Common use of Subordination and Nondisturbance Clause in Contracts

Subordination and Nondisturbance. Upon the Lessor's -------------------------------- request from time to time, the Lessee shall execute an agreement subordinating the Lessee's right, title and interest in and to the Property under this Lease to the Lien of mortgages or deeds of trust encumbering the Lessor's right, title and interest in and to the Property, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, that the -------- ------- mortgagee of such mortgage or beneficiary of such deed of trust shall have executed an agreement in form and substance reasonably satisfactory to the Lessee providing that, so long as no Lease Event of Default shall have occurred and then be continuing, no foreclosure or other proceedings for the enforcement of such mortgage or deed of trust shall terminate this Lease or otherwise adversely affect the Lessee's quiet and peaceful use and possession of the Property for the uses and purposes permitted under this Lease, nor shall the leasehold estate granted by this Lease be affected in any other manner, Lessee shall not (except to the extent required by Applicable Laws and Regulations) be named in any such proceedings and upon completion thereof the successor in title to the Lessor shall be bound to this Lease as a direct obligation between the Lessee and such successor, except that no such successor shall be (A) liable for any act or omission of any prior Lessor, (B) bound by any payment of Rent which the Lessee might have paid more than one month prior to its due date hereunder, or (C) bound by any amendment or modification (made subsequent to the date of such mortgage or deed of trust) or cancellation of this Lease or surrender of the Property (except surrenders and cancellations expressly provided for herein) made without the prior written consent of the mortgagee of such mortgage or the beneficiary of such deed of trust. Lessee shall attorn to and recognize any such mortgagee or beneficiary, in the event such mortgagee or beneficiary becomes the owner of the Property by foreclosure, conveyance in lieu of foreclosure or otherwise, or any other successor or assignee of Lessor permitted under the terms of this Lease, as the landlord and lessor under this Lease for the remainder of the term hereof, and Lessee shall perform and observe its obligations hereunder, subject only to the terms and conditions of this Lease. Lessee further covenants and agrees to execute and deliver upon the request of such mortgagee or beneficiary or successor or assignee of Lessor an appropriate agreement of attornment to such person or entity and any subsequent titleholder of the Property in accordance with the terms of this Section 23.21. Lessee agrees to enter into agreements that are reasonably required for Lessor to obtain financing, upon the request and at the expense of Lessor; provided, however, that no such agreement shall adversely affect the rights or -------- ------- interests of the Lessee, including without limitation, the rights of Lessee under this Lease or any other Operative Document.

Subordination and Nondisturbance. Upon the Lessor's -------------------------------- request from time to time, the Lessee shall execute an agreement subordinating the Lessee's right, title and interest in and Subject to the Property under terms provided herein, this Lease and Tenant’s interest and rights hereunder may be made subject and subordinate to the Lien lien of mortgages any mortgage (“Mortgage”) hereafter created on or deeds of trust encumbering against the Lessor's right, title and interest in and to Project or the PropertyPremises, and to all amendments, restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof, without the necessity of any further instrument or act on the part of Tenant; provided, however, however that the -------- ------- mortgagee of such mortgage or beneficiary of such deed of trust shall have executed an agreement in form and substance reasonably satisfactory to the Lessee providing that, so long as there is no Default hereunder, Tenant’s right to possession of the Premises shall not be disturbed, and Tenant’s rights under this Lease Event shall not be impaired by the Holder of Default shall have occurred any such Mortgage. Tenant agrees, to attorn to any such Holder provided that the mortgagee executes, acknowledges and then be continuingdelivers to Tenant a subordination, no foreclosure nondisturbance and attornment agreement (“SNDA”) in the form of Exhibit H hereto or other proceedings for in another commercially reasonable form confirming attornment to such mortgagee as landlord and that such mortgagee recognizes Tenant’s rights under the enforcement of Lease so long as Tenant is not in default beyond applicable notice and cure periods such mortgage or deed of trust shall that Landlord has a then-currently effective right to terminate this Lease or otherwise adversely affect the Lessee's quiet and peaceful use and possession (but without any assumption by such holder of the Property for the uses and purposes permitted Landlord’s obligations under this Lease), nor shall the leasehold estate granted by except as set forth in this Section 27(a). Upon such attornment, this Lease be affected shall continue in any other manner, Lessee shall not (except to the extent required by Applicable Laws full force and Regulations) be named in any such proceedings and upon completion thereof the successor in title to the Lessor shall be bound to this Lease effect as a direct obligation lease between the Lessee mortgagee and such successorTenant upon all of the terms, conditions and covenants as are set forth in this Lease, except that no such successor the mortgagee shall not be (Ai) liable in any way to the Tenant for any act or omission omission, neglect or default on the part of Landlord under this Lease; (ii) responsible for any prior Lessormonies owing by or on deposit with Landlord to the credit of Tenant unless received by the holder; (iii) subject to Section 27(b) below, subject to any counterclaim or setoff that theretofore accrued to Tenant against Landlord; (B) bound by any payment of Rent which the Lessee might have paid more than one month prior to its due date hereunder, or (Civ) bound by any amendment or modification (made of this Lease subsequent to such mortgage or by any previous prepayment of regularly scheduled monthly installments of Base Rent or Additional Base Rent for more than one (1) month, which was not approved in writing by the mortgagee; (v) liable to the Tenant beyond the mortgagee’s interest in the Property; or (vi) responsible for the performance of any of the obligations of Landlord under the provisions of Section 2, Section 18, Section 19 or the Work Letter, except that such mortgagee shall be required to recognize Tenant’s rights under Section 2(c) and Section 31(c) (provided that in no event shall Tenant be required to pay Base Rent or Operating Expenses unless and until the Post Rent Credit Date has occurred, to pay Utilities unless and until the Delivery Date has occurred in the event of a CM Build Election, or the date of Substantial Completion of the Shell and Core Improvements has occurred in the event of a Non-CM Build Election, or to pay other Additional Rent unless and until the due date for such other Additional Rent has occurred. Tenant agrees that any present or future mortgagee may at its option unilaterally elect to subordinate, in whole or in part and by instrument in form and substance satisfactory to such mortgagee alone, the lien of its mortgagee (or the priority of its ground lease) to this Lease effective upon either notice from such holder to the Tenant in the same fashion as notices from the Landlord to the Tenant are to be given hereunder or by the recording in the appropriate registry or recorder’s office of an instrument, in which such holder subordinates its rights under such mortgage or deed of trust) or cancellation of ground lease to this Lease or surrender Lease. Landlord hereby represents to Tenant that, as of the Property (except surrenders and cancellations expressly provided for herein) made without the prior written consent of the mortgagee of such mortgage or the beneficiary of such deed of trust. Lessee shall attorn to and recognize any such mortgagee or beneficiary, in the event such mortgagee or beneficiary becomes the owner of the Property by foreclosure, conveyance in lieu of foreclosure or otherwise, or any other successor or assignee of Lessor permitted under the terms date of this Lease, as there is no Mortgage encumbering the landlord and lessor under this Lease for the remainder of the term hereof, and Lessee shall perform and observe its obligations hereunder, subject only to the terms and conditions of this Lease. Lessee further covenants and agrees to execute and deliver upon the request of such mortgagee or beneficiary or successor or assignee of Lessor an appropriate agreement of attornment to such person or entity and any subsequent titleholder of the Property in accordance with the terms of this Section 23.21. Lessee agrees to enter into agreements that are reasonably required for Lessor to obtain financing, upon the request and at the expense of Lessor; provided, however, that no such agreement shall adversely affect the rights or -------- ------- interests of the Lessee, including without limitation, the rights of Lessee under this Lease or any other Operative DocumentProject.

Subordination and Nondisturbance. Upon Without the Lessor's -------------------------------- request from time necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, and at the election of Landlord or any mortgagee of a mortgage or a beneficiary of a deed of trust now or hereafter encumbering all or any portion of the Building or Project, or any lessor of any ground or master lease now or hereafter affecting all or any portion of the Building or Project, this Lease shall be subject and subordinate at all times to timesuch ground or master leases (and such extensions and modifications thereof), the Lessee shall execute an agreement subordinating the Lessee's right, title and interest in and to the Property under lien of such mortgages and deeds of trust (as well as to any advances made thereunder and to all renewals, replacements, modifications and extensions thereof). As a condition precedent to the effectiveness of any such subordination of this Lease to any future ground or master leases or the Lien lien of any future mortgages or deeds of trust, Landlord shall provide to Tenant a commercially reasonable non-disturbance and attornment agreement in recordable form in favor of Tenant in a form acceptable to Landlord and Tenant executed by such future ground lessor, master lessor, mortgagee or deed of trust beneficiary, as the case may be, which shall provide that Tenant’s quiet possession of the Premises shall not be disturbed on account of such subordination to such future lease or lien so long as Tenant is not in default beyond any applicable cure period under any provisions of this Lease. Notwithstanding the foregoing, Landlord shall have the right to subordinate or cause to be subordinated any or all ground or master leases or the lien of any or all mortgages or deeds of trust encumbering to this Lease. In the Lessor's right, title and interest in and to the Property, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, event that the -------- ------- mortgagee of such mortgage any ground or beneficiary of such deed of trust shall have executed an agreement in form and substance reasonably satisfactory to the Lessee providing that, so long as no Lease Event of Default shall have occurred and then be continuing, no foreclosure master lease terminates for any reason or other proceedings for the enforcement of such any mortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, at the election of Landlord’s successor in interest, Tenant shall terminate attorn to and become the tenant of such successor. Upon attornment this Lease or otherwise adversely affect will continue in full force and effect as a direct lease between the Lessee's quiet Transferee and peaceful use and possession Tenant, upon all of the Property for the uses same terms, conditions and purposes permitted under covenants as stated in this Lease, nor shall except the leasehold estate granted by this Lease Transferee will not be affected in subject to any other manner, Lessee shall set-offs or claims which Tenant might have against any prior landlord and will not (except to the extent required by Applicable Laws and Regulations) be named in any such proceedings and upon completion thereof the successor in title to the Lessor shall be bound to this Lease as a direct obligation between the Lessee and such successor, except that no such successor shall be (A) liable for any act or omission of any prior Lessor, (B) bound by landlord. Tenant hereby waives its rights under any payment of Rent current or future law which the Lessee might have paid more than one month prior gives or purports to its due date hereunder, give Tenant any right to terminate or (C) bound by any amendment or modification (made subsequent to the date of such mortgage or deed of trust) or cancellation of otherwise adversely affect this Lease or surrender and the obligations of the Property (except surrenders and cancellations expressly provided for herein) made without the prior written consent of the mortgagee of such mortgage or the beneficiary of such deed of trust. Lessee shall attorn to and recognize any such mortgagee or beneficiary, Tenant hereunder in the event of any such mortgagee foreclosure proceeding or beneficiary becomes the owner of the Property by foreclosure, conveyance in lieu of foreclosure or otherwise, or any other successor or assignee of Lessor permitted under the terms of this Lease, as the landlord and lessor under this Lease for the remainder of the term hereof, and Lessee shall perform and observe its obligations hereunder, subject only to the terms and conditions of this Leasesale. Lessee further Tenant covenants and agrees to execute and deliver upon to Landlord within fifteen (15) business days after receipt of written demand by Landlord and in the request form reasonably required by Landlord, any additional documents evidencing the priority or subordination of this Lease with respect to any such ground or master lease or the lien of any such mortgage or deed of trust. Should Tenant fail to sign and return any such documents within said 15 business day period, Tenant shall be in default hereunder without the benefit of any additional notice or cure periods specified in Section 20.1 below. Landlord further agrees that it shall obtain and deliver to Tenant, within thirty (30) days after the execution of this Lease by Landlord and Tenant, the non-disturbance and attornment agreement in recordable form in favor of Tenant in the form attached hereto as Exhibit “G” executed by each and every existing mortgagee of a mortgage or beneficiary of a deed of trust encumbering all or any portion of the Building or Project, and any lessor of any ground or master lease affecting all or any portion of the Building or Project, which shall provide, among other things, that Tenant’s quiet possession of the Premises shall not be disturbed on account of such mortgagee mortgage, deed of trust, ground lease or beneficiary master lease or successor the foreclosure (or assignee sale in lieu thereof) or termination of Lessor an appropriate agreement of attornment to such person or entity and same so long as Tenant is not in default beyond any subsequent titleholder of the Property in accordance with the terms applicable cure period under any provisions of this Section 23.21Lease. Lessee agrees to enter into agreements that are reasonably required for Lessor to obtain financing, upon the request and at the expense of Lessor; provided, however, that no such agreement shall adversely affect the rights or -------- ------- interests of the Lessee, including without limitationFor purposes hereof, the rights form of Lessee under this Lease or any other Operative Documentnon-disturbance and attornment agreement attached hereto as Exhibit “G” is hereby approved by Tenant and Landlord.

Subordination and Nondisturbance. Upon Without the Lessor's -------------------------------- request from time necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, and at the election of Landlord or any mortgagee of a mortgage or a beneficiary of a deed of trust now or hereafter encumbering all or any portion of the Building or Site, or any lessor of any ground or master lease now or hereafter affecting all or any portion of the Building or Site, this Lease shall be subject and subordinate at all times to timesuch ground or master leases (and such extensions and modifications thereof), the Lessee shall execute an agreement subordinating the Lessee's right, title and interest in and to the Property under lien of such mortgages and deeds of trust (as well as to any advances made thereunder and to all renewals, replacements, modifications and extensions thereof). As a condition precedent to the effectiveness of any such subordination of this Lease to any future ground or master leases or the Lien lien of any future mortgages or deeds of trust, Landlord shall provide to Tenant a commercially reasonable non-disturbance and attornment agreement in recordable form in favor of Tenant in a mutually acceptable form executed by such future ground lessor, master lessor, mortgagee or deed of trust beneficiary, as the case may be, which shall provide that Tenant’s quiet possession of the Premises shall not be disturbed on account of such subordination to such future lease or lien so long as Tenant is not in default beyond any applicable cure period under any provisions of this Lease. Notwithstanding the foregoing, Landlord shall have the right to subordinate or cause to be subordinated any or all ground or master leases or the lien of any or all mortgages or deeds of trust encumbering to this Lease. In the Lessor's right, title and interest in and to the Property, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, event that the -------- ------- mortgagee of such mortgage any ground or beneficiary of such deed of trust shall have executed an agreement in form and substance reasonably satisfactory to the Lessee providing that, so long as no Lease Event of Default shall have occurred and then be continuing, no foreclosure master lease terminates for any reason or other proceedings for the enforcement of such any mortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, at the election of Landlord’s successor in interest, Tenant shall terminate attorn to and become the tenant of such successor. Upon attornment this Lease or otherwise adversely affect will continue in full force and effect as a direct lease between the Lessee's quiet Transferee and peaceful use and possession Tenant, upon all of the Property for the uses same terms, conditions and purposes permitted under covenants as stated in this Lease, nor shall except the leasehold estate granted by this Lease Transferee will not be affected in subject to any other manner, Lessee shall set-offs or claims which Tenant might have against any prior landlord and will not (except to the extent required by Applicable Laws and Regulations) be named in any such proceedings and upon completion thereof the successor in title to the Lessor shall be bound to this Lease as a direct obligation between the Lessee and such successor, except that no such successor shall be (A) liable for any act or omission of any prior Lessor, (B) bound by landlord. Tenant hereby waives its rights under any payment of Rent current or future law which the Lessee might have paid more than one month prior gives or purports to its due date hereunder, give Tenant any right to terminate or (C) bound by any amendment or modification (made subsequent to the date of such mortgage or deed of trust) or cancellation of otherwise adversely affect this Lease or surrender and the obligations of the Property (except surrenders and cancellations expressly provided for herein) made without the prior written consent of the mortgagee of such mortgage or the beneficiary of such deed of trust. Lessee shall attorn to and recognize any such mortgagee or beneficiary, Tenant hereunder in the event of any such mortgagee foreclosure proceeding or beneficiary becomes the owner of the Property by foreclosure, conveyance in lieu of foreclosure or otherwise, or any other successor or assignee of Lessor permitted under the terms of this Lease, as the landlord and lessor under this Lease for the remainder of the term hereof, and Lessee shall perform and observe its obligations hereunder, subject only to the terms and conditions of this Leasesale. Lessee further Tenant covenants and agrees to execute and deliver to Landlord within fifteen (15) days after receipt of written demand by Landlord and in the form reasonably required by Landlord, any additional documents evidencing the priority or subordination of this Lease with respect to any such ground or master lease or the lien of any such mortgage or deed of trust. Should Tenant fail to sign and return any such documents within said 15-day period, Tenant shall be in default hereunder without the benefit of any additional notice or cure periods specified in Section 20.1 below, Landlord further agrees that upon Tenant’s written request, it shall use commercially reasonable efforts to obtain and deliver to Tenant a commercially reasonable non-disturbance and attornment agreement in recordable form in favor of Tenant in a mutually acceptable form executed by each and every existing mortgagee of a mortgage or beneficiary of a deed of trust encumbering all or any portion of the request Building or Site, and any lessor of any ground or master lease affecting all or any portion of the Building or Site, which shall provide, among other things, that Tenant’s quiet possession of the Premises shall not be disturbed on account of such mortgagee mortgage, deed of trust, ground lease or beneficiary master lease or successor the foreclosure (or assignee sale in lieu thereof) or termination of Lessor an appropriate agreement of attornment to such person or entity and same so long as Tenant is not in default beyond any subsequent titleholder of the Property in accordance with the terms applicable cure period under any provisions of this Section 23.21Lease. Lessee agrees to enter into agreements that are reasonably required for Lessor For purposes hereof, the form of non-disturbance and attornment agreement attached hereto as Exhibit “G” is hereby approved by Tenant and Landlord. Notwithstanding the foregoing, Landlord’s failure to obtain financing, upon the request such non-disturbance and at the expense of Lessor; provided, however, that no such attornment agreement shall adversely affect the rights or -------- ------- interests of the Lessee, including without limitation, the rights of Lessee under not constitute a Landlord default hereunder nor shall such failure entitle Tenant to terminate this Lease or any other Operative DocumentLease.

Subordination and Nondisturbance. Upon the Lessor's -------------------------------- request from time to time, the Lessee This Lease shall execute an agreement subordinating the Lessee's right, title be subject and interest in and subordinate to the Property lien of any mortgage and/or deed of trust which Lessor, its successors or assigns may now have or hereafter place upon the Leased Premises, provided that (1) if there are no events of default under this Lease on the part of Lessee, the rights of possession of Lessee to the Lien Leased Premises and Lessee's rights arising out of mortgages this Lease shall not be affected or deeds of trust encumbering disturbed by the Lessor's rightmortgagee, title and interest in and to the Propertytrustee, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, that the -------- ------- mortgagee of such mortgage or beneficiary of such under the mortgage and/or deed of trust in the exercise of any of the mortgagee's, trustee's or beneficiary's rights under such mortgage, deed of trust or notes secured thereby; (2) Lessee shall have executed an not be joined in any foreclosure or other proceeding under the mortgage or deed of trust, nor in any other way be deprived of Lessee's rights under this Lease, nor shall this Lease be terminated or affected by any foreclosure or sale or any proceeding under any mortgage or deed of trust; and (3) Lessor shall secure the approval and execution of a subordination, non-disturbance and attornment agreement (the "Agreement") in form and substance reasonably satisfactory to Lessee and consistent with the Lessee providing that, so long as no Lease Event of Default shall have occurred foregoing provisions by each and then be continuing, no foreclosure or other proceedings every lender who provides financing for the enforcement Leased Premises and who has or will be granted a lien on the Leased Premises in order to secure payment of any funds such mortgage or deed lender has advanced, the Agreement to be executed by each such lender at the time the lien is granted to such lender or, if the lien is presently in existence, within sixty (60) days from the date hereof. In the event Lessor is unable to secure such Agreement or, in the alternative, if Lessor is unable to secure the release of trust shall any liens existing on the Leased Premises within the time period provided in this Section, then Lessee may, at its option, terminate this Lease or otherwise adversely affect the Lessee's quiet and peaceful use and possession by providing written notice of the Property for the uses and purposes permitted under this Leasetermination to Lessor, nor shall the leasehold estate granted by whereupon this Lease be affected in any other manner, Lessee shall not (except to become null and void and the extent required by Applicable Laws and Regulations) be named in any such proceedings and upon completion thereof parties shall have no further liabilities or obligations one unto the successor in title to the Lessor shall be bound to this Lease as a direct obligation between the Lessee and such successor, except that no such successor shall be (A) liable for any act or omission of any prior Lessor, (B) bound by any payment of Rent which the Lessee might have paid more than one month prior to its due date hereunder, or (C) bound by any amendment or modification (made subsequent to the date of such mortgage or deed of trust) or cancellation of this Lease or surrender of the Property (except surrenders and cancellations expressly provided for herein) made without the prior written consent of the mortgagee of such mortgage or the beneficiary of such deed of trust. Lessee shall attorn to and recognize any such mortgagee or beneficiary, in the event such mortgagee or beneficiary becomes the owner of the Property by foreclosure, conveyance in lieu of foreclosure or otherwise, or any other successor or assignee of Lessor permitted under the terms of this Lease, as the landlord and lessor under this Lease for the remainder of the term hereof, and Lessee shall perform and observe its obligations hereunder, subject only to the terms and conditions of this Lease. Lessee further covenants and agrees to execute and deliver upon the request of such mortgagee or beneficiary or successor or assignee of Lessor an appropriate agreement of attornment to such person or entity and any subsequent titleholder of the Property in accordance with the terms of this Section 23.21. Lessee agrees to enter into agreements that are reasonably required for Lessor to obtain financing, upon the request and at the expense of Lessor; provided, however, that no such agreement shall adversely affect the rights or -------- ------- interests of the Lessee, including without limitation, the rights of Lessee under this Lease or any other Operative Documentother.

Subordination and Nondisturbance. Upon the Lessor's -------------------------------- request from time to time, the Lessee shall execute an agreement subordinating the Lessee's right, title and interest in and to the Property under this Lease to the Lien of mortgages or deeds of trust encumbering the Lessor's right, title and interest in and to the Property, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, that the -------- ------- mortgagee of such mortgage or beneficiary of such deed of trust shall have executed an agreement in form and substance reasonably satisfactory to the Lessee providing that, so long as no Lease Event of Default shall have occurred and then be continuing, no foreclosure or other proceedings for the enforcement of such mortgage or deed of trust shall terminate this Lease or otherwise adversely affect the Lessee's quiet and peaceful use and possession of the Property for the uses and purposes permitted under this Lease, nor shall the leasehold estate granted by this Lease be affected in any other manner, Lessee shall not (except to the extent required by Applicable Laws and Regulations) be named in any such proceedings and upon completion thereof the successor in title to the Lessor shall be bound to this Lease as a direct obligation between the Lessee and such successor, except that no such successor shall be (A) liable for any act or omission of any prior Lessor, (B) bound by any payment of Rent which the Lessee might have paid more than one month prior to its due date hereunder, or (C) bound by any amendment or modification (made subsequent to the date of such mortgage or deed of trust) or cancellation of this Lease or surrender of the Property (except surrenders and cancellations expressly provided for herein) made without the prior written consent of the mortgagee of such mortgage or the beneficiary of such deed of trust. Lessee shall attorn to and recognize any such mortgagee or beneficiary, in the event such mortgagee or beneficiary becomes the owner of the Property by foreclosure, conveyance in lieu of foreclosure or otherwise, or any other successor or assignee of Lessor permitted under the terms of this Lease, as the landlord and lessor under this Lease for the remainder of the term hereof, and Lessee shall perform and observe its obligations hereunder, subject only Subject to the terms and conditions of this Section 17, this Lease is and will be subject and subordinate in all respects to any ground lease, first mortgage or first deed of trust now or later encumbering the Building or Project, and to all their renewals, modifications, supplements, consolidations and replacements (an “Encumbrance”). With respect to any Encumbrance existing as of the Date or first encumbering the Building or Project subsequent to the Date of this Lease, Landlord will use its commercially reasonable efforts to cause the holder of such Encumbrance to agree in a subordination, non-disturbance and attornment agreement (an “SNDA”) with Tenant which provides that so long as Tenant is not in default of its obligations under this Lease, this Lease will not be terminated and Tenant’s possession of the Premises will not be disturbed by the ground lease termination, foreclosure, or proceedings for enforcement, of such Encumbrance. Lessee further covenants Tenant agrees, upon request by and agrees without cost to Landlord or any successor in interest, to execute and deliver upon to Landlord or the request holder of an Encumbrance an SNDA or such mortgagee or beneficiary or successor or assignee of Lessor an appropriate agreement of attornment to such person or entity and any subsequent titleholder of the Property in accordance with the terms of this Section 23.21. Lessee agrees to enter into agreements that are other instrument(s) as may be reasonably required for Lessor to obtain financing, upon evidence such subordination and non-disturbance within 10 days after Landlord’s request therefor provided that it does not contain terms increasing Tenant’s obligations or reducing Tenant’s right and remedies under this Lease. In the request and at the expense of Lessor; providedalternative, however, that no the holder of an Encumbrance may unilaterally elect to subordinate such agreement shall adversely affect the rights or -------- ------- interests of the Lessee, including without limitation, the rights of Lessee under Encumbrance to this Lease or any other Operative DocumentLease.

Subordination and Nondisturbance. Upon the Lessor's -------------------------------- request from time to time22.1 Tenant shall, the Lessee shall execute an agreement subordinating the Lessee's right, title and interest in and subject to the Property conditions set forth below, at the request of Landlord, in writing, cause its interest to become subordinate to any such first mortgage or first deed of trust which has been or shall be placed on the land and building or land or building of which the Premises form a part. Tenant shall, at any time hereinafter on demand, execute any instruments, releases, or other documents that may be required by any mortgagee, mortgagor, or trustor or beneficiary under any such first deed of trust or first mortgage for the purpose of subjecting and subordinating this Lease to the Lien lien of mortgages any such first mortgage or deeds first deed of trust encumbering the Lessor's righttrust, title and interest in and to the Property, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, that such instrument must provide in effect that: (a) in the -------- ------- mortgagee event of such mortgage or beneficiary of such deed of trust shall have executed an agreement in form and substance reasonably satisfactory to the Lessee providing that, so long as no Lease Event of Default shall have occurred and then be continuing, no foreclosure or other proceedings for action taken under the enforcement of such mortgage or deed of trust shall terminate by the holder thereof, this Lease and the rights of Tenant hereunder (including the right, if any, to extend the Term thereof and for additional space) shall not be disturbed but shall continue in full force and effect so long as Tenant shall not be in default hereunder; and (b) such holder shall permit insurance proceeds and condemnation proceeds to be used for any restoration and repair required by this Lease; and (c) no property owned or otherwise adversely affect the Lessee's quiet and peaceful use and possession removable by Tenant shall be subject to any lien of the Property for the uses and purposes permitted under this Lease, nor shall the leasehold estate granted by this Lease be affected in any other manner, Lessee shall not (except to the extent required by Applicable Laws and Regulations) be named in any such proceedings and upon completion thereof the successor in title to the Lessor shall be bound to this Lease as a direct obligation between the Lessee and such successor, except that no such successor shall be (A) liable for any act or omission of any prior Lessor, (B) bound by any payment of Rent which the Lessee might have paid more than one month prior to its due date hereunder, or (C) bound by any amendment or modification (made subsequent to the date of such mortgage or deed of trust) or cancellation of this Lease or surrender of . Tenant agrees that if the Property (except surrenders and cancellations expressly provided for herein) made without the prior written consent of the mortgagee of such mortgage or the beneficiary of such deed of trust. Lessee shall attorn to and recognize any such mortgagee or mortgagee, beneficiary, in or any person claiming under the event such mortgagee or beneficiary becomes shall succeed to the owner interest of the Property by foreclosureLandlord in this Lease, conveyance in lieu of foreclosure or otherwiseTenant will recognize said mortgagee, beneficiary, or any other successor or assignee of Lessor permitted person as its landlord under the terms of this Lease, as the landlord and lessor under this Lease provided that said mortgagee, beneficiary, or person for the remainder period during which beneficiary, trustee, or person shall hold Landlord's interest in the Premises shall assume all of the term hereofits obligations of Landlord hereunder, and Lessee shall perform and observe its obligations acknowledge Tenant's rights hereunder, subject only . This Section 22.1 shall also apply to Tenant's rights under the terms and conditions of this LeaseSatellite Agreement. Lessee further covenants and agrees to execute and deliver upon the request of such mortgagee or beneficiary or successor or assignee of Lessor an appropriate agreement of attornment to such person or entity and any subsequent titleholder of the Property in accordance with the terms of this Section 23.21. Lessee agrees to enter into agreements that are reasonably required for Lessor Landlord shall use commercially reasonable efforts to obtain financingfrom its existing lender a subordination, upon the request non-disturbance and at the expense of Lessor; provided, however, attornment agreement that no such agreement shall adversely affect the rights or -------- ------- interests of the Lessee, including without limitation, the rights of Lessee under this Lease or any other Operative Documentis reasonably acceptable to Tenant and that is on commercially reasonable terms.

Subordination and Nondisturbance. Upon the Lessor's This Lease and all rights of -------------------------------- request from time Tenant hereunder are subject and subordinate to timeall first mortgages and first deeds of trust, the Lessee shall execute an agreement subordinating the Lessee's right, title and interest in and to the Property under this Lease to the Lien of any other mortgages or and deeds of trust encumbering junior in lien to such first mortgage or first deed of trust if such subordination to such junior lien is approved by the Lessor's right, title and interest in and to the Propertyparty or parties secured under such first mortgage or first deed of trust, and to all ground or underlying leases, which may now or hereafter affect the Building and the Land of which the Demised Premises form a part, and all renewals, modifications, consolidations, recastings, replacements and extensions thereof; provided, however, that subject to the -------- ------- mortgagee provisions of Subparagraphs (B.) and (C.) below this Lease shall remain in full force and effect following and foreclosure under any of the aforesaid mortgages, deeds of trust or ground leases; provided further, however, that Tenant shall not be in default beyond any applicable cure period herein. It is the intention of the parties that this Subparagraph (A.) shall be self-operative and that no further instrument of subordination, nondisturbance or attornment shall be necessary to effectuate such subordination, nondisturbance or attornment. However, if confirmation of such mortgage subordination, nondisturbance or beneficiary of such deed of trust shall have executed an agreement in form and substance reasonably satisfactory to the Lessee providing that, so long as no Lease Event of Default shall have occurred and then be continuing, no foreclosure or other proceedings for the enforcement of such mortgage or deed of trust shall terminate this Lease or otherwise adversely affect the Lessee's quiet and peaceful use and possession of the Property for the uses and purposes permitted under this Lease, nor shall the leasehold estate granted by this Lease be affected in any other manner, Lessee shall not (except to the extent attornment is required by Applicable Laws any mortgagee or ground lessor, Tenant shall execute and Regulationsdeliver promptly upon any request of Landlord or its mortgagee(s) or ground lessor any certificate that may be named in requested confirming such subordination. Tenant may not unreasonably delay or condition its delivery. Tenant hereby constitutes and appoints Landlord as Tenant's attorney-in-fact to execute any such proceedings certificate or certificates for and upon completion thereof the successor in title to the Lessor shall be bound to this Lease as a direct obligation between the Lessee and such successor, except that no such successor shall be (A) liable for any act or omission on behalf of any prior Lessor, (B) bound by any payment of Rent which the Lessee might have paid more than one month prior to its due date hereunder, or (C) bound by any amendment or modification (made subsequent to the date of such mortgage or deed of trust) or cancellation of this Lease or surrender of the Property (except surrenders and cancellations expressly provided for herein) made without the prior written consent of the mortgagee of such mortgage or the beneficiary of such deed of trust. Lessee shall attorn to and recognize any such mortgagee or beneficiary, in the event such mortgagee or beneficiary becomes the owner of the Property by foreclosure, conveyance in lieu of foreclosure or otherwise, or any other successor or assignee of Lessor permitted under the terms of this Lease, as the landlord and lessor under this Lease for the remainder of the term hereof, and Lessee shall perform and observe its obligations hereunder, subject only to the terms and conditions of this Lease. Lessee further covenants and agrees Tenant if Tenant fails to execute and deliver upon same within seven (7) days after any request. Also the request failure of Tenant to execute and deliver such mortgagee certificate or beneficiary or successor or assignee of Lessor an appropriate agreement of attornment to such person or entity and any subsequent titleholder of the Property in accordance with the terms of this Section 23.21. Lessee agrees to enter into agreements that are reasonably required for Lessor to obtain financing, upon the request and at the expense of Lessor; provided, however, that no such agreement certificates shall adversely affect the rights or -------- ------- interests of the Lessee, including without limitation, the rights of Lessee be a default under this Lease or any other Operative Documentand basis for Landlord to exercise its rights and remedies under the provisions of the Paragraph of this Lease entitled "DEFAULTS AND REMEDIES."

Subordination and Nondisturbance. Upon the Lessor's -------------------------------- request from time This Lease is and will be subject and subordinate in all respects to timeany ground lease, the Lessee shall execute an agreement subordinating the Lessee's right, title and interest in and to the Property under this Lease to the Lien of mortgages or deeds of trust encumbering the Lessor's right, title and interest in and to the Property, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, that the -------- ------- mortgagee of such mortgage or beneficiary of such deed of trust shall have executed an agreement in form and substance reasonably satisfactory to the Lessee providing that, so long as no Lease Event of Default shall have occurred and then be continuing, no foreclosure or other proceedings for the enforcement of such mortgage or deed of trust now or later encumbering the Building, and to all their renewals, modifications, supplements, consolidations and replacements (an "Encumbrance"). With respect to any Encumbrance first encumbering the Building subsequent to the Date of this Lease, Landlord will , at Landlord's sole cost and expense to cause the holder of such Encumbrance to agree (either in the Encumbrance or in a separate agreement with Tenant, which agreement shall terminate this Lease or otherwise adversely affect be in a form reasonably acceptable to Tenant, with the Lessee's quiet and peaceful use and possession parties acknowledging that the form set forth in Exhibit E is acceptable to Tenant) that so long as Tenant is not in default of the Property for the uses and purposes permitted its obligations under this Lease, nor shall the leasehold estate granted by this Lease will not be affected in terminated and Tenant's possession of the Premises will not be disturbed by the termination or foreclosure, or proceedings for enforcement, of such Encumbrance. While such subordination will occur automatically, Tenant agrees, upon request by and without cost to Landlord or any other manner, Lessee shall not (except to the extent required by Applicable Laws and Regulations) be named in any such proceedings and upon completion thereof the successor in title interest, to the Lessor shall be bound promptly execute and deliver to this Lease as a direct obligation between the Lessee and such successor, except that no such successor shall be (A) liable for any act or omission of any prior Lessor, (B) bound by any payment of Rent which the Lessee might have paid more than one month prior to its due date hereunder, or (C) bound by any amendment or modification (made subsequent to the date of such mortgage or deed of trust) or cancellation of this Lease or surrender of the Property (except surrenders and cancellations expressly provided for herein) made without the prior written consent of the mortgagee of such mortgage Landlord or the beneficiary holder of an Encumbrance such deed instrument(s) as may be reasonably required to evidence such subordination. In the alternative, however, the holder of trust. Lessee shall attorn an Encumbrance may unilaterally elect to and recognize any subordinate such mortgagee or beneficiary, in the event such mortgagee or beneficiary becomes the owner of the Property by foreclosure, conveyance in lieu of foreclosure or otherwise, or any other successor or assignee of Lessor permitted under the terms of this Lease, as the landlord and lessor under this Lease for the remainder of the term hereof, and Lessee shall perform and observe its obligations hereunder, subject only Encumbrance to the terms and conditions of this Lease. Lessee further covenants This Lease is subject to the Tenant at Landlord's sole cost and expense obtaining a Subordination and Non-Disturbance Agreement in the form set forth in Exhibit E, attached and incorporated, from the Equitable Life Assurance Company, the existing holder of the mortgage covering the Building. Landlord agrees to execute and deliver use reasonable efforts to obtain, such agreement. If such agreement is not obtained within thirty (30) days after the Date, either Landlord or Tenant may terminate this Lease by giving written notice of termination to the other party within thirty five (35) days after the Date. Unless such agreement has then been obtained, this Lease will terminate upon the request giving of such mortgagee or beneficiary or successor or assignee notice. Such termination right will be in full settlement of Lessor an appropriate agreement all claims that either party might otherwise have against the other by reason of attornment Landlord's failure to such person or entity and any subsequent titleholder of the Property in accordance with the terms of this Section 23.21. Lessee agrees to enter into agreements that are reasonably required for Lessor to obtain financing, upon the request and at the expense of Lessor; provided, however, that no such agreement shall adversely affect the rights or -------- ------- interests of the Lessee, including without limitation, the rights of Lessee under this Lease or any other Operative Documentdeliver said Agreement.

Subordination and Nondisturbance. Upon Landlord may, at its election, upon the Lessor's -------------------------------- request from time of the holder of any Mortgage, make this Lease superior to timesuch Mortgage by written notice thereof to Tenant. Tenant agrees that, upon the Lessee shall execute an request of Landlord made in writing, Tenant will, conditioned upon the continued effectiveness of the non-disturbance agreement subordinating the Lessee's rightprovided for in this Article 25, title and interest in and to the Property under subordinate this Lease to the Lien of mortgages any mortgage or deeds deed of trust encumbering which may now or hereafter encumber the Lessor's right, title and interest in and to Building and/or the PropertyLand, and to all renewals, modifications, consolidations, replacements and extensions thereofthereof (a "Mortgage"); provided, however, that the -------- ------- mortgagee holder of any such mortgage Mortgage shall enter into a binding non-disturbance agreement with Tenant providing that (a) Tenant shall not be disturbed in its possession of the Premises or beneficiary of such deed of trust shall have executed an agreement in form and substance reasonably satisfactory to the Lessee providing thatits rights hereunder terminated or impaired by any mortgagee, so long as no Lease Event of Default shall have occurred and then be continuing, no purchaser at foreclosure or other proceedings for the enforcement of such mortgage or deed of trust shall terminate party, (b) this Lease shall continue in full force and effect following any foreclosure thereof or otherwise adversely affect the Lessee's quiet and peaceful use and possession of the Property for the uses and purposes permitted under this Lease, nor shall the leasehold estate granted by any deed given in lieu thereof (except that this Lease may nonetheless be affected in any other manner, Lessee shall not (except terminated by mortgagee as successor landlord pursuant to the extent required by Applicable Laws and Regulations) be named in any such proceedings and upon completion thereof the successor in title to the Lessor shall be bound to this Lease as a direct obligation between the Lessee and such successor, except that no such successor shall be (A) liable for any act or omission of any prior Lessor, (B) bound by any payment of Rent which the Lessee might have paid more than one month prior to its due date hereunder, or (C) bound by any amendment or modification (made subsequent to the date of such mortgage or deed of trust) or cancellation provisions of this Lease providing for such termination), and (c) all insurance proceeds and condemnation awards payable from time to time in connection with any Damage or surrender Appropriation shall, unless this Lease is terminated as a result thereof pursuant to Article 20 or 21, as the case may be, be held and disbursed in connection with the repair and restoration of the Property (except surrenders Building and cancellations expressly provided for herein) made without Premises as required by Article 20 or 21, as the prior written consent case may be. In the event of the mortgagee of such mortgage enforcement by the trustee or the beneficiary of such deed of trust. Lessee shall attorn to and recognize under any such mortgagee Mortgage of the remedies provided for by law or beneficiaryby such Mortgage, Tenant will automatically become the tenant of and shall be deemed to have attorned to such successor in interest without change in the event such mortgagee terms or beneficiary becomes the owner of the Property by foreclosure, conveyance in lieu of foreclosure or otherwise, or any other successor or assignee of Lessor permitted under the terms of this Lease, as the landlord and lessor under this Lease for the remainder of the term hereof, and Lessee shall perform and observe its obligations hereunder, subject only to the terms and conditions provisions of this Lease. Lessee further covenants Upon written request by such successor in interest, Tenant and agrees to such successor shall execute and deliver upon an instrument or instruments whereby Tenant confirms the request of attornment herein provided for and in which such mortgagee or beneficiary or -81- successor or assignee of Lessor an appropriate agreement of attornment shall acknowledge its obligations and responsibilities to such person or entity and any subsequent titleholder of Tenant under the Property in accordance Lease and, with the terms of this Section 23.21. Lessee agrees to enter into agreements that are reasonably required for Lessor to obtain financingrespect thereto, upon the request and at the expense of Lessor; provided, however, that no such agreement shall adversely affect the rights or -------- ------- interests of the Lessee, including without limitation, the rights of Lessee under recognize this Lease or any other Operative Documentand the tenancy hereunder of Tenant.

Subordination and Nondisturbance. Upon Landlord may, at its election, upon the Lessor's -------------------------------- request from time of the holder of any Mortgage, make this Lease superior to timesuch Mortgage by written notice thereof to Tenant. Tenant agrees that, upon the Lessee shall execute an request of Landlord made in writing, Tenant will, conditioned upon the continued effectiveness of the non-disturbance agreement subordinating the Lessee's rightprovided for in this Article 25, title and interest in and to the Property under subordinate this Lease to the Lien of mortgages any mortgage or deeds deed of trust encumbering which may now or hereafter encumber the Lessor's right, title and interest in and to Building and/or the PropertyLand, and to all renewals, modifications, consolidations, replacements and extensions thereofthereof (a “Mortgage”); provided, however, that the -------- ------- mortgagee holder of any such mortgage Mortgage shall enter into a binding non-disturbance agreement with Tenant providing that (a) Tenant shall not be disturbed in its possession of the Premises or beneficiary of such deed of trust shall have executed an agreement in form and substance reasonably satisfactory to the Lessee providing thatits rights hereunder terminated or impaired by any mortgagee, so long as no Lease Event of Default shall have occurred and then be continuing, no purchaser at foreclosure or other proceedings for the enforcement of such mortgage or deed of trust shall terminate party, (b) this Lease shall continue in full force and effect following any foreclosure thereof or otherwise adversely affect the Lessee's quiet and peaceful use and possession of the Property for the uses and purposes permitted under this Lease, nor shall the leasehold estate granted by any deed given in lieu thereof (except that this Lease may nonetheless be affected in any other manner, Lessee shall not (except terminated by mortgagee as successor landlord pursuant to the extent required by Applicable Laws and Regulations) be named in any such proceedings and upon completion thereof the successor in title to the Lessor shall be bound to this Lease as a direct obligation between the Lessee and such successor, except that no such successor shall be (A) liable for any act or omission of any prior Lessor, (B) bound by any payment of Rent which the Lessee might have paid more than one month prior to its due date hereunder, or (C) bound by any amendment or modification (made subsequent to the date of such mortgage or deed of trust) or cancellation provisions of this Lease providing for such termination), and (c) all insurance proceeds and condemnation awards payable from time to time in connection with any Damage or surrender Appropriation shall, unless this Lease is terminated as a result thereof pursuant to Article 20 or 21, as the case may be, be held and disbursed in connection with the repair and restoration of the Property (except surrenders Building and cancellations expressly provided for herein) made without Premises as required by Article 20 or 21, as the prior written consent case may be. In the event of the mortgagee of such mortgage enforcement by the trustee or the beneficiary of such deed of trust. Lessee shall attorn to and recognize under any such mortgagee Mortgage of the remedies provided for by law or beneficiaryby such Mortgage, Tenant will automatically become the tenant of and shall be deemed to have attorned to such successor in interest without change in the event such mortgagee terms or beneficiary becomes the owner of the Property by foreclosure, conveyance in lieu of foreclosure or otherwise, or any other successor or assignee of Lessor permitted under the terms of this Lease, as the landlord and lessor under this Lease for the remainder of the term hereof, and Lessee shall perform and observe its obligations hereunder, subject only to the terms and conditions provisions of this Lease. Lessee further covenants Upon written request by such successor in interest, Tenant and agrees to such successor shall execute and deliver upon an instrument or instruments whereby Tenant confirms the request of attornment herein provided for and in which such mortgagee or beneficiary or successor or assignee of Lessor an appropriate agreement of attornment shall acknowledge its obligations and responsibilities to such person or entity and any subsequent titleholder of Tenant under the Property in accordance Lease and, with the terms of this Section 23.21. Lessee agrees to enter into agreements that are reasonably required for Lessor to obtain financingrespect thereto, upon the request and at the expense of Lessor; provided, however, that no such agreement shall adversely affect the rights or -------- ------- interests of the Lessee, including without limitation, the rights of Lessee under recognize this Lease or any other Operative Documentand the tenancy hereunder of Tenant.

Subordination and Nondisturbance. Upon This Lease, and any sublease entered into by Tenant under the Lessor's -------------------------------- request from time provisions of this Lease, shall be subject and subordinate to timeany ground lease, mortgage, deed of trust, sale/leaseback transaction or any other hypothecation for security now or hereafter placed upon 000 Xxxxxxxxxx Xxxx or any portion thereof, and the Lessee shall execute an agreement subordinating rights of any assignee of Landlord or of any ground lessor, mortgagee, trustee, beneficiary or leaseback lessor under any of the Lessee's rightforegoing, title and interest in and to any and all advances made on the Property under this Lease to the Lien of mortgages or deeds of trust encumbering the Lessor's right, title and interest in and to the Property, security thereof and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, that such subordination in the -------- ------- mortgagee case of such mortgage or beneficiary of such any future ground lease, mortgage, deed of trust trust, sale/leaseback transaction or any other hypothecation for security placed upon 000 Xxxxxxxxxx Xxxx shall have executed an agreement be conditioned on Tenant's receipt from the ground lessor, mortgagee, trustee, beneficiary or leaseback lessor of a Non-Disturbance Agreement in a form and substance reasonably satisfactory acceptable to the Lessee providing that, Tenant (i) confirming that so long as no Lease Event of Default shall have occurred and then be continuingTenant is not in material default hereunder beyond any applicable cure period, no foreclosure or other proceedings for the enforcement of such mortgage or deed of trust shall terminate this Lease or otherwise adversely affect the LesseeTenant's quiet and peaceful use and possession of the Property for the uses and purposes permitted under this Lease, nor shall the leasehold estate granted by this Lease be affected in any other manner, Lessee rights hereunder shall not (except to the extent required be disturbed by Applicable Laws and Regulations) be named in any such proceedings and upon completion thereof the successor in title to the Lessor shall be bound to this Lease as a direct obligation between the Lessee and such successor, except that no such successor shall be (A) liable for any act or omission of any prior Lessor, (B) bound by any payment of Rent which the Lessee might have paid more than one month prior to its due date hereunder, or (C) bound by any amendment or modification (made subsequent to the date of such mortgage or deed of trust) or cancellation of this Lease or surrender of the Property (except surrenders and cancellations expressly provided for herein) made without the prior written consent of the mortgagee of such mortgage or the beneficiary of such deed of trust. Lessee shall attorn to and recognize any such mortgagee or beneficiary, in the event such mortgagee or beneficiary becomes the owner of the Property by foreclosure, conveyance in lieu of foreclosure or otherwise, or any other successor or assignee of Lessor permitted under the terms of this Lease, as the landlord and lessor under this Lease for the remainder of the term hereof, and Lessee shall perform and observe its obligations hereunder, subject only to the terms and conditions of this Lease. Lessee further covenants and agrees to execute and deliver upon the request of such mortgagee or beneficiary or successor or assignee of Lessor an appropriate agreement of attornment to such person or entity and (ii) agreeing that the benefit of such Non-Disturbance Agreement shall be transferable to any transferee under a Permitted Transfer and to any other assignee or subtenant that is acceptable to the ground lessor, mortgagee, trustee, beneficiary or leaseback lessor at the time of transfer. Landlord shall provide to Tenant within thirty (30) days after mutual execution of this Lease, from any existing ground lessor, mortgagee, trustee, beneficiary or leaseback lessor currently owning or holding a security interest in the 000 Xxxxxxxxxx Xxxx, a Non-Disturbance Agreement in a form reasonably acceptable to Tenant confirming (i) that so long as Tenant is not in material default hereunder beyond any applicable cure period, Tenant's rights hereunder shall not be disturbed by such person or entity and (ii) agreeing that the benefit of such Non-Disturbance Agreement shall be transferable to any transferee under a Permitted Transfer and to any other assignee or subtenant that is acceptable to the ground lessor, mortgagee, trustee, beneficiary or leaseback lessor at the time of transfer. If any mortgagee, trustee, beneficiary, ground lessor, sale/leaseback lessor or assignee elects in writing to have this Lease be an encumbrance upon 000 Xxxxxxxxxx Xxxx prior to the lien of its mortgage, deed of trust, ground lease or leaseback lease or other security arrangement and gives notice thereof to Tenant, this Lease shall be deemed prior thereto, whether this Lease is dated prior or subsequent titleholder to the date thereof or the date of recording thereof. Tenant, and any sublessee, shall execute such documents as may reasonably be requested by any mortgagee, trustee, beneficiary, ground lessor, sale/leaseback lessor or assignee to evidence the subordination herein set forth, subject to the conditions set forth above, or to make this Lease prior to the lien of any mortgage, deed of trust, ground lease, leaseback lease or other security arrangement, as the case may be. Upon any default by Landlord in the performance of its obligations under any mortgage, deed of trust, ground lease, leaseback lease or assignment, Tenant (and any sublessee) shall, notwithstanding any subordination hereunder, attorn to the mortgagee, trustee, beneficiary, ground lessor, leaseback lessor or assignee thereunder upon demand and become the tenant of the Property successor in accordance with the terms of this Section 23.21. Lessee agrees interest to enter into agreements that are reasonably required for Lessor to obtain financingLandlord, upon the request and at the expense option of Lessor; providedsuch successor in interest, however, that no such agreement and shall adversely affect execute and deliver any instrument or instruments confirming the rights or -------- ------- interests of the Lessee, including without limitation, the rights of Lessee under this Lease or any other Operative Documentattornment herein provided for.