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 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. Prior to the Commencement Date, Landlord shall use reasonable efforts to obtain a subordination, non-disturbance and attornment agreement (“SNDA”) in the form of Exhibit F hereto from the current Landlord’s mortgageeMortgagee, in such Mortgagee’s standard form therefor and reasonably satisfactory to Tenant. Tenant hereby agrees that, without limitation on other forms of subordination, non-disturbance and attornment agreements, the terms of the subordination, non-disturbance and attornment agreement attached hereto as Exhibit E are reasonably satisfactory to Tenant. Landlord shall use reasonable efforts to obtain an SNDA a subordination, non-disturbance and attornment agreement 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 as may be acceptable to Tenant and such mortgageeLandlord’s Mortgagee may reasonably agree; 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 in any manner affect Tenant’s obligations and liabilities under this Lease or prohibit the mortgaging of the BuildingPremises. If Landlord fails As used in this Section 18.1.4, “reasonable efforts” shall not be deemed to deliver an SNDA, executed include the incurrence by Landlord and of any additional liabilities or obligations with respect to the existing mortgage or Landlord’s current mortgageeMortgagee; provided, within 30 days following however, Landlord shall pay 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 Mortgagee’s fees associated with providing the agreement. In the event Landlord is unable 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; accordinglyobtain a subordination, if Tenant fails timely to deliver any such noticenon-disturbance and attornment agreement, Tenant’s right subordination and attornment as set forth in Sections 18.1.1 and 18.1.2 above shall be subject to terminate this Amendment Landlord’s Mortgage’s agreement to not disturb Tenant’s use and enjoyment of the Premises so long as Tenant is not in default under this Section 24 shall expireLease.

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 shall deliver to Tenant a Subordination Agreement executed by Landlord’s current Landlord’s Mortgagee substantially in the form attached hereto as Exhibit K by the Commencement Date, and Tenant shall promptly execute and deliver to Landlord two (2) originals of such agreement. Landlord shall use reasonable efforts to 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 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 as may be acceptable to Tenant and such mortgageeLandlord’s Mortgagee may agree; 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 in any manner affect Tenant’s obligations and liabilities under this Lease or prohibit the mortgaging of the Building; and further provided that to the extent such subordination, non-disturbance and attornment agreement has been requested by Tenant, any costs in excess of $2,500 associated with obtaining such agreement shall be paid by Tenant within 15 days after Landlord’s written request therefor. If Landlord fails As used in this Section 12.5, “reasonable efforts” shall not be deemed to deliver an SNDA, executed include the incurrence by Landlord and of any additional expense (unless Tenant agrees in writing to reimburse Landlord for all such expenses) or liabilities or obligations with respect to the existing mortgage or 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 expireMortgagee.

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.