tenant under this Lease Agreement(Tenant agreeing that the form attached hereto as Exhibit SNDA is acceptable to it). (c) Except for the mortgage held by Xxxxxxx Bank, National Association, Landlord represents and warrants to Tenant that there is no mortgage or ground lease affecting the Lot or Building as of the date hereof.

Subordination and Attornment. Upon Lessor’s request, during the term of Lessee accepts this Lease Agreementsubject and subordinate to any mortgage, Lessee shall execute deed of trust, ground lease or similar interest (herein, a subordination agreement “Mortgage”); provided, however, that if the holder of such Mortgage (the “Mortgagee”) thereunder elects to have Lessee's interest in recordable form wherein Lessee shall agree that this Lease Agreement is and superior to any such Mortgage, then by written notice to Lessee from the Mortgagee, this Lease shall be subordinate deemed superior to the lien of any mortgages in any amount or amounts on all or any part of the land or buildings comprising the Premisescreated by that Mortgage, or on or against Lessor’s interest or estate therein; provided that such subordination agreement Mortgagee signs a Non-Disturbance Agreement which shall recite provide that so long as the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default in its obligations under this Lease, Lessee’s possession of the Premises will not be disturbed during the term. In the event of any foreclosure of any such lien or mortgage, Lessee agrees to attorn to the Mortgagee or other purchaser at foreclosure, upon demand. Notwithstanding anything to the contrary contained herein, Lessee agrees that this Lease shall be subordinate to any future Mortgage placed against the Premises or the Complex, and that it will attorn to the future Mortgagee, only if the Mortgagee agrees with Lessee in a subordination, non-disturbance and attornment agreement (an “SNDA Agreement”), in the Mortgagee’s then standard form, that Lessee’s right to use and occupy the Premises under the terms of this Lease Agreement. will not be deprived as a result of a termination or foreclosure of such Mortgage so long as Lessee covenants is not then in default under this Lease; provided, however, that Lessee acknowledges and agrees that such SNDA Agreement may contain, among other terms and conditions required for obtaining such Mortgage (i) any provision (or the substantial equivalent thereof) contained in any previous SNDA Agreement executed by Lessee, (ii) a provision requiring that notices of Lessor default be given to the Mortgagee and the Mortgagee allowed a reasonable time in addition to Lessor’s cure period hereunder to cure such default before Lessee shall be entitled to take its remedies hereunder or by law, (iii) a provision stating that the terms of the Mortgage govern over any conflicting provision of this Lease pertaining to the Mortgagee’s obligation to make insurance LESSOR’S INITIALS: LESSOR’S INITIALS: or condemnation proceeds available for reconstruction of any part of the Premises, (iv) provisions by which such Mortgagee or successor-in-interest upon foreclosure is agreed not to be bound by (a) any payment of rent or additional rent for more than one (1) month in advance, including prepayment in the nature of security for the performance by Lessee of its obligations under this Lease (unless actually received by such successor in interest), (b) any obligations of Lessor to construct initial improvements (although if the Mortgagee insists on this clause it must agree that Lessee may complete the Premises pursuant to the approved Final Plans and Specifications provided in Exhibit “C” hereto, and offset the amount expended against rentals due hereunder, as long as Lessee makes such election within ten (10) days after the Mortgagee’s demand following transfer of the Premises to the Mortgagee or a purchaser at foreclosure), (c) any amendment or modification of this Lease (or implied waiver of Lessee’s obligations) made without the written consent of such trustee or such beneficiary or such successor in interest, (d) any representations or defaults by any prior Lessor unless such defaults are continuing, and (e) any other matters that such Mortgagee is not directly responsible for causing, as such Mortgagee may specify, unless such matter constitutes a continuing default and/or (v) such other provisions and protections as such Mortgagee may request that are reasonably customary in the commercial mortgage lending industry at the time so long as such provisions do not materially adversely affect Lessee’s rights or obligations hereunder. Lessee, at any time hereafter on demand by Lessor, shall promptly execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of Lessor, in any such mortgage as may be required by the Lessor event within ten (10) days of demand therefor. Notwithstanding anything hereinabove containedsuch demand, in an SNDA Agreement meeting the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of above criteria or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser as the Lessor under this Lease Agreementother commercially reasonable form.

Subordination and Attornment. Upon Lessor’s request, during the term of this 20.1 This Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is and shall be subject and subordinate to any and all mortgages (as hereinafter defined) now or hereafter encumbering the lien of any mortgages in any amount or amounts on all Premises or any part thereof and placed thereon by Landlord and to all renewals, modifications, replacements, and extensions of the land or buildings comprising the Premisessuch mortgages; provided, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite however, that the subordination herein contained shall not be effective with respect to any mortgage, unless and until the holder of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement shall execute and deliver a non-disturbance and attornment agreement in favor of Lessee Tenant, providing that in the event of foreclosure of any such its mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may shall be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event foreclosed or the holder of any such the mortgage shall at any time elect to have this Lease Agreement constitute accepts a prior or superior lien to its mortgageduly recorded deed in lieu of foreclosure, then and in such so long as no event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised in writing of the name and address of the mortgagee under such mortgage, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgageeoccurred and be continuing hereunder, specifying the default, in which event such mortgagee and so long as Tenant shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any foreclosure, or the owner of the Premises pursuant to the deed in lieu of foreclosure, and continues to fully and completely perform Tenant’s duties and obligations under this Lease, the Lease shall not terminate by reason of such foreclosure or deed in lieu of sale foreclosure, Tenant’s possession and quiet enjoyment of the property shall not be disturbed and the purchaser, upon acceptance and recordation of the Trustee’s deed after such foreclosure or acceptance and recordation of such deed in lieu of foreclosure, its successors, or assigns, shall recognize such purchaser as the Lessor Tenant and shall be obligated to perform fully and completely Landlord’s duties and obligations under this Lease Agreementarising from and after the date of acceptance and recordation of the Trustee’s deed or deed in lieu of foreclosure. Landlord shall promptly advise Tenant in writing if it shall enter into any mortgage affecting the Premises after the date hereof. In such event, Landlord shall use its best efforts to cause the holder of any mortgage affecting the Premises to enter into a nondisturbance agreement with Tenant substantially in the form of Exhibit D attached hereto. As used in this paragraph, the term “mortgage” shall mean any mortgage, deed to secure debt, deed of trust, trust deed, sale-leaseback, lease-leaseback, or other collateral conveyance of, or lien, or encumbrance against the Premises or any part thereof.

Subordination and Attornment. Upon Lessor’s requestThis Lease and the estate, during the term of this Lease Agreement, Lessee shall execute a subordination agreement in recordable form wherein Lessee shall agree that this Lease Agreement is interest and shall be rights hereby created are subordinate to any mortgage now or hereafter placed upon the lien of any mortgages in any amount Building or amounts on all the Land or any part estate or interest therein, including, without limitation, any mortgage on any leasehold estate, and to all renewals, modifications, consolidations, replacements and extensions of the land or buildings comprising same as well as any substitutions therefore, as provided for on the Premises, or on or against Lessor’s interest or estate therein; provided attached Exhibit “F”. Tenant agrees that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any such mortgage to recognize the Lease Agreement of Lessee in the event any person, firm, corporation or other entity acquires the right to possession of foreclosure of the Building or the Land, including any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the mortgagee or holder of any estate or interest having priority over this Lease, Tenant shall, if requested by such mortgage shall person, firm, corporation or other entity, attorn to and become the tenant of such person, firm, corporation or other entity, upon the same terms and conditions as are set forth herein for the balance of the Lease Term. Notwithstanding the foregoing, any mortgagee may, at any time elect time, subordinate its mortgage to have this Lease, without Tenant’s consent, by notice in writing to Tenant, and thereupon this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effect, this Lease Agreement shall be deemed prior and superior in lien to such mortgage irrespective without regard to their respective dates of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage or lease. If Lessor enters into one or more mortgages execution and Lessee is advised delivery, and in writing of the name and address of the mortgagee under such mortgagethat event, then this Lease Agreement shall not be terminated or canceled on account of any default by the Lessor in the performance of any of the terms, covenants or conditions hereof on its part contained, until Lessee shall have given written notice of such default to such mortgagee, specifying the default, in which event such mortgagee shall have the right same rights with respect to cure Lessor’s default this Lease as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn though it had been executed prior to the purchaser upon execution and delivery of the mortgage. Tenant, if requested by Landlord, shall execute any such foreclosure instruments in recordable form as may be reasonably required by Landlord in order to confirm or effect the subordination or priority of sale and recognize such purchaser this Lease, as the Lessor under case may be, and the attornment of Tenant to future landlords in accordance with the terms of this Article. Landlord shall furnish to Tenant a non-disturbance agreement from the holder of such mortgage providing that so long as Tenant is not in default of this Lease AgreementTenant’s occupancy shall not be disturbed and the obligations of Landlord will continue to be performed.

Subordination and Attornment. Upon Lessor’s request(a) This Lease is subject and subordinate to all ground or underlying leases and to all mortgages which may now or hereafter affect such leases or the Shopping Center or portion thereof and to all renewals, during the term modifications, consolidations, replacements and extensions of any such underlying leases and mortgages. The provisions of this Lease AgreementParagraph 24(a) shall be self-operative and no further instruments of subordination shall be required. However, Lessee shall if Landlord requests confirmation of the subordination provided for in this Paragraph 24(a), Tenant shall, without charge therefor, promptly execute a subordination agreement and deliver to Landlord any certificate or instrument which Landlord may at any time request in recordable form wherein Lessee shall agree connection therewith. (b) The holder of any mortgage referred to in Paragraph 24(a) may elect that this Lease Agreement is and shall be subordinate to the lien of any mortgages in any amount or amounts on all or any part of the land or buildings comprising the Premises, or on or against Lessor’s interest or estate therein; provided that such subordination agreement shall recite that the subordination of Lessee’s interests pursuant thereto are subject to the agreement by the mortgagee named in any have priority over such mortgage and upon notification by such mortgagee to recognize the Lease Agreement of Lessee in the event of foreclosure of any such mortgage if Lessee is not in default under the Lease Agreement. Lessee covenants and agrees to execute and deliver upon demand such further instruments evidencing such subordination of this Lease Agreement to the lien of any such mortgage as may be required by the Lessor within ten (10) days of demand therefor. Notwithstanding anything hereinabove contained, in the event the holder of any such mortgage shall at any time elect to have this Lease Agreement constitute a prior or superior lien to its mortgage, then and in such event upon any such mortgage holder notifying Lessee to that effectTenant, this Lease Agreement shall be deemed prior and superior in lien to have priority over such mortgage irrespective of whether this Lease Agreement is dated prior to or subsequent to the date of such mortgage. (c) Tenant agrees to give the lessor under any lease or the holder of any mortgage or lease. If Lessor enters into one or more mortgages and Lessee is advised referred to in Paragraph 24(a) hereof a copy, by registered mail, of any notice of default served upon Landlord, provided that prior to such notice Tenant has been notified in writing (by way of notice of assignment of rents and leases, or otherwise) of the name and address of such lessor or mortgagee. Tenant further agrees that if Landlord shall have failed to cure such default within the mortgagee under such mortgagetime provided for in this Lease, then each such lessor or mortgagee shall have an additional 30 days within which to cure such default or, if such default cannot be cured within that time, then such additional time as may be necessary to cure such default (including but not limited to commencement of lease termination or mortgage foreclosure proceedings if necessary to effect such cure), in which event this Lease Agreement shall not be terminated while such remedies are being so diligently pursued. (d) If at any time prior to the termination of this Lease, the lessor under any lease or canceled on account the holder of any default by mortgage referred to in Paragraph 24(a) (or any person, or such person's successors or assigns, who acquires the Lessor interest of Landlord under this Lease through foreclosure action or an assignment or deed in lieu of foreclosure) shall succeed to the performance rights of Landlord under this Lease through possession or foreclosure or delivery of a new lease or deed or otherwise, Tenant agrees at the election and upon request of any of the termssuch person, covenants or conditions hereof on its part containedto fully and completely attorn, until Lessee shall have given written notice of such default from time to such mortgageetime, specifying the default, in which event such mortgagee shall have the right to cure Lessor’s default as otherwise provided herein and which cure shall be accepted by Lessee. Lessee shall, in the event any proceedings are brought for the foreclosure of or in the event of sale under any mortgage made by the Lessor covering the Premises, attorn to the purchaser upon any such foreclosure of sale and recognize such purchaser person as the Lessor Tenant's landlord under this lease upon the then executory terms of this Lease. Upon such attornment this Lease Agreementshall continue in full force and effect as a direct lease between Tenant and such successor landlord except that such successor landlord shall not be: (i) liable for any previous act or omission of any prior landlord (including Landlord); (ii) subject to any offsets or defenses which may have theretofore accrued to Tenant against any prior landlord (including Landlord); (iii) bound by any previous prepayment of Basic Rent, or Additional Rent, if any, for a period greater than one month in advance; (iv) bound by any modifications of this lease, unless such modification has been approved in writing by such lessor or holder of any mortgage; or (v) liable for any security deposits pursuant to the lease unless such security has actually been delivered to such lessor or holder of a mortgage.