Common use of SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT Clause in Contracts

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. Landlord shall obtain a subordination, non-disturbance and attornment agreement (“SNDA”) in the form of Exhibit F hereto from the current Landlord’s mortgagee, and Landlord shall use reasonable efforts to obtain an SNDA from any future Landlord’s mortgagee in the same or similar form of Exhibit F hereto (in any case, which form shall supersede the form contained in Appendix H to the Original Lease) or such mortgagee’s standard form with such changes as may be acceptable to Tenant and such mortgagee; however, so long as Landlord uses good faith efforts to obtain an SNDA, Landlord’s failure to obtain such agreement shall not constitute a default by Landlord hereunder or prohibit the mortgaging of the Building. If Landlord fails to deliver an SNDA, executed by Landlord and Landlord’s current mortgagee, within 30 days following the Effective Date, Tenant may terminate this Amendment (but not the Lease) by giving Landlord written notice thereof prior to the earlier of (a) the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA from Landlord’s current mortgagee to Tenant. The termination right afforded to Tenant under this Section 24 shall be Tenant’s sole remedy for Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the delivery of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expire.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. Landlord shall obtain a subordination24.1 This Lease and the estate, non-disturbance interest and attornment agreement (“SNDA”) rights hereby created are subordinate to any mortgage now or hereafter placed upon the Building or the Land or any estate or interest therein, including, without limitation, any mortgage on any leasehold estate, and to all renewals, modifications, consolidations, replacements and extensions of the same as well as any substitutions therefor. Tenant agrees that in the form event any person, firm, corporation or other entity acquires the right to possession of Exhibit F hereto from the current Building or the Land, including any mortgagee or holder of any estate or interest having priority over this Lease, Tenant shall, if requested by such person, firm, corporation or other entity, attorn to and become the tenant of such person, firm, corporation or other entity, upon the same terms and conditions as are set forth herein for the balance of the Lease Term. Notwithstanding the foregoing, any mortgagee may, at any time, subordinate its mortgage to this Lease, without Tenant’s consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such mortgage without regard to their respective dates of execution and delivery, and in that event, such mortgagee shall have the same rights with respect to this Lease as though it had been executed prior to the execution and delivery of the mortgage. 24.2 Upon request, and within ten (10) Business Days written notice given by or on behalf of Landlord’s , any mortgagee, and Landlord shall use reasonable efforts to obtain an SNDA from any future Landlord’s mortgagee in ground or superior lessor of the same Building or similar form of Exhibit F hereto (in any casethe Land, which form shall supersede the form contained in Appendix H or other successor to the Original Lease) or such mortgagee’s standard interests of Landlord thereto, Tenant shall execute and deliver, as appropriate, any instruments in recordable form with such changes as may be acceptable required by such parties, including a Subordination, Non-Disturbance and Attornment Agreement substantially similar to the form attached hereto as Exhibit “H”, in order to confirm or effect the subordination or priority of this Lease, as the case may be, and the attornment of Tenant to future landlords in accordance with the terms of Section 24 and such mortgagee; however, so long as Landlord uses good faith efforts to obtain an SNDA, Landlordparties’ requirements. Tenant’s failure to obtain execute and deliver the Subordination, Non-Disturbance and Attornment Agreement within ten (10) Business Days notice shall (i) constitute an Event of Default and (ii) serve to irrevocably appoint Landlord as Tenant’s attorney-in-fact to execute and deliver such agreement shall not constitute a default for and on behalf of Tenant. 24.3 In addition, and within ten (10) Business Days written notice given by Landlord hereunder or prohibit the mortgaging on behalf of the Building. If Landlord fails to deliver an SNDA, executed by Landlord and Landlord’s current mortgagee, within 30 days following the Effective Date, Tenant will from time to time enter into such amendments of this Lease as may terminate this Amendment (but not the Lease) be reasonably required by giving Landlord written notice thereof prior a lender to the earlier of (a) the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA from Landlord’s current mortgagee to Tenant. The termination right afforded to Tenant under this Section 24 shall be Tenant’s sole remedy for Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the delivery of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expire.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. Landlord Simultaneously upon Tenant's execution of this Lease, Tenant shall obtain execute a subordinationSubordination, nonNon-disturbance Disturbance and attornment agreement (“SNDA”) Attornment Agreement in the form attached hereto as EXHIBIT J. Landlord shall return a fully executed Subordination, Non-Disturbance and Attornment Agreement in the form attached hereto as EXHIBIT J executed by Landlord and the Lender named therein, in recordable form, to Tenant as soon as reasonably possible but not later than ninety (90) days after the date of Exhibit F hereto from the current Landlord’s mortgagee, and this Lease. Landlord shall use reasonable efforts (which efforts shall not require the expenditure of funds or the threat (or commencement) of litigation) to obtain an SNDA a so-called "nondisturbance agreement" from any future Landlord’s mortgagee 's Mortgagee in the same form attached hereto as EXHIBIT J or similar another form of Exhibit F hereto (in any case, which form shall supersede the form contained in Appendix H to the Original Lease) or such mortgagee’s standard form with such changes as may be reasonably acceptable to Tenant and such mortgagee; howeverLandlord's Mortgagee or other institutional lenders (either the form attached hereto as EXHIBIT J or such other reasonably acceptable form being herein referred to as the "NON-DISTURBANCE AGREEMENT"). Notwithstanding any other provision of this Lease, so long as the subordination of this Lease to any Mortgage under Section 12.(a) and the Attornment of Tenant to any future Landlord uses good faith efforts to obtain an SNDA, Landlord’s failure to obtain such agreement shall not constitute a default by Landlord hereunder or prohibit the mortgaging of the Building. If Landlord fails to deliver an SNDA, executed by Landlord and Landlord’s current mortgagee, within 30 days following the Effective Date, Tenant may terminate this Amendment (but not the LeaseMortgagee under Section 12.(b) by giving Landlord written notice thereof prior to the earlier of (a) the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA from Landlord’s current mortgagee to Tenant. The termination right afforded to Tenant under this Section 24 shall be Tenant’s sole remedy for conditioned upon such future Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the 's Mortgagee's execution and delivery of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expirea Non-Disturbance Agreement.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. (i) SNDA; Landlord's Default Under Mortgage. Within sixty (60) days after the full execution and delivery of this Lease by and to each of the parties, Landlord shall obtain and deliver to Tenant an executed subordination, non-disturbance and attornment agreement in a form reasonably acceptable to Tenant ("SNDA") from each mortgagee and ground lessor identified on Schedule 3, hereto. Notwithstanding anything herein to the contrary, this Lease and all rights of Tenant hereunder shall be subject and subordinate at all times to those mortgages and ground leases that now encumber the Premises and are identified on Schedule 3 hereto subject to, and only in the event of, Tenant's prior receipt of an SNDA executed by each such mortgagee. In the event that Landlord shall fail to perform any of its obligations under any mortgage, ground lease or other instrument now or in the future encumbering the Premises and such failure shall continue beyond any cure period provided for in such instrument, then Tenant shall have the right (but not the obligation) to perform or endeavor to perform Landlord's obligation, at Tenant's expense; and, within thirty (30) days after receipt of a written demand from Tenant, Landlord shall reimburse Tenant for all costs and expenses incurred by Tenant in doing so, or, if Landlord shall fail or refuse to reimburse Tenant therefor, then Tenant shall be entitled to offset all such costs and expenses against the Rent or Additional Rent. (ii) Notwithstanding the foregoing paragraph and anything herein to the contrary, but subject to Section 17.5, below, Landlord shall not, without the prior written consent of the Tenant, which consent shall not be unreasonably withheld in each instance, (a) voluntarily mortgage, encumber, transfer, option or permit any liens to encumber, or renew, modify, consolidate, replace or extend any current mortgages encumbering, the Premises or Landlord Personalty (the foregoing collectively referred to herein as "Encumbrances"), other than Tenant's option to purchase the Premises and Landlord Personalty as provided in Article 33 herein; or (b) otherwise act so as to adversely affect the state of title to, or marketability of title to, the Premise or Landlord Personalty. In the event Tenant consents to any future mortgages or to any renewal, modification, consolidation, replacement or extension of any current mortgages, Landlord shall obtain from all such mortgagee(s) of Landlord, a subordination, non-disturbance and attornment agreement (“SNDA”) in the such form of Exhibit F hereto from the current Landlord’s mortgagee, and Landlord shall use reasonable efforts to obtain an SNDA from any future Landlord’s mortgagee in the same or similar form of Exhibit F hereto (in any case, which form shall supersede the form contained in Appendix H to the Original Lease) or such mortgagee’s standard form with such changes as may be reasonably acceptable to Tenant, which shall specifically provide, among other things that, in the event of the foreclosure of any such mortgage arising out of any default thereunder, (x) possession and the rights of Tenant and such mortgagee; however, under this Lease shall not be disturbed so long as Landlord uses good faith efforts to obtain an SNDA, Landlord’s failure to obtain such agreement Tenant shall not constitute a be in default beyond any applicable notice and grace period pursuant to the terms and conditions of this Lease, and (c) such mortgagee agrees to be bound by Landlord hereunder or prohibit the mortgaging all of the Building. If Landlord fails terms and conditions of this Lease, including Tenant's option to deliver an SNDApurchase the Premises pursuant to the terms and conditions of Article 33 hereof. (iii) Tenant further agrees, executed by Landlord subject to the terms of the SNDA entered into between Tenant and Landlord’s current the mortgagee, within 30 days to attorn to the holder of any such mortgage following the Effective Date, Tenant may terminate foreclosure of such mortgage. Notwithstanding any provision of this Amendment (but not the Lease) by giving Landlord written notice thereof prior Section 17.2 to the earlier contrary, upon notice by Tenant to a mortgagee, this Lease shall become superior, in whole or in part, to the lien of (a) any mortgage held on the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA from Landlord’s current mortgagee to Tenant. The termination right afforded to Tenant under this Section 24 shall be Tenant’s sole remedy for Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the delivery of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expireproperty by said Mortgagee.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. 22.1 The estate, interest and rights hereby created are subordinate to any mortgage now or hereafter placed upon the Building or the Land or any estate or interest therein, including, without limitation, any mortgage on any leasehold estate, and to all renewals, modifications, consolidations, replacements and extensions of the same as well as any substitutions therefor. Tenant agrees that in the event any person, firm, corporation or other entity acquires the right to possession of the Building or the Land, including any mortgagee or holder of any estate or interest having priority over this Lease, Tenant shall, if requested by such person, firm, corporation or other entity, attorn to and become the tenant of such person, firm, corporation or other entity, upon the same terms and conditions as are set forth herein for the balance of the Lease Term. Notwithstanding the foregoing, any mortgagee may, at any time, subordinate its mortgage to this Lease, without Tenant’s consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such mortgage without regard to their respective dates of execution and delivery, and in that event, such mortgagee shall have the same rights with respect to this Lease as though it had been executed prior to the execution and delivery of the mortgage. 22.2 Upon request, and within ten (10) days after written notice given by or on behalf of Landlord, any mortgagee, any ground or superior lessor of the Building or the Land, or other successor to the interests of Landlord thereto, Tenant shall obtain execute and deliver, as appropriate, any instruments in recordable form as may be required by such parties, including a subordinationSubordination, Non-Disturbance and Adornment Agreement in a form reasonably proposed by Landlord’s mortgagee(s) in order to confirm or effect the subordination or priority of this Lease, as the case may be, and the attornment of Tenant to future landlords, and a non-disturbance and attornment agreement in favor of Tenant. 22.3 Notwithstanding the foregoing, the (“SNDA”i) in the form subordination of Exhibit F hereto from the current Landlordthis Lease to any ground lease, mortgage lien and/or other instrument, (ii) Tenant’s obligation to attorn to any ground lessor, mortgagee, and/or purchaser through foreclosure or sale in lieu thereof, and Landlord shall use reasonable efforts (iii) Tenant’s obligation to obtain an SNDA from execute any future Landlord’s mortgagee documents in the same or similar form of Exhibit F hereto (in any case, which form shall supersede the form contained in Appendix H to the Original Lease) or such mortgagee’s standard form connection with such changes as may subordination or attornment shall be acceptable to Tenant and such mortgagee; howeverconditioned on the ground lessor, so long as Landlord uses good faith efforts to obtain an SNDA, Landlord’s failure to obtain such agreement shall not constitute a default by Landlord hereunder or prohibit the mortgaging of the Building. If Landlord fails to deliver an SNDA, executed by Landlord and Landlord’s current mortgagee, within 30 days following the Effective Date, Tenant may terminate this Amendment (but purchaser or other party in question agreeing in writing to recognize and not the Lease) by giving Landlord written notice thereof prior to the earlier of (a) the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA from Landlorddisturb Tenant’s current mortgagee to Tenant. The termination right afforded to Tenant rights under this Section 24 shall be Tenant’s sole remedy for Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the delivery of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expireLease.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. This Sublease ------------------------------------------------------- shall be subject and subordinate to any and all mortgages, deeds of trust, and other instruments in the nature of a mortgage, which may now or hereafter affect the Premises, the Demised Premises or the real property of which the Demised Premises form a part. Although no instrument or act on the part of Sublessee shall be necessary to effectuate such subordination, Sublessee shall, when requested, promptly execute and deliver to Sublessor such written instruments as shall be necessary to show the subordination of this Sublease to said mortgages, deeds of trust, or other instruments in the nature of a mortgage. Sublessor represents that the Master Lease is in full force and effect and that Sublessor and, to Sublessor's best knowledge, Landlord have each performed all of their respective obligations set forth in the Master Lease to the date hereof. Sublessor further agrees to continue during the term of this Sublease, as it may be extended or renewed, to perform all of its obligations under the Master Lease, excepting only those obligations which are to be performed by Sublessee hereunder. Prior to the commencement of the term hereof and as a condition to the effectiveness of this Sublease, Sublessor shall deliver to Sublessee a written agreement with Landlord substantially in form attached hereto as Exhibit C. Sublessor shall obtain a subordination, non-disturbance and attornment agreement (“SNDA”) in the form of Exhibit F hereto from the current Landlord’s mortgagee, and Landlord shall use reasonable efforts to obtain an SNDA from any future Landlord’s subsequent mortgagee in the same or similar form of Exhibit F hereto (in any case, which form shall supersede the form contained in Appendix H to the Original Lease) or such mortgagee’s standard form with such changes as may be acceptable to Tenant and such mortgagee; however, so long as Landlord uses good faith efforts to obtain an SNDA, Landlord’s failure to obtain such agreement shall not constitute a default by Landlord hereunder or prohibit the mortgaging of the Building. If Landlord fails building of which the Premises are a part who subordinates the Master Lease to deliver an SNDA, executed by Landlord and Landlord’s current mortgagee, within 30 days following the Effective Date, Tenant may terminate this Amendment (but not the Lease) by giving Landlord written notice thereof prior to the earlier of (a) the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA from Landlord’s current mortgagee to Tenant. The termination right afforded to Tenant under this its interest as provided in Section 24 shall be Tenant’s sole remedy for Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is 8.2 of the essence for the delivery of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expireMaster Lease.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. Within ten (10) days of the Effective Date, Landlord shall obtain a subordinationSubordination and Non-Disturbance Agreement, nonas defined below, from its existing mortgagee(s), ground lessors and master lessors, if any, of the Leased Premises and any necessary Easements. Tenant agrees that, if requested by Landlord, this Lease shall be subject and subordinate to any mortgages or deeds of trust hereafter placed upon the Leased Premises and to all modifications thereto, and to all present and future advances made with respect to any such mortgage or deed of trust, provided that Landlord first delivers to Tenant a Subordination and Non-disturbance Disturbance Agreement from the holder of such lien or mortgage. Landlord agrees that any right, title or interest created by Landlord from and attornment agreement after the date hereof in favor of or granted to any third party shall be subject to (i) this Lease and all of Tenant’s rights, title and interests created in this Lease, and (ii) any and all documents executed or to be executed by and between Tenant and Landlord in connection with this Lease. A “SNDA”) Subordination and Non- Disturbance Agreement” shall mean an agreement, in form substantially similar to the form attached hereto as Exhibit E, between Tenant, Landlord and the holder of Exhibit F hereto from a lien or a mortgage that provides that the current holder of such lien or a mortgage (i) agrees not to disturb Tenant’s possession or rights under this Lease, (ii) agrees to provide notice of breaches or defaults under the lien or mortgage documents to Tenant and agrees to allow Tenant and its Lenders a reasonable period of time following such notice to cure such breaches or defaults on behalf of Landlord’s mortgagee, and Landlord shall use reasonable efforts (iii) agrees to obtain an SNDA from any future Landlord’s mortgagee in the same or similar form of Exhibit F hereto (in any case, which form shall supersede the form contained in Appendix H to the Original Lease) or such mortgagee’s standard form comply with such changes other requirements as may be acceptable reasonably required by Tenant or its Lenders to ensure the interests of Tenant or its Lenders are not interfered with. Within ten (10) business days of the date of creation of any future mortgages or deeds of trust, Landlord shall provide a Subordination and Non- Disturbance Agreement from Landlord’s Lenders in a form substantially similar to Exhibit E executed and acknowledged by Landlord and the holder of any mortgage to which this Lease is, or shall become, subordinate. If Tenant and such mortgagee; however, so long as Landlord uses good faith efforts to obtain an SNDA, Landlord’s failure are unable to obtain such agreement shall not constitute a default by Landlord hereunder or prohibit agreements from any third party holding such an interest in the mortgaging of the Building. If Landlord fails to deliver an SNDA, executed by Landlord and Landlord’s current mortgagee, within 30 days following the Effective DateProperty, Tenant may terminate this Amendment shall be entitled (but not the obligated), in addition to terminating this Lease) by giving Landlord written notice thereof prior , to the earlier make payments or performance in fulfillment of (a) the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA from Landlord’s current mortgagee obligations to Tenant. The termination right afforded such third party and may offset the amount of such payments or performance against Basic Rent and any other amounts due to Tenant under this Section 24 shall be Tenant’s sole remedy for Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the delivery of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expire.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. Landlord shall obtain a subordination, non-disturbance and attornment agreement (“SNDA”) in the form of Exhibit F hereto from the current Landlord’s mortgageeMortgagee, if any, and Landlord shall use reasonable efforts to obtain an SNDA from any future Landlord’s mortgagee Mortgagee, in the same or similar form of Exhibit F hereto (in any case, which form shall supersede the form contained in Appendix H to the Original Lease) or such mortgageeLandlord’s Mortgagee’s standard form therefor with such changes thereto as may be acceptable to agreed upon by Tenant and such mortgageeLandlord’s Mortgagee; however, so long as Landlord uses good faith efforts to obtain an SNDA, any commercially reasonable fees charged by such Landlord’s failure to obtain Mortgagee associated with obtaining such subordination, non-disturbance and attornment agreement shall not constitute a default by Landlord hereunder or prohibit (except for the mortgaging administrative fee of obtaining such subordination, non-disturbance and attornment agreement and the Building. If Landlord fails to deliver an SNDA, executed by Landlord and initial $2,500 in Landlord’s current mortgageeMortgagee’s legal fees, payable to such Landlord’s Mortgagee, which shall be paid by Landlord) shall be paid by Tenant within 30 15 days following after Landlord’s written request therefor and, if previously received by Landlord, accompanied by a reasonably detailed itemization of such fees and costs. Additionally and at no cost or expense to Tenant, Landlord shall obtain and deliver to Tenant on the Effective Date, Tenant may terminate this Amendment (but not the Lease) by giving Landlord written notice thereof prior to the earlier of (a) the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA Lease Date a lease recognition and non-disturbance agreement from Landlord’s current mortgagee to Affiliate, Innovation Blvd. I, LLC, a Delaware limited liability company, in the form attached hereto as Exhibit N, and upon written request by Tenant. The termination right afforded to Tenant , from any head landlord under this Section 24 shall any Primary Lease that hereinafter may be Tenant’s sole remedy for Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the delivery of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expireentered into.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. Landlord shall obtain a subordination24.1 This Lease and the estate, non-disturbance interest and attornment agreement (“SNDA”) in rights hereby created are subordinate to any mortgage now or hereafter placed upon the form of Exhibit F hereto from Building or the current Landlord’s mortgageeLand or any estate or interest therein, including, without limitation, any mortgage on any leasehold estate, and Landlord shall use reasonable efforts to obtain an SNDA from any future Landlord’s mortgagee in all renewals, modifications, consolidations, replacements and extensions of the same or similar form of Exhibit F hereto (in as well as any casesubstitutions therefor, which form shall supersede the form contained in Appendix H subject, however, to the Original Lease) or any such mortgagee’s standard form with such changes as may be acceptable to Tenant and such mortgagee; however, so long as Landlord uses good faith efforts to obtain an SNDA, Landlord’s failure to obtain such agreement shall not constitute a default by Landlord hereunder or prohibit the mortgaging of the Building. If Landlord fails to deliver an SNDA, executed by Landlord and Landlord’s current mortgagee, within 30 days following the Effective Date, Tenant may terminate this Amendment (but not the Lease) by giving Landlord written notice thereof prior to the earlier of (a) the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA from Landlord’s current mortgagee to Tenant. The termination right afforded to Tenant under this Section 24 shall be Tenant’s sole remedy for Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the delivery of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, that Tenant’s right to terminate possession of the Premises shall not be disturbed and Tenant’s other rights hereunder shall not be adversely affected by any foreclosure of such mortgage. Tenant agrees that in the event any person, firm, corporation or other entity acquires the right to possession of the Building or the Land, including any mortgagee or holder of any estate or interest having priority over this Amendment under Lease, Tenant shall, if requested by such person, firm, corporation or other entity, attorn to and become the tenant of such person, firm, corporation or other entity, upon the same terms and conditions as are set forth herein for the balance of the Lease Term, subject to the non-disturbance provisions set forth above. Notwithstanding the foregoing, any mortgagee may, at any time, subordinate its mortgage to this Lease, without Tenant’s consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such mortgage without regard to their respective dates of execution and delivery, and in that event, such mortgagee shall have the same rights with respect to this Lease as though it had been executed prior to the execution and delivery of the mortgage. 24.2 Upon request, and within ten (10) Business Days written notice given by or on behalf of Landlord, any mortgagee, any ground or superior lessor of the Building or the Land, or other successor to the interests of Landlord thereto, Tenant shall execute and deliver, as appropriate, any instruments in recordable form as may be required by such parties, including a Subordination, Non-Disturbance and Attornment Agreement substantially similar to the form attached hereto as Exhibit “H” in order to confirm or effect the subordination or priority of this Lease, as the case may be, and the attornment of Tenant to future landlords in accordance with the terms of Section 24 and such parties’ requirements. Tenant’s failure to execute and deliver the Subordination, Non-Disturbance and Attornment Agreement within ten (10) Business Days notice shall expireserve to irrevocably appoint Landlord as Tenant’s attorney-in- fact to execute and deliver such agreement for and on behalf of Tenant.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. 22.1 This Lease and the estate, interest and rights hereby created are subordinate to any mortgage now in place upon the Building or the Land or any estate or interest therein, including, without limitation, any mortgage on any leasehold estate, and to all renewals, modifications, consolidations, replacements and extensions of the same as well as any substitutions therefor. Tenant agrees that in the event any person, firm, corporation or other entity acquires the right to possession of the Building or the Land, including any mortgagee or holder of any estate or interest having priority over this Lease, Tenant shall, if requested by such person, firm, corporation or other entity, attorn to and become the tenant of such person, firm, corporation or other entity, upon the same terms and conditions as are set forth herein for the balance of the Lease Term. Notwithstanding the foregoing, any mortgagee may, at any time, subordinate its mortgage to this Lease, without Tenant’s consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such mortgage without regard to their respective dates of execution and delivery, and in that event, such mortgagee shall have the same rights with respect to this Lease as though it had been executed prior to the execution and delivery of the mortgage. 22.2 Notwithstanding the foregoing, with respect to any existing or future first lien mortgages, deeds of trust, or other liens entered into by and between Landlord and any such mortgagee or other such lien granted by Landlord, within thirty (30) days of the execution hereof, as a condition precedent to Tenant’s obligations under this Lease, Landlord shall obtain a subordination, non-disturbance and attornment agreement deliver to Tenant notarized nondisturbance agreements (“SNDANondisturbance Agreements”) in writing from all current (and within thirty (30) days of Tenant’s request for all future) lessors under all ground leases or underlying leases, from all beneficiaries under all deeds of trust and all mortgagees under all mortgages affecting the Building, in form of Exhibit F hereto from the current Landlord’s mortgagee, and Landlord shall use reasonable efforts to obtain an SNDA from any future Landlord’s mortgagee in the same or similar form of Exhibit F hereto (in any case, which form shall supersede the form contained in Appendix H to the Original Lease) or such mortgagee’s standard form with such changes as may be content reasonably acceptable to Tenant and such mortgagee; howeverTenant, stating that so long as Landlord uses good faith efforts to obtain an SNDA, Landlord’s failure to obtain such agreement shall Tenant is not constitute a in default by Landlord hereunder or prohibit the mortgaging under any of the Buildingterms, covenants, conditions, or agreements of this Lease, this Lease and all of the terms, provisions, and conditions of this Lease, shall remain in full force and effect, and neither this Lease, nor Tenant’s rights nor Tenant’s possession of the Premises will be disturbed during the Term of this Lease or any extension thereof. If Provided the foregoing provisions are satisfied, Tenant agrees to execute within ten (10) Business Days after written request of Landlord, any commercially reasonable statements or instruments necessary to effectuate the provisions of this Section. 22.3 In connection with this Lease, Landlord fails and Tenant shall enter into a Subordination, Non-Disturbance and Attornment Agreement in a form mutually agreed to deliver an SNDA, executed by Landlord and Landlord’s current mortgagee, within 30 days following Tenant which shall confirm the Effective Date, Tenant may terminate this Amendment (but not the Lease) by giving Landlord written notice thereof prior to the earlier of (a) the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA from Landlord’s current mortgagee to Tenant. The termination right afforded to Tenant under this terms and obligations set forth in Section 24 shall be Tenant’s sole remedy for Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the delivery of Tenant’s termination notice under this 22.1 and Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expire22.2.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. Landlord shall obtain a subordination, non-disturbance and attornment agreement (“SNDA”) in the form of Exhibit F hereto from the current Landlord’s mortgageeMortgagee, if any, and Landlord shall use reasonable efforts to obtain an SNDA from any future Landlord’s mortgagee Mortgagee, in the same or similar form of Exhibit F hereto (in any case, which form shall supersede the form contained in Appendix H to the Original Lease) or such mortgageeLandlord’s Mortgagee’s standard form therefor with such changes thereto as may be acceptable to agreed upon by Tenant and such mortgageeLandlord’s Mortgagee; however, so long as Landlord uses good faith efforts to obtain an SNDA, any commercially reasonable fees charged by such Landlord’s failure to obtain Mortgagee associated with obtaining such subordination, non-disturbance and attornment agreement shall not constitute a default by Landlord hereunder or prohibit (except for the mortgaging administrative fee of obtaining such subordination, non-disturbance and attornment agreement and the Building. If Landlord fails to deliver an SNDA, executed by Landlord and initial $2,500 in Landlord’s current mortgageeMortgagee’s legal fees, payable to such Landlord’s Mortgagee, which shall be paid by Landlord) shall be paid by Tenant within 30 15 days following after Landlord’s written request therefor and, if previously received by Landlord, accompanied by a reasonably detailed itemization of such fees and costs. Additionally and at no cost or expense to Tenant, Landlord shall obtain and deliver to Tenant on the Effective Date, Tenant may terminate this Amendment (but not the Lease) by giving Landlord written notice thereof prior to the earlier of (a) the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA Lease Date a lease recognition and non-disturbance agreement from Landlord’s current mortgagee to Affiliate, Innovation Blvd. I, LLC, a Delaware limited liability company, in the form attached hereto as Exhibit M, and upon written request by Tenant. The termination right afforded to Tenant , from any head landlord under this Section 24 shall any Primary Lease that hereinafter may be Tenant’s sole remedy for Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the delivery of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expireentered into.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. Tenant ------------------------------------------------------- hereby acknowledges that as of the date on which Landlord and Tenant execute this First Amendment, there is a deed of trust encumbering, and in force against, the Demised Premises, the Building and the Site in favor of General Electric Capital Corporation, a New York corporation (the "Current Lender"). Simultaneously with Tenant's execution of this First Amendment, Tenant shall obtain sign, notarize and deliver a subordination, non-disturbance and attornment agreement (“SNDA”) substantially in the form of Exhibit F hereto from "B" attached hereto, entitled "Subordination, Non-Disturbance and Attornment Agreement." If Landlord at any time during the current Term of the Lease, as amended by this First Amendment, causes the Demised Premises, the Building and the Site to be encumbered by a new deed of trust or mortgage pursuant to which the beneficiary of such deed of trust or mortgage is a party or entity other than the Current Lender, the parties acknowledge and agree that the form of any non-disturbance and attornment agreement that may be requested to be executed and delivered by Tenant in connection therewith will not be the "Non-Disturbance and Attornment Agreement" --- attached to the Lease as Exhibit "B". If the foregoing occurs and/or if any ----------- party which acquires, or otherwise succeeds to, Landlord’s mortgagee's interest in the Demised Premises, the Building or the Site (including, without limitation, any ground lessee) encumbers or places a lien against the Demised Premises, the Building or the Site with a mortgage, deed of trust or similar security instrument and the beneficiary thereof requires the Lease, as amended hereby, to be subordinated to such encumbrance or lien, Landlord shall or the successor of Landlord will use commercially reasonable efforts to obtain an SNDA from provide to Tenant a subordination, non-disturbance and attornment agreement in a form reasonably acceptable to Landlord or such successor of Landlord, the subject beneficiary and Tenant. If said subordination, non-disturbance and attornment agreement is required and agreed upon by the aforesaid parties, Landlord or the successor of Landlord, the subject beneficiary and Tenant shall cause any future Landlord’s mortgagee in such subordination, non-disturbance and attornment agreement to be executed, acknowledged and recorded concurrently with, or as soon as practicable after, the same execution and recordation of any such lien, deed of trust or similar form of Exhibit F hereto (in any case, which form shall supersede the form contained in Appendix H mortgage. In addition to the Original Lease) or foregoing, if Landlord enters into a ground lease with regard to the Building and/or the Site and such mortgagee’s standard ground lessee requires this Lease to be subordinated to such ground lease, the ground lessee and ground lessor will use commercially reasonable efforts to provide to Tenant a subordination, non-disturbance and attornment agreement in form with such changes as may be reasonably acceptable to Tenant such ground lessee, ground lessor, any beneficiary of ground lessee, and such mortgagee; however, so long as Landlord uses good faith efforts to obtain an SNDA, Landlord’s failure to obtain such agreement shall not constitute a default by Landlord hereunder or prohibit the mortgaging of the Building. If Landlord fails to deliver an SNDA, executed by Landlord and Landlord’s current mortgagee, within 30 days following the Effective Date, Tenant may terminate this Amendment (but not the Lease) by giving Landlord written notice thereof prior to the earlier of (a) the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA from Landlord’s current mortgagee to Tenant. The termination right afforded to Tenant under this Section 24 shall be Tenant’s sole remedy for Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the delivery of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expire.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. Landlord Simultaneously upon Tenant's execution of this Lease, Tenant shall obtain execute a subordinationSubordination, nonNon-disturbance Disturbance and attornment agreement (“SNDA”) Attornment Agreement in the form attached hereto as Exhibit H. Landlord shall return a fully executed Subordination, Non- --------- Disturbance and Attornment Agreement in the form attached hereto as Exhibit H, --------- executed by Landlord and the Lender named therein to Tenant as soon as reasonably possible but not later than ninety (90) days after the date of Exhibit F hereto from the current Landlord’s mortgagee, and this Lease. Landlord shall use reasonable efforts (which efforts shall not require the expenditure of funds or the threat (or commencement) of litigation) to obtain an SNDA a so-called "nondisturbance agreement" from any future Landlord’s mortgagee 's Mortgagee in the same form attached hereto as Exhibit H or similar another form of Exhibit F hereto (in any case, which form shall supersede the form contained in Appendix H to the Original Lease) or such mortgagee’s standard form with such changes as may be reasonably --------- acceptable to Tenant and such mortgagee; however, so long Landlord's Mortgagee or other institutional lenders (either the form attached hereto as Landlord uses good faith efforts Exhibit H or such other reasonably --------- acceptable form being herein referred to obtain an SNDA, Landlord’s failure to obtain such agreement shall not constitute a default by Landlord hereunder or prohibit as the mortgaging of the Building. If Landlord fails to deliver an SNDA, executed by Landlord and Landlord’s current mortgagee, within 30 days following the Effective Date, Tenant may terminate this Amendment (but not the Lease) by giving Landlord written notice thereof prior to the earlier of (a) the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA from Landlord’s current mortgagee to Tenant"NON-DISTURBANCE AGREEMENT"). The termination right afforded subordination of Tenant's rights hereunder to any future Landlord's Mortgagee under Section 12.(a) and the attornment of Tenant to any future Landlord Mortgagee under this Section 24 12.(b) shall be Tenant’s sole remedy for conditioned upon such future Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the 's Mortgagee's execution and delivery of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expirea Non-Disturbance Agreement.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. Landlord shall obtain a subordination22.1 Subject to the execution of the Subordination, nonNon-disturbance Disturbance, and attornment agreement Attornment Agreement (“SNDA”) in the form of attached hereto as Exhibit F hereto from “F”, this Lease and the current Landlord’s mortgageeestate, interest and rights hereby created are subordinate to any mortgage now or provided Tenant receives a new SNDA, hereafter placed upon the Building or the Land or any estate or interest therein, including, without limitation, any mortgage on any leasehold estate, and Landlord shall use reasonable efforts to obtain all renewals, modifications, consolidations, replacements and extensions of the same as well as any substitutions therefor. Tenant agrees that in the event any person, firm, corporation or other entity acquires the right to possession of the Building or the Land, including any mortgagee or holder of any estate or interest having priority over this Lease, Tenant shall, if requested by such person, firm, corporation or other entity and provided Tenant has received an SNDA from any future Landlord’s mortgagee in such entity, attorn to and become the tenant of such person, firm, corporation or other entity, upon the same or similar form terms and conditions as are set forth herein for the balance of Exhibit F hereto (the Lease Term. Notwithstanding the foregoing, any mortgagee may, at any time, subordinate its mortgage to this Lease, without Tenant’s consent, by notice in any casewriting to Tenant, which form and thereupon this Lease shall supersede be deemed prior to such mortgage without regard to their respective dates of execution and delivery, and in that event, such mortgagee shall have the form contained in Appendix H same rights with respect to this Lease as though it had been executed prior to the Original Leaseexecution and delivery of the mortgage. 22.2 Upon request, and within ten (10) business days written notice given by or such on behalf of Landlord, any mortgagee’s standard , any ground or superior lessor of the Building or the Land, or other successor to the interests of Landlord thereto, Tenant shall execute and deliver, as appropriate, any instruments in recordable form with such changes as may be acceptable required by such parties, including a SNDA substantially similar to the form attached hereto as Exhibit “F” in order to confirm or effect the subordination or priority of this Lease, as the case may be, and the attornment of Tenant to future landlords in accordance with the terms of Section 23 and such mortgagee; however, so long as Landlord uses good faith efforts to obtain an SNDA, Landlordparties’ requirements. Tenant’s failure to obtain such agreement shall not constitute a default by Landlord hereunder or prohibit execute and deliver the mortgaging of the Building. If Landlord fails to deliver an SNDA, executed by Landlord and Landlord’s current mortgagee, SNDA within 30 ten (10) business days following the Effective Date, Tenant may terminate this Amendment (but not the Lease) by giving Landlord written notice thereof prior to the earlier of shall: (a), if such failure continues for an additional three (3) the 40th day following the Effective Datebusiness days after notice from Landlord, or constitute an Event of Default and (b) the date on which serve to irrevocably appoint Landlord delivers the SNDA from Landlord’s current mortgagee to Tenant. The termination right afforded to Tenant under this Section 24 shall be as Tenant’s sole remedy attorney-in-fact to execute and deliver such agreement for Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the delivery and on behalf of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expire.

SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT. Landlord This Lease Agreement is subject and subordinate to any and all deeds to secure debt, mortgages, deeds of trust or other security instruments ("security Instruments") now or hereafter placed on the property of which the Leased Premises are a part, and this clause shall obtain be self-operative without any further instrument necessary to effect such subordination; however, if requested by Lessor, Lessee shall promptly execute and deliver to Lessor any such certificate or certificates reasonably acceptable to Lessee as Lessor may reasonably request evidencing subordination of this Lease Agreement to or the assignment of this Lease Agreement as additional security for such mortgages or deeds of trust. Provided, however, in each case the holder of any Security Instrument shall agree that this Lease Agreement shall not be divested by foreclosure or other default proceedings thereunder so long as no Event of Default by Lessee shall then be subsisting under the terms of this Lease Agreement and that such holder or acquirer shall be bound hereby and responsible to perform all obligations of Lessor under this Lease Agreement. Provided such holder or acquirer shall so agree as provided in the preceding sentence, Lessee shall continue its obligations under this Lease Agreement in full force and effect notwithstanding any such default proceedings under a subordinationSecurity Instrument and shall attorn to the mortgagee, nontrustee or beneficiary of such Security Instrument, and their successors or assigns, and to the transferee under any foreclosure or default proceedings. Lessee will, upon request by Lessor, execute and deliver to Lessor or to any other person designated by Lessor, any instrument or instruments in form and content reasonably acceptable to Lessee evidencing its agreement to so attorn and perform under this Lease Agreement. Further, Lessee will simultaneously with the execution of this Lease Agreement, execute the Subordination, Non-disturbance and attornment agreement (“SNDA”) in the form of Exhibit F Attornment Agreement attached hereto from the current Landlord’s mortgagee, and Landlord shall use reasonable efforts to obtain an SNDA from any future Landlord’s mortgagee in the same or similar form of Exhibit F hereto (in any case, which form shall supersede the form contained in Appendix H to the Original Lease) or such mortgagee’s standard form with such changes as may be acceptable to Tenant and such mortgagee; however, so long as Landlord uses good faith efforts to obtain an SNDA, Landlord’s failure to obtain such agreement shall not constitute a default by Landlord hereunder or prohibit the mortgaging of the Building. If Landlord fails to deliver an SNDA, executed by Landlord and Landlord’s current mortgagee, within 30 days following the Effective Date, Tenant may terminate this Amendment (but not the Lease) by giving Landlord written notice thereof prior to the earlier of (a) the 40th day following the Effective Date, or (b) the date on which Landlord delivers the SNDA from Landlord’s current mortgagee to Tenant. The termination right afforded to Tenant under this Section 24 shall be Tenant’s sole remedy for Landlord’s failure to timely deliver an SNDA from Landlord’s current mortgagee. Time is of the essence for the delivery of Tenant’s termination notice under this Section 24; accordingly, if Tenant fails timely to deliver any such notice, Tenant’s right to terminate this Amendment under this Section 24 shall expireEXHIBIT 7.