Common use of Subordination, Attornment Clause in Contracts

Subordination, Attornment. This Lease shall be and it hereby is made, and shall at all times be subject and subordinate, to any and all ground or underlying leases or to the lien of any and all duly recorded mortgages, whether heretofore or hereafter made, affecting or encumbering such a ground or underlying lease, or the Premises, or premises of which the Premises shall be a part given to secure loans, and to all extensions, renewals, modifications or replacements thereof; however, such subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenant. The subordination of this Lease and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the execution of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlord, execute and deliver any further document or instrument to evidence the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder of any such ground or underlying lease or mortgage, Tenant shall execute and deliver such instruments and documents as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn under the terms and provisions of this Lease, to such a ground or underlying lessee or mortgagee, or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as may be contained in such a lease or mortgage, and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same force and effect as if the Premises had been sold or conveyed to such new landlord by the prior landlord hereunder; and Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and any such new landlord, as Xxxxxx's attorney-in-fact to execute any such instrument or document.

Subordination, Attornment. This Lease shall be and it hereby is madeLease, and without any further instrument, shall at all times be subject and subordinate, subordinate to any and all ground or underlying leases or to the lien mortgages and deeds of any and all duly recorded mortgages, whether heretofore trust which may now or hereafter made, affecting or encumbering such a ground or underlying lease, or affect Landlord’s estate in the Premises, or premises real property of which the Premises shall be form a part given to secure loanspart, and to all extensionsadvances made or hereafter to be made upon the security thereof, and to all renewals, modifications or modifications, consolidations, replacements and extensions thereof; however, . In confirmation of such subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenant. The subordination of this Lease and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the execution of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlord, execute and deliver any further document or instrument to evidence the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder of any such ground or underlying lease or mortgagesubordination, Tenant shall execute promptly execute, acknowledge, and deliver to Landlord upon request any subordination, non-disturbance, and attornment agreement or other instrument with respect to any existing deed of trust, or any deed of trust executed by Landlord hereafter, which is approved by Landlord’s lender, is in commercially reasonable form, and which provides that so long as Tenant is not in default hereunder beyond any applicable cure period that upon acquiring title to the real property of which the Premises form a part by foreclosure or otherwise (1) this Lease shall not be terminated, and (2) such instruments holder or other person or persons purchasing or otherwise acquiring the real property of which the Premises form a part by foreclosure or otherwise shall recognize all of Tenant’s rights hereunder which accrue thereafter and documents as shall confirm Xxxxxx's undertaking and agreement hereunder not disturb Tenant’s right to attorn quiet enjoyment of the Premises under the terms and provisions of this Lease, on the condition that Tenant agrees in writing to attorn to such a ground holder or underlying lessee or mortgagee, or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as purchaser. Said non-disturbance agreements shall be in recordable form and may be contained in recorded by either Landlord or Tenant at such a lease or mortgage, party’s election and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same force and effect as if the Premises had been sold or conveyed to such new landlord by the prior landlord hereunder; and Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and any such new landlord, as Xxxxxx's attorney-in-fact to execute any such instrument or documentexpense.

Subordination, Attornment. (a) Tenant's rights under this Lease are and shall always be subordinate to the operation and effect of any lease of land only or of land and buildings in a sale-leaseback transaction, and any mortgage, deed of trust or other security instrument now or hereafter placed upon the Property, or any part or parts thereof' by Landlord. This Lease clause shall be and it hereby is madeself-operative, and no further instrument of subordination shall at all times be subject required. In confirmation thereof Tenant shall execute such further assurances as may be requisite. In addition, Xxxxxx agrees to attorn to any successor in interest to Landlord whether by purchase, foreclosure, sale in lieu of foreclosure, power of sale, termination of any lease of land only or land and subordinatebuildings in a sale-leaseback transaction or otherwise, if so requested or required by such successor in interest, and Xxxxxx agrees, upon demand, to execute such agreement or agreements in confirmation of such attornment as may be requested by Landlord. However, Tenant's obligation of subordination and attornment with respect to any and all ground or underlying leases or mortgage hereafter encumbering the Property shall be conditioned upon the execution by the holder of such mortgage of an agreement, in the form then commonly used by such holder, to the lien effect that, notwithstanding any foreclosure of any and all duly recorded mortgagessuch mortgage or other exercise by the holder of its rights thereunder, whether heretofore or hereafter made, affecting or encumbering such a ground or underlying lease, or the Premises, or premises of which Tenant shall be permitted to continue to occupy the Premises and exercise its rights hereunder, so long as there shall be a part given occur no condition which, pursuant to secure loans, and to all extensions, renewals, modifications or replacements thereof; however, such subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenant. The subordination the terms of this Lease, would have permitted Landlord to terminate this Lease and or otherwise interfere with Xxxxxx's rights hereunder. Landlord or its mortgagee, as provided in any ground lessor or other similar secured party, may, at its option, make this SectionLease superior to any such mortgage, ground lease or other security instrument by giving Tenant ten (10) days prior written notice and no other documentation shall be effective without necessary to effect such change. (b) If any person shall succeed to all or part of Landlord's interest in the execution Premises upon the exercise of any further remedy provided for in any mortgage of the Premises now or other instruments by hereafter recorded, (i) Tenant shall attorn to and recognize such person as Xxxxxx, but Tenant shall, at Xxxxxxxx's request, landlord as above provided and without charge therefor to Landlord, execute and deliver any further document or instrument to evidence the subordination of this Lease to shall continue in full force and effect as a direct lease between such ground or underlying leases person and mortgages Tenant as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder of any such ground or underlying lease or mortgage, Tenant shall execute fully and deliver such instruments and documents as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn under the terms and provisions of this Lease, to such a ground or underlying lessee or mortgagee, or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as may be contained in such a lease or mortgage, and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same force and effect as if this Lease had originally been entered into by such person and Tenant, except that such person shall not be liable for any act or omission of Landlord occurring prior to such person's succession to title nor be subject to any offset, defense or counterclaim accruing prior to such person S succession to title, nor be bound by any modification of this Lease or any waiver, compromise, release or discharge of any obligation of Tenant hereunder unless such modification, waiver, compromise, release or discharge shall have been specifically consented to in writing by the mortgagee under said mortgage, nor be bound by any payment of Basic Rent or Escalation Charges which Tenant has paid more than one month in advance (other than deposits in the nature of security deposits), and (ii) such person and each person succeeding to its interest in the Premises had been sold shall not be liable for any warranty or conveyed guaranty of Landlord under this Lease and shall be liable for the performance and observance of the other covenants and conditions to be performed and observed by Landlord under this Lease only with respect to the period during which such person shall own such interest. (c) Concurrently with any notification from Tenant to Landlord concerning any default by Landlord in the performance of its obligations hereunder, Tenant shall provide a copy of such notice to any mortgagee or ground lessor of the Property of which Xxxxxx has received notice. Thereafter, Tenant will not exercise any right to terminate this Lease on account of such default unless such mortgagee or ground lessor has failed, within a reasonable time after its receipt of such notice from Tenant, to remedy such default on behalf of Landlord. (d) Xxxxxxx receipt of a collateral assignment of Landlord's interest hereunder nor receipt of transfer of title to the Property when followed by a ground lease back to Landlord shall be deemed to constitute an assumption by the mortgagee or transferee (as the case may be) of the obligations of Landlord hereunder, unless such obligations shall be expressly assumed, in writing, by such mortgagee or transferee. (e) If, in connection with obtaining construction, interim or permanent financing for the Property, the lender shall request reasonable modifications in this Lease as a condition to such new landlord by financing, Tenant will not unreasonably withhold, delay or defer its consent thereto, provided that such modifications do not increase the prior landlord obligations of Tenant hereunder; and Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and any such new landlord, as or affect Xxxxxx's attorney-in-fact to execute rental and other monetary obligations hereunder, the Term or any such instrument of the other "business" terms contained herein, or documentmaterially adversely affect the leasehold interest hereby created or Tenant's rights hereunder.

Subordination, Attornment. This Lease and all rights of Tenant hereunder are and shall be remain subject and it hereby subordinate to all the ground, air rights, or underlying leases now or hereafter in effect and to all mortgages and deeds of trust and any amount or amounts which may now or hereafter affect such leases and/or the Building and/or the real property on which such Building is madesituated, and shall at all times be subject and subordinate, to any and all ground advances to be made under such mortgages or underlying leases or to the lien deeds of any and all duly recorded mortgages, whether heretofore or hereafter made, affecting or encumbering such a ground or underlying lease, or the Premises, or premises of which the Premises shall be a part given to secure loanstrust, and to interest thereon, and all extensions, renewals, modifications replacements or replacements extensions thereof; however, such subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenantor on or against Landlord’s interest or estate therein. The subordination foregoing provisions of this Lease and Xxxxxx's rights hereunder, as provided in this Section, Section shall be effective without the execution of any self-operative and no further instrument or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlord, execute and deliver any further document or instrument to evidence the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder of any such ground or underlying lease or mortgagebe required. In confirmation thereof, Tenant shall execute and deliver such instruments and documents as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn promptly any certificate or other instrument which Landlord or any lessor under the terms and provisions of this Leaseany ground, to such a ground air rights, or underlying lessee lease or mortgageeany holder of such mortgage or deed of trust may request and supply. Notwithstanding the foregoing, in the event of the termination of such ground, air rights, or to underlying leases or the designee foreclosure of any such mortgage or nominee deed of such ground trust or underlying lessee of any other action or mortgagee, or to proceeding for the purchaser or assignee of such a ground or underlying leaseenforcement thereof, or of any sale thereunder, this Lease will not be terminated nor will the mortgaged premises at a foreclosure sale, rights and powers of Tenant hereunder be disturbed if Tenant shall not then be in default in the payment of Rent or at a sale in the performance of any other obligation on the premises pursuant part of Tenant to such power of sale as may be contained in such a lease or mortgageperformed hereunder, and Tenant shall attorn to recognize such ground any person or underlying lessee persons purchasing or mortgagee, its designee otherwise acquiring the Demised Premises or nominee, the Building or such purchaser, as the Landlord hereunder from and after real property on which the date of such a transfer of title, with the same force and effect as if the Premises had been sold or conveyed to such new landlord by the prior landlord hereunder; and Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and any such new landlord, as Xxxxxx's attorney-in-fact to execute any such instrument or documentBuilding is situated.

Subordination, Attornment. This Subject to Section 24.2, below, this Lease shall be and it hereby is made, and shall at all times be and remain subject and subordinate, to any and all ground or underlying leases or subordinate to the lien of any and all duly recorded mortgagesmortgage, whether heretofore deed of trust, ground lease or underlying lease now or hereafter made, affecting or encumbering such a ground or underlying lease, or in force against the Premises, or premises of which the Premises shall be a part given to secure loans, and to all extensions, renewals, modifications advances made or replacements hereafter to be made upon the security thereof; however, such subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenant. The subordination of this Lease and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the execution of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlord, execute and deliver any further document or instrument to evidence the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder of any such ground or underlying lease or mortgage, Tenant shall execute and deliver return to Landlord any documentation reasonably requested by Landlord in order to confirm the foregoing subordination within ten (10) business days after Landlord's written request. If Tenant does not provide Landlord with such instruments and subordination documents as shall confirm Xxxxxxwithin ten (10) business days after Landlord's undertaking and agreement hereunder to attorn under the terms and provisions of this Leasewritten request, to such a ground or underlying lessee or mortgagee, or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as may be contained in such a lease or mortgage, and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same force and effect as if the Premises had been sold or conveyed to such new landlord by the prior landlord hereunder; and then Tenant hereby irrevocably constitutes appoints and appoints Landlord, its successors authorizes Landlord to execute such reasonable subordination documents acting as duly authorized agent and assigns, and any such new landlord, as Xxxxxx's attorney-in-fact for Tenant for such purpose only, which appointment shall be deemed irrevocable and coupled with an interest. In the event any proceedings are brought for foreclosure, or in the event of the exercise of the power of sale under any mortgage or deed of trust made by the Landlord covering the Premises, Tenant shall attorn to execute the purchaser at any such instrument foreclosure, or documentto the grantee of a deed in lieu of foreclosure, and recognize such purchaser or grantee as the Landlord under this Lease pursuant to the terms of the SNDA (as hereinafter defined). Tenant agrees that no mortgagee or successor to such mortgagee shall be (i) bound by any payment or Rent or additional rent for more than one (1) month in advance, (ii) bound by any amendment or modification of this Lease made without the consent or Landlord's mortgagee or such successor in interest, (iii) liable for damages for any breach, act or omission of any prior Landlord, (iv) bound to effect or pay for any construction for Tenant's occupancy, or (v) subject to any claim of offset or defenses that Tenant may have against any prior Landlord.

Subordination, Attornment. This Lease shall be and it is hereby is made, and shall at all times be automatically subject and subordinate, subordinate to any and all mortgage, deed of trust or similar encumbrance including ground or underlying leases presently existing or hereafter voluntarily placed upon the Building or the Premises, including any renewals, extensions or modifications thereof; and the recording of any such mortgage, deed of trust or similar encumbrance shall make it prior and superior to this Lease regardless of the date of execution or recording of either document. Upon request of the Landlord, Tenant will in writing confirm the subordination of its rights hereunder to the lien of any and all duly recorded mortgagesfirst mortgage, whether heretofore or first deed of trust to any bank, insurance company or other lending institution, now or hereafter made, affecting or encumbering such a ground or underlying lease, or in force against the Premises, or premises land and Building of which the Premises shall be are a part given to secure loanspart, and upon any buildings hereafter placed upon the land of which the Premises are a part, and to all extensionsadvances made or hereafter to be made upon the security thereof. In the event any proceedings are brought for foreclosure, renewalsor in the event of the exercise of the power of sale under any mortgage or deed of trust made by the Landlord covering the Premises, modifications the Tenant shall attorn to the purchaser upon any such foreclosure or replacements thereof; however, sale and recognize such subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenantpurchaser as the Landlord under this Lease. The subordination of this Lease and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the execution of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlord, execute and deliver any further document or instrument to evidence the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder of any such ground or underlying lease or mortgage, Tenant shall execute and deliver such instruments and documents as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn under the terms and provisions of this Lease, to such a ground or underlying lessee or mortgagee, or Section to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as may be contained in such a lease or mortgagecontrary notwithstanding, and to recognize such ground or underlying lessee or mortgageeso long as Tenant is not in default hereunder, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same this Lease shall remain in full force and effect for the full term hereof. Landlord agrees to use its best efforts to obtain, at its sole cost and expense, from the Lender (as if the Premises had been sold or conveyed to such new landlord by the prior landlord hereunder; defined below) and Tenant hereby irrevocably constitutes and appoints Landlordfuture lenders, its successors and assignsground lessors, and any such new landlordholders of a superior interest, as Xxxxxx's attorney-in-fact a subordination, nondisturbance and attornment agreement in a commercially reasonable form; provided, however, that Landlord shall have a reasonable time to execute any such instrument or documentdo so.

Subordination, Attornment. This Lease lease, at Landlord’s option, shall be and it hereby is made, and shall at all times be subject and subordinate, to any and all ground or underlying leases or subordinate to the lien of any deed of trust or mortgage subsequently placed upon the real property of which demised premises are apart, and to any and all duly recorded mortgages, whether heretofore or hereafter made, affecting or encumbering such a ground or underlying lease, or advances made on the Premises, or premises of which the Premises shall be a part given to secure loanssecurity thereof, and to all extensions, renewals, modifications or modifications, consolidations, replacements and extensions thereof; provided, however, that as to the hen of any such subordination deed of trust or mortgage Tenant’s right to quiet possession of the premises shall not be disturbed if Tenant is conditioned upon delivery not in default and so long as Tenant shall pay the rent and observe and perform all of a non-disturbance agreement from the provisions of this lease, unless this lease is otherwise terminated pursuant to its terms. If any mortgagee, trustee or ground lessor shall elect to have this lease prior to the lien of its mortgage, deed of trust, or ground lease, and all lienholders shall give written notice thereof to Tenant. The subordination of , this Lease and Xxxxxx's rights hereunder, as provided in this Section, lease shall be effective without deemed prior to such mortgage, deed of trust, or ground lease, whether this lease is dated prior or subsequent to the execution date of said mortgage, deed of trust or ground lease or the date of recording thereof. In the event any further proceedings are brought for foreclosure, or other instruments in the event of the exercise of the power of sale under any mortgage or deed of trust made by XxxxxxLandlord covering the demised premises, but Tenant shallshall attorn to the purchaser upon any such foreclosure or sale and recognize such purchaser as the Landlord under this lease. If upon any sale, at Xxxxxxxx's requestassignment, and without charge therefor to or hypothecation of the demised premises or land thereunder by Landlord, or at any other time, an estoppel certificate shall be requested of Tenant in writing, Tenant agrees, within ten (10) days thereafter, to execute and deliver the estoppel certificate provided by Landlord in recordable form addressed to any further document such proposed mortgagee or instrument to evidence the subordination purchaser or Landlord certifying requested information, including among other things, dates of commencement and termination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder of any such ground or underlying lease or mortgage, Tenant shall execute and deliver such instruments and documents as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn under the terms and provisions of this Lease, to such a ground or underlying lessee or mortgagee, or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or amounts of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as may be contained in such a lease or mortgagesecurity deposits, and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same that lease is in foil force and effect as (if such be the Premises had been sold case) and that there are no differences, offsets or conveyed to such new landlord by the prior landlord hereunder; and Tenant hereby irrevocably constitutes and appoints defaults of Landlord, its successors and assignsor noting such differences, offsets or defaults as actually exist. Tenant shall be liable for any loss or liability resulting from any incorrect information certified, and any mortgagee and purchaser shall have the right to rely on such new landlord, as Xxxxxx's attorney-in-fact to estoppel certificate. Tenant shall in the same manner acknowledge and execute any such instrument or documentassignment of rights to receive rents as required by any mortgagee of Landlord.

Subordination, Attornment. This Lease and all rights of Tenant herein shall be and it hereby is made, and shall at all times be subject and subordinate, to any and all ground or underlying leases or subordinate to the lien of any and all duly recorded mortgagesmortgage, whether heretofore or deed of trust, to any bank, insurance company or other lending institution, now or hereafter made, affecting or encumbering such a ground or underlying lease, or in force against the Premises, or premises land and building of which the Premises shall be are a part given to secure loanspart, and upon any buildings hereafter placed upon the land of which the Premises are a part, and to all extensions, renewals, modifications advances made or replacements hereafter to be made upon the security thereof; however, such subordination is conditioned upon delivery of a non-disturbance agreement from . Tenant agrees to execute any and all lienholders to Tenant. The subordination of this Lease and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the execution of any further writing required by Landlord or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlord, execute and deliver any further document or instrument its lender(s) to evidence such subordination. In the subordination event any proceedings are brought for foreclosure, or in the event of this Lease to such ground .the exercise of the power of sale under any mortgage or underlying leases and mortgages as shall comply with the provisions deed of Section 16.1; and, to the extent requested trust made by the holder of any such ground or underlying lease or mortgageLandlord covering the Premises, Tenant shall execute attorn to the purchaser upon any such foreclosure or sale and deliver recognize such instruments and documents purchaser as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn the Landlord under the terms and this Lease. The provisions of this LeaseSection to the contrary notwithstanding and so long as Tenant is not in default hereunder, this Lease shall remain in full force and effect for the full Term. Within ten (10) days after request therefor by Landlord, or in the event that upon any sale, assignment or hypothecation of the Premises or the land thereunder by the Landlord, an offset statement shall be required from Tenant, Tenant agrees to deliver in recordable form a certificate addressed to any such a ground proposed mortgagee or underlying lessee or mortgagee, purchaser or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as may be contained Landlord certifying that this Lease is in such a lease or mortgage, and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same full force and effect as (if such be the Premises had been sold case) and that there are no differences or conveyed to such new landlord offsets thereto or stating those claimed by the prior landlord hereunder; and Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and any such new landlord, as Xxxxxx's attorney-in-fact to execute any such instrument or documentTenant.

Subordination, Attornment. This Lease shall be and it hereby is made, and shall at all times automatically be subject and subordinate, subordinate to any and all ground or underlying leases which now exist or may hereafter be executed affecting any portion of the Project and to the lien of any mortgages or deeds of trust (including all advances thereunder, renewals, replacements, modifications, supplements, consolidations, and all duly recorded mortgages, whether heretofore extensions thereof) in any amount or amounts whatsoever now or hereafter madeplaced on or against any portion of the Project, affecting or encumbering such a on or against Lessor’s interest or estate therein, or on or against any ground or underlying lease, or the Premises, or premises of which the Premises shall be a part given to secure loans, and to all extensions, renewals, modifications or replacements thereof; however, such subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenant. The subordination of this Lease and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the necessity of the execution and delivery of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, on the part of Lessee so effectuate such subordination. Lessee covenants and agrees to execute and deliver upon demand and without charge therefor to Landlordtherefor, execute and deliver any such further document or instrument to evidence instruments evidencing the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, and/or to the extent requested by the holder lien of any such mortgages or deeds of trusts as may be required by Lessor or a lender making a loan affecting the Project; provided that such mortgagee or beneficiary under such mortgage or deed of trust or lessor under such ground or underlying lease or mortgage, Tenant shall execute and deliver such instruments and documents agrees in writing that so long as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn Lessee is not in default under the terms and provisions of this Lease, to such a ground this Lease shall not be terminated in the event of any foreclosure or underlying lessee or mortgagee, or to the designee or nominee termination of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a any ground or underlying lease. Failure of Lessee to execute such instruments evidencing subordination of this Lease shall constitute a default by Lessee under this Lease. If any mortgagee, beneficiary or lessor elects to have this Lease prior to the lien of its mortgage, deed of trust or lease, and shall give written notice thereof to Lessee, this Lease shall be deemed prior to such mortgage, deed of trust or lease, whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust, or lease or the date of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant recording thereof. If any proceedings are brought to such power of sale as may be contained in such a lease or mortgage, and to recognize such terminate any ground or underlying lessee leases or mortgagee, its designee or nomineefor foreclosure, or upon the exercise of the power of sale, under any mortgage or deed of trust covering any portion of the Project, Lessee shall attorn to the lessor or purchaser upon any such purchasertermination, foreclosure or sale and recognize such lessor or purchaser as the Landlord Lessor under this Lease. So long as Lessee is not in default hereunder from and after the date of such a transfer of titleattorns as required above, with the same this Lease shall remain in full force and effect as if for the Premises had been sold or conveyed to such new landlord by the prior landlord hereunder; and Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and full term hereof after any such new landlordtermination, as Xxxxxx's attorneyforeclosure or sale. Lessor hereby agrees to use reasonable efforts to obtain for the benefit of Lessee an agreement of non-in-fact disturbance and attornment in commercially reasonable form from any mortgagee, trust deed beneficiary or ground or underlying lessor under a mortgage, deed of trust or ground or underlying lease which is presently senior in interest to execute any such instrument this Lease or documentto which this Lease is hereafter required to be subordinated pursuant to this Article.

Subordination, Attornment. (a) This Lease Lease, at Landlord's option, shall be and it hereby is made, and shall at all times be subject and subordinate, to any and all ground or underlying leases or subordinate to the lien of any and all duly recorded mortgages, whether heretofore first deed of trust or hereafter made, affecting or encumbering such a ground or underlying lease, or first mortgage subsequently placed upon the Premises, or premises real property of which the Premises shall be leased premises are a part given part, and to secure loansany and all advances made on the security thereof, and to all extensions, renewals, modifications or modifications, consolidations, replacements and extensions thereof; provided, however, such subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenant. The subordination of this Lease and Xxxxxx's rights hereunder, that as provided in this Section, shall be effective without the execution of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlord, execute and deliver any further document or instrument to evidence the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder lien of any such ground or underlying lease deed of trust or mortgage, Tenant's right to quiet possession of the premises shall not be (b) In the event any proceedings are brought for foreclosure, or in the event of the exercise of the power of sale under any mortgage or deed of trust made by the Landlord covering the demised premises, Tenant shall execute and attorn to the purchaser as the Landlord under this Lease. (c) If upon any sale, assignment, or hypothecation of the leased premises or the land thereunder by Landlord, or at any other time, an estoppel certificate shall be requested of Tenant, Tenant agrees to deliver such instruments estoppel certificate (in recordable form) addressed to any such proposed mortgagee or purchaser or to the Landlord certifying the requested information, including among other things the dates of commencement and documents as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn under the terms and provisions termination of this Lease, to such a ground or underlying lessee or mortgagee, or to the designee or nominee amounts of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as may be contained in such a lease or mortgagesecurity deposits, and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same that this Lease is in full force and effect (if such be the case) and that there are no differences, offsets or defaults as if the Premises had been sold actually exist. Tenant shall be liable for any loss or conveyed to such new landlord by the prior landlord hereunder; and Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assignsliability resulting from any incorrect information certified, and any such new landlord, as Xxxxxx's attorney-in-fact mortgagee and purchaser shall have the right to rely on such estoppel certificate. Tenant shall in the same manner acknowledge and execute any such instrument or documentassignment of rights to received rents as required by any mortgagee of Landlord.

Subordination, Attornment. This Lease shall be and it hereby Lease, including the covenant of quiet enjoyment, is made, and shall at all times be subject and subordinatesubordinate to all ground and underlying leases, to all mortgages, deeds of trust or other encumbrances, and any and all ground conditions, renewals, extensions, modifications, consolidations and replacements of any or underlying all of the foregoing, now or hereafter affecting such leases or to Premises of the lien of any and all duly recorded mortgages, whether heretofore or hereafter made, affecting or encumbering such a ground or underlying lease, or the Premises, or premises real property of which the Premises are a part (except to the extent any such instrument shall expressly provide that this Lease is superior thereto). This clause shall be a part given to secure loans, self-operative and to all extensions, renewals, modifications or replacements thereof; however, such no further instrument of subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenant. The subordination of this Lease and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the execution of any further or other instruments by Xxxxxxrequired in order to effectuate it. Nevertheless, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlordwithin five (5) days after request therefore, execute and deliver any further document certificate or instrument to evidence the other assurance in confirmation of such subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by any lessor, mortgagee or by Landlord. In the holder of event any such proceedings are brought for default under any ground or underlying lease or for the foreclosure of, or in the event of the exercise of the power of sale under, any mortgage, deed of trust or other encumbrance to which this Lease is subject and subordinate, Tenant shall shall, upon request of the party succeeding to the interest of Landlord as a result of such proceedings, automatically attorn to and become the Tenant of such successor in interest without change in the terms of this Lease. Tenant shall, within five (5) days after request therefore, execute and deliver any instruments confirming such instruments and documents as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn under the terms and provisions of this Lease, to such a ground or underlying lessee or mortgagee, or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as may be contained in such a lease or mortgage, and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, attornment requested by Landlord or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same force and effect as if the Premises had been sold or conveyed to such new landlord by the prior landlord hereunder; and successor in interest. Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and any such new landlord, assigns as XxxxxxTenant's attorney-in-fact to execute and deliver any such instrument certificates or documentother assurances of subordination and/or attornment required by this Article, for and on behalf of Tenant, if Tenant fails to do so as provided herein. The provisions of this Article to the contrary notwithstanding, and so long as Tenant is not in default hereunder, this Lease shall remain in full force and effect for the full term thereof.

Subordination, Attornment. This Lease shall be and it hereby is made, and shall at all times automatically be subject and subordinate, subordinate to any and all ground or underlying leases which now exist or may hereafter be executed affecting any portion of the Project and to the lien of any mortgages or deeds of trust (including all advances thereunder, renewals, replacements, modifications, supplements, consolidations, and all duly recorded mortgages, whether heretofore extensions thereof) in any amount or amounts whatsoever now or hereafter madeplaced on or against any portion of the Project, affecting or encumbering such a on or against Lessor’s interest or estate therein, or on or against any ground or underlying lease, or the Premises, or premises of which the Premises shall be a part given to secure loans, and to all extensions, renewals, modifications or replacements thereof; however, such subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenant. The subordination of this Lease and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the necessity of the execution and delivery of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, on the part of Lessee to effectuate such subordination. Lessee covenants and agrees to execute and deliver upon demand and without charge therefor to Landlordtherefor, execute and deliver any such further document or instrument to evidence instruments evidencing the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, and/or to the extent requested by the holder lien of any such mortgages or deeds of trusts as may be required by Lessor or a lender making a loan affecting the Project; provided that such mortgagee or beneficiary under such mortgage or deed of trust or lessor under such ground or underlying lease agrees in writing that so long as Lessee is not in default under this Lease, this Lease shall not be terminated in the event of any foreclosure or termination of any ground or underlying lease. Failure of Lessee to execute such instruments evidencing subordination of this Lease shall constitute a default by Lessee under this Lease. If any mortgagee, beneficiary or lessor elects to have this Lease prior to the lien of its mortgage, Tenant deed of trust or lease, and shall execute give written notice thereof to Lessee, this Lease shall be deemed prior to such mortgage, deed of trust or lease, whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust, or lease or the date of the recording thereof. Notwithstanding anything to the contrary contained in this Lease, so long as a mortgage or deed of trust encumbering the Project or Building remains outstanding with respect to which Lessee has previously entered into a non-disturbance agreement with the applicable mortgagee or trust deed beneficiary providing that Lessee will not subordinate this Lease to any other lien against the Project or Building without the consent of such mortgagee or trust deed beneficiary, then Lessee shall not be required to subordinate this Lease to any other lien against the Project or Building without the consent of such mortgagee or trust deed beneficiary. If any proceedings are brought to terminate any ground or underlying leases or for foreclosure, or upon the exercise of the power of sale, under any mortgage or deed of trust covering any portion of the Project, Lessee shall attorn to the lessor or purchaser upon any such termination, foreclosure or sale and deliver recognize such instruments lessor or purchaser as the Lessor under this Lease. So long as Lessee is not in default hereunder and documents attorns as required above, this Lease shall confirm Xxxxxx's undertaking remain in full force and agreement hereunder effect for the full term hereof after any such termination, foreclosure or sale. Notwithstanding anything to attorn the contrary contained in the foregoing, Lessor shall use commercially reasonable efforts to obtain from any existing mortgagee or trust deed beneficiary under a mortgage or deed of trust encumbering the terms and provisions Project or Building as of the execution of this Lease, non-disturbance protection for Lessee (which shall be deemed to include an election by such a ground mortgagee or underlying lessee or mortgagee, or beneficiary to subordinate its lien to this Lease) on commercially reasonable terms within thirty (30) days following the designee or nominee execution of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as may be contained in such a lease or mortgage, and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same force and effect as if the Premises had been sold or conveyed to such new landlord by the prior landlord hereunder; and Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and any such new landlord, as Xxxxxx's attorney-in-fact to execute any such instrument or documentthis Lease.

Subordination, Attornment. (a) Tenant's rights under this Lease are and shall always be subordinate to the operation and effect of any lease of land only or of land and buildings in a sale-leaseback transaction, any mortgage, deed of trust or other security instrument now or hereafter placed upon the Center or any part or parts thereof by Landlord. This Lease clause shall be and it hereby is madeself-operative, and shall at all times be subject and subordinate, to any and all ground or underlying leases or to the lien no further instrument of any and all duly recorded mortgages, whether heretofore or hereafter made, affecting or encumbering such a ground or underlying lease, or the Premises, or premises of which the Premises subordination shall be a part given to secure loans, and to all extensions, renewals, modifications or replacements required. In confirmation thereof; however, such subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenant. The subordination of this Lease and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the execution of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlord, execute and deliver any further document or instrument to evidence the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder of any such ground or underlying lease or mortgage, Tenant shall execute and deliver such instruments and documents as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn under the terms and provisions of this Lease, to such a ground or underlying lessee or mortgagee, or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale further assurances as may be contained requisite. In addition, Tenant agrees to attorn to any successor in interest to Landlord whether by purchase, fore­closure, sale in lieu of foreclosure, power of sale, termination of any lease of land only or land and buildings in a sale-leaseback transaction or otherwise, if so requested or required by such a successor in interest, and Tenant agrees, upon demand, to execute such agreement or agreements in confirmation of such attornment. (b) Landlord or its mortgagee, any ground lessor or other similar secured party, may, at their option, make this Lease superior to any such mortgage, ground lease or mortgageother security instrument by giving Tenant ten (10) days prior written notice. No other documentation shall be necessary to affect such change. (c) If any person shall succeed to all or part of Landlord's interest in the Premises upon the exercise of any remedy provided for in any mortgage of the Premises now or hereafter recorded to which this Lease is prior as provided in subsection 28 (a) above, (i) Tenant shall attorn and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or person as Tenant's landlord as above provided and this Lease shall continue in full force and effect as a direct lease between such purchaser, person and Tenant as the Landlord hereunder from fully and after the date of such a transfer of title, with the same force and effort as if this Lease had originally been entered into by such person and Tenant, except that such person shall not be liable for any act or omission of Landlord prior to such person's succession to title nor be subject to any offset, defense or counterclaim accruing prior to such person's succession to title, nor be bound by any payment of Annual Basic Rent or on account of the Tax Charge or Operating Costs made more than one month in advance (except for payments in the nature of security deposits), nor be bound by any modification of this Lease or any waiver, compromise, release or discharge of any obligation of Tenant hereunder unless such modification, waiver, compromise, release or discharge shall have been specifically consented to in writing by the mortgagee under said mortgage, and (ii) such person and each person succeeding to its interest in the Premises shall not be liable for any warranty or guaranty of Landlord under the Lease and shall be liable for the performance and observance of the other covenants and conditions to be performed and observed by Landlord under this Lease only with respect to the period during which such person shall own such interest. (i) Tenant agrees that at any time and from time to time at reasonable intervals, within ten (10) days after written request by Landlord, Tenant will execute, acknowledge and deliver to Landlord and/or to such assignee, mortgagee or other similar secured party as may be designated by Landlord, a certificate stating that this Lease is unmodified and in full force and effect (or that the same is in full force and effect as modified, listing the instruments of modification), the dates to which rent and other charges have been paid, and whether or not to the best of Tenant's knowledge Landlord is in default hereunder (and if so, specifying the Premises had been sold nature of the default), it being intended that any such statement delivered pursuant to this paragraph may be relied upon by a mortgagee, ground lessor or conveyed assignee of Landlord's interest in the Center. (ii) The failure of Tenant to execute and deliver such new landlord by the prior landlord certificate shall constitute a default hereunder; , in which event Landlord, in addition to all other remedies available to it for such default, is hereby authorized, as attorney and agent of Tenant, to execute such certificate and in such event Tenant hereby irrevocably constitutes confirms and appoints Landlord, its successors and assigns, and ratifies any such new landlord, as Xxxxxx's attorney-in-fact to execute any such instrument or documentcertificate executed by virtue of the power of attorney hereby granted.

Subordination, Attornment. This Section 29.01. Landlord's interest in this Lease, as this Lease may be modified, amended or supplemented, shall be and it hereby is made, and shall at all times not be subject and subordinate, or subordinate to (a) any and all ground mortgage now or underlying leases hereafter placed upon Tenant's interest in this Lease or (b) any other liens or encumbrances hereafter affecting Tenant's interest in this Lease. Section 29.02. If by reason of (a) a default under the Master Lease or (b) a termination of the Master Lease pursuant to the lien terms of any the Settlement Agreement, such Master Lease and all duly recorded mortgages, whether heretofore or hereafter made, affecting or encumbering such a ground or underlying lease, or the Premises, or premises leasehold estate of which Landlord in the Premises shall be a part given demised hereby are terminated, Tenant will attorn to secure loans, and to all extensions, renewals, modifications or replacements thereof; however, such subordination is conditioned upon delivery the then holder of a non-disturbance agreement from any and all lienholders to Tenant. The subordination of the reversionary interest in the premises demised by this Lease and Xxxxxxwill recognize such holder as Tenant's rights hereunder, as provided in Landlord under this Section, shall be effective without the execution of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlord, execute and deliver any further document or instrument to evidence the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder of any such ground or underlying lease or mortgage, Lease. Tenant shall execute and deliver such instruments deliver, at any time and documents as shall confirm Xxxxxx's undertaking and agreement hereunder from time to attorn under time, upon the terms and provisions request of this Lease, to such a ground or underlying lessee or mortgagee, or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, Landlord or of the mortgaged premises at a foreclosure sale, Master Landlord any further instrument which may be reasonably necessary or at a sale appropriate to evidence such attornment. Tenant waives the provision of any statute or rule of law now or hereafter in effect which may give or purport to give Tenant any right of election to terminate this Lease or to surrender possession of the premises pursuant Premises in the event any proceeding is brought by the Master Landlord to such power of sale as may be contained in such a lease or mortgageterminate the -95- 100 same, and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same force and effect as if the Premises had been sold or conveyed to such new landlord agrees that this Lease shall not be affected in any way whatsoever by the prior landlord hereunder; and Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and any such new landlord, as Xxxxxx's attorney-in-fact to execute any such instrument or documentproceeding.

Subordination, Attornment. This Lease shall be and it hereby is made, and shall at all times automatically be subject and subordinate, subordinate to any and all ground or underlying leases which now exist or may hereafter be executed affecting any portion of the Project and to the lien of any mortgages or deeds of trust (including all advances thereunder, renewals, replacements, modifications, supplements, consolidations, and all duly recorded mortgages, whether heretofore extensions thereof) in any amount or amounts whatsoever now or hereafter madeplaced on or against any portion of the Project, affecting or encumbering such a on or against Lessor’s interest or estate therein, or on or against any ground or underlying lease, or without the Premises, or premises necessity of which the Premises shall be a part given to secure loans, execution and to all extensions, renewals, modifications or replacements thereof; however, such subordination is conditioned upon delivery of a non-disturbance agreement from any farther instruments on the part of Lessee to effectuate such subordination. Lessee covenants and all lienholders agrees to Tenant. The subordination of this Lease execute and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the execution of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, deliver upon demand and without charge therefor to Landlordtherefor, execute and deliver any such further document or instrument to evidence instruments evidencing the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, and/or to the extent requested by the holder lien of any such mortgages or deeds of trusts as may be required by Lessor or a lender making a loan affecting the Project; provided that such mortgagee or beneficiary under such mortgage or deed of trust or lessor under such ground or underlying lease or mortgage, Tenant shall execute and deliver such instruments and documents agrees in writing that so long as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn Lessee is not in default under the terms and provisions of this Lease, to such a ground this Lease shall not be terminated in the event of any foreclosure or underlying lessee or mortgagee, or to the designee or nominee termination of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a any ground or underlying lease. Failure of Lessee to execute such instruments evidencing subordination of this Lease shall constitute a default by Lessee under this Lease. If any mortgagee, beneficiary or lessor elects to have this Lease prior to the lien of its mortgage, deed of trust or lease, and shall give written notice thereof to Lessee, this Lease shall be deemed prior to such mortgage, deed of trust or lease, whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust, or lease or the date of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant recording thereof. If any proceedings are brought to such power of sale as may be contained in such a lease or mortgage, and to recognize such terminate any ground or underlying lessee leases or mortgagee, its designee or nomineefor foreclosure, or upon the exercise of the power of sale, under any mortgage or deed of hurt covering any portion of the Project, Lessee shall attorn to the lessor or purchaser upon any such purchasertermination, foreclosure or sale and recognize such lessor or purchaser as the Landlord Lessor under this Lease. So long as Lessee is not in default hereunder from and after the date of such a transfer of titlenorm as required above, with the same this Lease shall remain in full force and effect as if for the Premises had been sold or conveyed to such new landlord by the prior landlord hereunder; and Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and full term hereof after any such new landlordtermination, as Xxxxxx's attorney-in-fact to execute any such instrument foreclosure or documentsale.

Subordination, Attornment. This Lease shall be and it hereby is madeUpon request of the Landlord, and shall at all times be subject and subordinate, to any and all ground or underlying leases or Tenant will in writing subordinate its rights hereunder to the lien of any and all duly recorded mortgagesfirst mortgage, whether heretofore or first deed of trust, to any bank, insurance company or other lending institution, now or hereafter made, affecting or encumbering such a ground or underlying lease, or in force against the Premises, or premises land and building of which the Premises shall be demised premises are a part given to secure loanspart, and upon any building hereafter placed upon the land of which demised premises are a part, and to all extensionsadvances made or hereafter to be made upon the security thereof. In the event any proceedings are brought for foreclosure, renewalsor in the event of the exercise of the power of sale under any mortgage or deed of trust made by the Landlord covering the demised premises, modifications the Tenant shall at the option of the purchaser, attorn to the purchaser upon any such foreclosure or replacements thereof; however, sale and recognize such subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenantpurchaser as the Landlord under this Lease. The subordination of this Lease and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the execution of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlord, execute and deliver any further document or instrument to evidence the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder of any such ground or underlying lease or mortgage, Tenant shall execute and deliver such instruments and documents as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn under the terms and provisions of this LeaseArticle to the contrary notwithstanding, and so long as Tenant is not in default hereunder, this Lease shall remain in full force and effect for the full term hereof. Within 10 (ten) days after request therefore by Landlord, or in any event that upon any sale, assignment or hypothecation of the demised premises or the land thereunder by the Landlord, an offset statement shall be required from Tenant, Tenant agrees to deliver in recordable form a certificate addressed to any such a ground proposed mortgagee or underlying lessee or mortgagee, purchaser or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as may be contained Landlord certifying that this Lease is in such a lease or mortgage, and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same full force and effect as (if such be the Premises had been sold case) and that there are no differences or conveyed to such new landlord offsets thereto or stating those claimed by the prior landlord hereunder; and Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and any such new landlord, as Xxxxxx's attorney-in-fact to execute any such instrument or documentTenant.

Subordination, Attornment. This Lease shall be and it hereby is made, and shall at all times be subject and subordinate, subordinate to any and all ground or underlying leases or and to the lien of any and all duly recorded mortgages, whether heretofore mortgages which may now or hereafter made, affecting or encumbering affect such a ground or underlying lease, leases or the PremisesProject (collectively, or premises of which the Premises shall be a part given to secure loans"Mortgages"), and to all extensions, renewals, modifications modifications, consolidations, replacements and extensions of any such Mortgages. At the request of any underlying lessor or replacements thereof; howevermortgagee, Tenant shall attorn to such subordination is conditioned upon underlying lessor or mortgagee, its successors in interest or any purchaser in a foreclosure sale. If an underlying lessor or mortgagee or any other person shall succeed to the rights of Landlord under this Lease, whether through possession or foreclosure action, or the delivery of a nonnew lease or deed, then, as long as no Event of Default occurs under this Lease after Tenant's receipt of written notice of such default, the holder of the Mortgage will not disturb Tenant's rights of possession under this Lease. At the request of the successor landlord and upon such successor landlord's written agreement to accept Tenant's attornment and to recognize Tenant's interest under this Lease, (i) Tenant shall be deemed to have attorned to and recognized such successor landlord as Landlord under this Lease and (ii) this Lease shall continue in full force and effect as a direct lease between such successor landlord and Tenant upon all of the terms, conditions and covenants set forth in this Lease. This clause shall be self-disturbance agreement from operative and no further instrument or subordination shall be required by any ground or underlying lessor or by any mortgagee, affecting any lease or the Project. In confirmation of such subordination and/or attornment, Tenant shall execute promptly any certificate that Landlord may reasonably request. Tenant hereby covenants and all lienholders agrees that the holder of any existing Mortgage, or anyone claiming by, through or under said holder shall not be: (a) liable for any act or omission for any prior landlord (including Landlord), (b) subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord), (c) bound by any Base Rent or Additional Rent or other charges which Tenant might have paid for more than the current month to a prior landlord (including Landlord), or (d) bound by any material modification of this Lease made without the consent of such Mortgagee. If required by the current Mortgagee, Tenant will execute and deliver to Landlord, concurrently with Tenant. The subordination 's execution of this Lease and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the execution of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor delivery thereof to Landlord, execute a subordination, non-disturbance and deliver any further document or instrument to evidence attornment agreement in the subordination form of this Lease to such ground or underlying leases Exhibit E attached hereto and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder of any such ground or underlying lease or mortgage, Tenant shall execute and deliver such instruments and documents as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn under the terms and provisions of this Lease, to such a ground or underlying lessee or mortgagee, or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as may be contained in such a lease or mortgage, and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same force and effect as if the Premises had been sold or conveyed to such new landlord by the prior landlord hereunder; and Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and any such new landlord, as Xxxxxx's attorney-in-fact to execute any such instrument or documentincorporated herein.

Subordination, Attornment. This Without the necessity of any additional documents being executed by Tenant for the purpose of effecting a subordination and at the election of Landlord or any mortgagees with a lien on the Building or ground lessor with respect to Building, this Lease shall be and it hereby is made, and shall at all times be subject and subordinate, subordinate to any and all ground or underlying leases leases, mortgages or deeds of trust which may hereafter be executed covering the Premises and the real property of which it is a part, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the lien time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof. Notwithstanding the foregoing, Tenant agrees, within ten (10) days after Landlord's written request therefor, to (a) execute, acknowledge and deliver any and all duly recorded mortgages, whether heretofore documents or hereafter made, affecting or encumbering such a ground or underlying leaseinstruments requested by Landlord, or the Premises, that are necessary or premises of which the Premises shall be a part given proper to secure loans, and to all extensions, renewals, modifications or replacements thereof; however, such subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenant. The subordination of this Lease and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the execution of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlord, execute and deliver any further document or instrument to evidence assure the subordination of this Lease to any such mortgages, deeds of trust, or leasehold estates, and (b) supply such financial information concerning Tenant as may be requested by any ground lessor or lender. Notwithstanding such subordination, Tenant's quiet enjoyment of the Premises will not be disturbed so long as Tenant pays rent and observes and performs all of the provisions of this Lease to be observed and performed by Tenant. Notwithstanding anything to the contrary set forth in this Paragraph, Tenant hereby attorns and agrees to attorn to (at the option of) any person, firm, or corporation purchasing or otherwise acquiring the building and the real property of which it is a part, at any sale or other proceeding or pursuant to the exercise of any other rights, powers, or remedies under such mortgages, or deeds of trust, or ground or underlying leases and mortgages leases, as if such person, firm or corporation had been named as Landlord herein, provided that such person, firm, or corporation shall comply with accept the provisions of Section 16.1; and, Premises subject to the extent requested by the holder of any such ground or underlying lease or mortgage, Tenant shall execute and deliver such instruments and documents as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn under the terms and provisions of this Lease, to such a ground or underlying lessee or mortgagee, or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as may be contained in such a lease or mortgage, and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such a transfer of title, with the same force and effect as if the Premises had been sold or conveyed to such new landlord by the prior landlord hereunder; and . Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and any such new landlord, as Xxxxxx's Landlord the attorney-in-fact of Tenant, irrevocably, to execute and deliver any documents provided for herein for and in the name of Tenant; such instrument or documentpower, being coupled with an interest, being irrevocable. The provisions of this Paragraph to the contrary notwithstanding, and so long as Tenant is not in default hereunder, this Lease shall remain in full force and affect for the full term hereof.

Subordination, Attornment. This Lease at the option of Landlord shall in all respects be junior and it hereby is madesubordinate to, but not limited to, the following: any ground lease, mortgage, deed of trust, easement agreements, declaration of covenants, conditions and shall at all times be subject and subordinaterestrictions, to any other matters of record and all ground of the provisions contained therein, now existing or underlying leases at any time hereinafter created, covering all or any portion of the Shopping Center. Within ten (10) days of written request of Landlord, from any mortgagee or deed of trust trustee, or beneficiary of Landlord, or from any lessor of Landlord, Tenant shall in writing execute a subordination of its rights hereunder to the lien of any and all duly recorded mortgages, whether heretofore mortgage or hereafter made, affecting deed of trust or encumbering such a ground or underlying leaselease which Landlord is the lessee, or declaration of covenants, conditions, restrictions or easement agreement now or hereinafter in force on or against the PremisesShopping Center or any portion thereof or to the interest of any ground lessor of any portion of the Shopping Center. The provisions of this Section 24 to the contrary notwithstanding, any such agreement of subordination shall provide that so long as Tenant is not in default hereunder, this Lease shall remain in fall force and effect for the full term hereof. I:. the event any proceedings are brought for foreclosure, or in the event of the exercise of the power of sale under any mortgage or deed of trust made by Landlord covering the premises, or should the lease in which Landlord is the lessee be terminated, Tenant shall attorn to the purchaser, or lessor under said lease under any such foreclosure, sale or lease termination and recognize such purchaser or lessor as Landlord under this Lease, provided that the purchaser or lessor shall acquire and accept the premises of which the Premises shall be a part given subject to secure loansthis Lease, and to all extensionsproviding, renewals, modifications or replacements thereof; however, such subordination is conditioned upon delivery purchaser or lessor shall not be bound by any prepayment of a non-disturbance agreement from more than one (1) month's rental or any and all lienholders to Tenant. The subordination material amendment of this Lease and Xxxxxxmade after the date such lessor's rights hereunder, as provided in this Section, shall be effective without the execution of any further interest arose or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlord, execute and deliver any further document or instrument to evidence the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder of any such ground or underlying lease or mortgage, Tenant shall execute and deliver such instruments and documents as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn under the terms and provisions of this Lease, to such a ground or underlying lessee or mortgagee, or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale as may be contained in such a lease or mortgage, and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or such purchaser, as the Landlord hereunder from and after the date of such the creation of the mortgage or deed of trust, foreclosure on which resulted in a transfer of title, with sale to the same force and effect as if the Premises had been sold or conveyed to such new landlord by the prior landlord hereunder; and Tenant hereby irrevocably constitutes and appoints Landlord, its successors and assigns, and any such new landlord, as Xxxxxx's attorney-in-fact to execute any such instrument or documentpurchaser.

Subordination, Attornment. (a) Tenant's rights under this Lease are and shall always be subordinate to the operation and effect of any lease of land only or of land and buildings in a sale-leaseback transaction, any mortgage, deed of trust or other security instrument now or hereafter placed upon the Center or any part or parts thereof by Landlord. This Lease clause shall be and it hereby is madeself-operative, and shall at all times be subject and subordinate, to any and all ground or underlying leases or to the lien no further instrument of any and all duly recorded mortgages, whether heretofore or hereafter made, affecting or encumbering such a ground or underlying lease, or the Premises, or premises of which the Premises subordination shall be a part given to secure loans, and to all extensions, renewals, modifications or replacements required. In confirmation thereof; however, such subordination is conditioned upon delivery of a non-disturbance agreement from any and all lienholders to Tenant. The subordination of this Lease and Xxxxxx's rights hereunder, as provided in this Section, shall be effective without the execution of any further or other instruments by Xxxxxx, but Tenant shall, at Xxxxxxxx's request, and without charge therefor to Landlord, execute and deliver any further document or instrument to evidence the subordination of this Lease to such ground or underlying leases and mortgages as shall comply with the provisions of Section 16.1; and, to the extent requested by the holder of any such ground or underlying lease or mortgage, Tenant shall execute and deliver such instruments and documents as shall confirm Xxxxxx's undertaking and agreement hereunder to attorn under the terms and provisions of this Lease, to such a ground or underlying lessee or mortgagee, or to the designee or nominee of such ground or underlying lessee or mortgagee, or to the purchaser or assignee of such a ground or underlying lease, or of the mortgaged premises at a foreclosure sale, or at a sale of the premises pursuant to such power of sale further assurances as may be contained requisite. In addition, Tenant agrees to attorn to any successor in interest to Landlord whether by purchase, fore-closure, sale in lieu of foreclosure, power of sale, termination of any lease of land only or land and buildings in a sale-leaseback transaction or otherwise, if so requested or required by such a successor in interest, and Tenant agrees, upon demand, to execute such agreement or agreements in confirmation of such attornment. (b) Landlord or its mortgagee, any ground lessor or other similar secured party, may, at their option, make this Lease superior to any such mortgage, ground lease or mortgageother security instrument by giving Tenant ten (10) days prior written notice. No other documentation shall be necessary to affect such change. (c) If any person shall succeed to all or part of Landlord's interest in the Premises upon the exercise of any remedy provided for in any mortgage of the Premises now or hereafter recorded to which this Lease is prior as provided in subsection 28 (a) above, (i) Tenant shall attorn and to recognize such ground or underlying lessee or mortgagee, its designee or nominee, or person as Tenant's landlord as above provided and this Lease shall continue in full force and effect as a direct lease between such purchaser, person and Tenant as the Landlord hereunder from fully and after the date of such a transfer of title, with the same force and effort as if this Lease had originally been entered into by such person and Tenant, except that such person shall not be liable for any act or omission of Landlord prior to such person's succession to title nor be subject to any offset, defense or counterclaim accruing prior to such person's succession to title, nor be bound by any payment of Annual Basic Rent or on account of the Tax Charge or Operating Costs made more than one month in advance (except for payments in the nature of security deposits), nor be bound by any modification of this Lease or any waiver, compromise, release or discharge of any obligation of Tenant hereunder unless such modification, waiver, compromise, release or discharge shall have been specifically consented to in writing by the mortgagee under said mortgage, and (ii) such person and each person succeeding to its interest in the Premises shall not be liable for any warranty or guaranty of Landlord under the Lease and shall be liable for the performance and observance of the other covenants and conditions to be performed and observed by Landlord under this Lease only with respect to the period during which such person shall own such interest. (i) Tenant agrees that at any time and from time to time at reasonable intervals, within ten (10) days after written request by Landlord, Tenant will execute, acknowledge and deliver to Landlord and/or to such assignee, mortgagee or other similar secured party as may be designated by Landlord, a certificate stating that this Lease is unmodified and in full force and effect (or that the same is in full force and effect as modified, listing the instruments of modification), the dates to which rent and other charges have been paid, and whether or not to the best of Tenant's knowledge Landlord is in default hereunder (and if so, specifying the Premises had been sold nature of the default), it being intended that any such statement delivered pursuant to this paragraph may be relied upon by a mortgagee, ground lessor or conveyed assignee of Landlord's interest in the Center. (ii) The failure of Tenant to execute and deliver such new landlord by the prior landlord certificate shall constitute a default hereunder; , in which event Landlord, in addition to all other remedies available to it for such default, is hereby authorized, as attorney and agent of Tenant, to execute such certificate and in such event Tenant hereby irrevocably constitutes confirms and appoints Landlord, its successors and assigns, and ratifies any such new landlord, as Xxxxxx's attorney-in-fact to execute any such instrument or documentcertificate executed by virtue of the power of attorney hereby granted.