Common use of Subordination Non Disturbance Clause in Contracts

Subordination Non Disturbance. This Lease and the Tenant’s rights shall, at the option of the Landlord, be subject to and subordinate to any Freehold Mortgage or any part thereof now or in the future in accordance with the terms of this Section. [NTD: Cascades only: The Landlord shall cause the Cascades Lands Strata Lots Landlord’s Assignment to be acknowledged in writing by the Freehold Mortgagee, and to cause such Freehold Mortgagee to agree to be bound by Cascades Lands Strata Lots Landlord’s Assignment] The Tenant, on Notice from the Landlord or the Freehold Mortgagee shall attorn to and become a tenant of the Freehold Mortgagee upon the same terms and conditions as are set forth in the Freehold Mortgagee’s standard form attornment agreement. The Tenant shall execute an instrument or instruments and use commercially reasonable efforts to cause its Mortgagees to execute an instrument or instruments, and the Landlord shall use its commercially reasonable efforts to cause the Freehold Mortgagee to execute an instrument or instruments, confirming such subordination substantially in the form attached hereto as Schedule “G” (the “Subordination/Non-Disturbance Agreement”), with such changes as may reasonably be requested by the Freehold Mortgagee and the Tenant’s Mortgagees. To the extent required by the Tenant from time to time, so long as no Event of Default has occurred and is then continuing, the Landlord agrees to provide to any subtenant under a sublease of the Demised Premises entered into in accordance with this Lease with a landlord non-disturbance agreement in the form attached hereto as Schedule “H” (the “Sublease Acknowledgment”), so long as (i) the subtenant is not an Affiliate of Tenant or Covenantor, (ii) the sublease in question is on market terms (including without limitation, ongoing rents thereunder) and was entered into in good faith by Tenant, (iii) the term (including all possible extensions thereof which the subtenant may elect to use) of such sublease does not extend beyond the then scheduled expiration of the Term of this Lease, (iv) the use of the subleased premises is consistent with (and does not breach the terms of) this Lease, and (v) the sublease does not constitute or result in a Transfer. [Schedule H, as with other Schedules, to be negotiated. However, Landlord will not be responsible to pay a sublessee any tenant improvement allowances, refurbishment allowances, moving expenses, initial build-out costs or similar cash incentives; provided, if Landlord does not make such payments, the sublessee may offset up to 75% of monthly base rent until such amounts are recovered.] Where the Landlord has entered into a Mortgage that requires the consent or approval of the Freehold Mortgagee to a matter in the same manner (that is, with the same standard of required discretion in granting such consent or approval) as is afforded to the Landlord in this Lease (a “Back to Back Approval Right”), then the Landlord shall not be in breach of this Lease for failing to give such consent or approval if its Freehold Mortgagee has failed to give such consent or approval pursuant to the Back to Back Approval Right. Notwithstanding the foregoing, where the Freehold Mortgagee is withholding or refusing to give such consent or approval in violation of such Back to Back Approval Right the Landlord will use commercially reasonable efforts to enforce such Back to Back Approval Right provision of the Mortgage against the Freehold Mortgagee.

Subordination Non Disturbance. 18.1 This Lease is subject and subordinate to all present and future ground or underlying leases of the Real Property and to the lien of any mortgages or trust deeds, now or hereafter in force against the Real Property, if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto. Tenant covenants and agrees in the event any proceedings are brought for the foreclosure of any such mortgage, or if any ground or underlying lease is terminated, to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale, or to the lessor of such ground or underlying lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease. Tenant shall, within ten (10) days of its receipt of request by Xxxxxxxx, execute such further instruments or assurances as Landlord may reasonably deem necessary to evidence or confirm the subordination or superiority of this Lease to any such mortgages, trust deeds, ground leases or underlying leases. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the Tenant’s rights shall, at the option obligations of the LandlordTenant hereunder in the event of any foreclosure proceeding or sale. 18.2 Notwithstanding anything contained in this Lease to the contrary and provided Tenant is not in default hereunder beyond any applicable cure period, be subject to and subordinate the subordination of this Lease to any Freehold Mortgage mortgage, deed of trust or any part ground lease is expressly conditioned upon the holder thereof now expressly agreeing in such mortgage, deed of trust or ground lease, or in a separate instrument, in form and substance reasonably acceptable to Tenant that (a) Tenant will not be named or joined in any proceeding (or trustee’s sale) to enforce said mortgage or deed of trust unless such be required by law in order to perfect the future proceeding or sale; (b) enforcement of said mortgage, deed of trust or ground lease will not terminate this Lease or disturb Tenant in accordance the possession and use of the Premises, the common areas, or parking areas while this Lease is in full force and effect; (c) except for any prior Landlord default, any purchaser, mortgagee or holder of a ground lease shall be bound to Tenant and Tenant shall be bound to it, under all of the terms, covenants and conditions of this Lease with the terms same force and effect as if such purchaser, mortgagee or holder of ground lease were the original landlord under this Section. [NTD: Cascades only: The Landlord Lease (but to the extent there is a continuing default that accrues after any purchaser, mortgagee or holder of a ground lease acquires title to the property, Tenant does not waive its rights under this Lease); and (d) insurance proceeds and awards shall cause the Cascades Lands Strata Lots Landlord’s Assignment to first be acknowledged in writing by the Freehold Mortgagee, and to cause such Freehold Mortgagee to agree to be bound by Cascades Lands Strata Lots Landlord’s Assignment] The Tenant, on Notice from the Landlord or the Freehold Mortgagee shall attorn to and become a tenant of the Freehold Mortgagee upon the same terms and conditions applied as are set forth in the Freehold Mortgagee’s standard form attornment agreement. The Tenant shall execute an instrument or instruments and use commercially reasonable efforts to cause its Mortgagees to execute an instrument or instruments, and the Landlord shall use its commercially reasonable efforts to cause the Freehold Mortgagee to execute an instrument or instruments, confirming such subordination substantially in the form attached hereto as Schedule “G” (the “Subordination/Non-Disturbance Agreement”), with such changes as may reasonably be requested by the Freehold Mortgagee and the Tenant’s Mortgagees. To the extent required by the Tenant from time to time, so long as no Event of Default has occurred and is then continuing, the Landlord agrees to provide to any subtenant under a sublease of the Demised Premises entered into in accordance with this Lease with a landlord non-disturbance agreement in the form attached hereto as Schedule “H” (the “Sublease Acknowledgment”), so long as (i) the subtenant is not an Affiliate of Tenant or Covenantor, (ii) the sublease in question is on market terms (including without limitation, ongoing rents thereunder) and was entered into in good faith by Tenant, (iii) the term (including all possible extensions thereof which the subtenant may elect to use) of such sublease does not extend beyond the then scheduled expiration of the Term of this Lease, (iv) the use of the subleased premises is consistent with (and does not breach the terms of) this Lease, and (v) the sublease does not constitute or result in a Transfer. [Schedule H, as with other Schedules, to be negotiated. However, Landlord will not be responsible to pay a sublessee any tenant improvement allowances, refurbishment allowances, moving expenses, initial build-out costs or similar cash incentives; provided, if Landlord does not make such payments, the sublessee may offset up to 75% of monthly base rent until such amounts are recovered.] Where the Landlord has entered into a Mortgage that requires the consent or approval of the Freehold Mortgagee to a matter in the same manner (that is, with the same standard of required discretion in granting such consent or approval) as is afforded to the Landlord in this Lease (a “Back to Back Approval Right”), then the Landlord shall not be in breach of this Lease for failing to give such consent or approval if its Freehold Mortgagee has failed to give such consent or approval pursuant to the Back to Back Approval Right. Notwithstanding the foregoing, where the Freehold Mortgagee is withholding or refusing to give such consent or approval in violation of such Back to Back Approval Right the Landlord will use commercially reasonable efforts to enforce such Back to Back Approval Right provision of the Mortgage against the Freehold Mortgagee.

Subordination Non Disturbance. This Lease shall be subordinate and subject to the lien of the Mortgages and the Tenant’s rights shallAssignment of Rents, and to all renewals, modifications or replacements thereof, as well as any other first mortgage covering the fee of the Premises; provided, however, with respect to the Mortgages, no later than the date Tenant executes and delivers this Lease, and, with respect to any other mortgage, on or before the effective date of the mortgage, at Landlord’s cost Landlord shall obtain from Landlord's Mortgagee, or other mortgagee, and cause to be filed on the option public record a memorandum thereof, a written agreement among Landlord’s Mortgagee (or other mortgagee), Landlord and Tenant that shall be binding on the parties thereto and their respective legal representatives, successors and assigns, and provide, among other provisions, that, so long as this Lease is in full force and effect and there is no Tenant Default and subject to the terms of the subordination, nondisturbance and attornment agreement executed by Landlord, Tenant and Landlord's Mortgagee (or other mortgagee): (i) Tenant shall not be subject joined as a defendant in any proceeding that may be instituted to foreclose or enforce the mortgage(s); (ii) Tenant's possession and subordinate to any Freehold Mortgage or any part thereof now or in use of the future Premises in accordance with the terms provisions of this Section. [NTD: Cascades only: The Landlord Lease shall cause the Cascades Lands Strata Lots Landlord’s Assignment to not be acknowledged in writing affected or disturbed by the Freehold Mortgagee, and to cause such Freehold Mortgagee to agree to be bound by Cascades Lands Strata Lots Landlord’s Assignment] The Tenant, on Notice from the Landlord or the Freehold Mortgagee shall attorn to and become a tenant reason of the Freehold Mortgagee upon subordination to or any modification of or default under the same terms and conditions as are set forth in the Freehold Mortgagee’s standard form attornment agreement. The Tenant shall execute an instrument or instruments and use commercially reasonable efforts to cause its Mortgagees to execute an instrument or instruments, and the Landlord shall use its commercially reasonable efforts to cause the Freehold Mortgagee to execute an instrument or instruments, confirming such subordination substantially in the form attached hereto as Schedule “G” (the “Subordination/Non-Disturbance Agreement”mortgage(s), with such changes as may reasonably be requested by the Freehold Mortgagee and the Tenant’s Mortgagees. To the extent required by the Tenant from time to time, so long as no Event of Default has occurred and is then continuing, the Landlord agrees to provide to any subtenant under a sublease of the Demised Premises entered into in accordance with this Lease with a landlord non-disturbance agreement in the form attached hereto as Schedule “H” (the “Sublease Acknowledgment”), so long as (i) the subtenant is not an Affiliate of Tenant or Covenantor, (ii) the sublease in question is on market terms (including without limitation, ongoing rents thereunder) and was entered into in good faith by Tenant, ; (iii) Landlord’s Mortgagee (or other mortgagee) will make available to Tenant any insurance proceeds or condemnation awards payable for the term (including all possible extensions thereof which the subtenant may elect to use) purpose of such sublease does not extend beyond the then scheduled expiration restoration of the Term of Premises as provided in this Lease, ; and (iv) the use Landlord's Mortgagee's (or other mortgagee's) current or future interest in the Premises shall be subject to the Tenant's Option and Right of First Refusal under Sections 41 and 42 of this Lease. The insurance proceeds or condemnation awards to be made available to Tenant in accordance with (iii) above, shall be deposited with a title insurance company or agency acceptable to Landlord's Mortgagee and Tenant having an office in Elkhart County to act as third party escrow agent. The escrow agent shall disburse funds as needed to pay for the restoration in a manner as typically done for commercial construction lending. If Tenant does not diligently commence restoration of the subleased premises is consistent with (and does not breach Premises within 90 days of a fire or other casualty as provided in the terms of) this Lease, and (v) Lender may apply its portion of the sublease does not constitute insurance proceeds or result condemnation award as provided in a Transferthe Mortgages. [Schedule HProvided, as with other Schedules, to be negotiated. However, Landlord will not be responsible to pay a sublessee any tenant improvement allowances, refurbishment allowances, moving expenses, initial build-out costs or similar cash incentives; providedhowever, if Landlord does not make such paymentsthe Lease is terminated upon the occurrence of a casualty or condemnation, the sublessee may offset up insurance or condemnation proceeds attributable to 75% of monthly base rent until such amounts are recovered.] Where the Landlord has entered into a Mortgage that requires Tenant's Property will be paid to Tenant and the consent or approval proceeds relating to the remainder of the Freehold Mortgagee to a matter Premises may be applied by Lender as provided in the same manner (that is, with the same standard of required discretion in granting such consent or approval) as is afforded to the Landlord in this Lease (a “Back to Back Approval Right”), then the Landlord shall not be in breach of this Lease for failing to give such consent or approval if its Freehold Mortgagee has failed to give such consent or approval pursuant to the Back to Back Approval Right. Notwithstanding the foregoing, where the Freehold Mortgagee is withholding or refusing to give such consent or approval in violation of such Back to Back Approval Right the Landlord will use commercially reasonable efforts to enforce such Back to Back Approval Right provision of the Mortgage against the Freehold MortgageeMortgages.

Subordination Non Disturbance. This Lease shall be subordinate and subject to all ground and underlying leases and to any first mortgages thereon and to any first mortgages covering the Tenant’s rights shall, at the option fee of the LandlordPremises, be subject and to and subordinate all renewals, modifications or replacements thereof; provided, however, that, with respect to any Freehold Mortgage existing ground lease, underlying lease and/or mortgage, no later than the date Tenant executes and delivers this Lease, and, with respect to any future ground lease, underlying lease and/or mortgage, on or before the effective date thereof, Landlord shall obtain from its ground lessor, underlying lessor and/or mortgagee, as the case may be (in any part thereof now such case, "Landlord's Mortgagee"), and caused to be filed on the public record, a written non-disturbance agreement between Landlord's Mortgagee and Tenant that shall be binding on the parties thereto and their respective legal representatives, successors and assigns, and provide, among other provisions, that, so long as this Lease is in full force and effect and Tenant is not in Default hereunder following any required notice from Landlord to Tenant of such Default and following the expiration of any applicable cure period relating thereto: (i) Tenant shall not be joined as a defendant in any proceeding that may be instituted to terminate or in enforce the future ground or underlying lease or to foreclose or enforce the mortgage; (ii) Tenant's possession and use of the Premises in accordance with the terms provisions of this Section. [NTD: Cascades only: The Landlord Lease shall cause the Cascades Lands Strata Lots Landlord’s Assignment to not be acknowledged in writing affected or disturbed by the Freehold Mortgagee, and to cause such Freehold Mortgagee to agree to be bound by Cascades Lands Strata Lots Landlord’s Assignment] The Tenant, on Notice from the Landlord or the Freehold Mortgagee shall attorn to and become a tenant reason of the Freehold Mortgagee upon subordination to or any modification of or default under the same terms ground or underlying lease or mortgage; and conditions as are set forth in the Freehold Mortgagee’s standard form attornment agreement. The Tenant shall execute an instrument or instruments and use commercially reasonable efforts to cause its Mortgagees to execute an instrument or instruments, and the Landlord shall use its commercially reasonable efforts to cause the Freehold Mortgagee to execute an instrument or instruments, confirming such subordination substantially in the form attached hereto as Schedule “G” (the “Subordination/Non-Disturbance Agreement”), with such changes as may reasonably be requested by the Freehold Mortgagee and the Tenant’s Mortgagees. To the extent required by the Tenant from time to time, so long as no Event of Default has occurred and is then continuing, the Landlord agrees to provide to any subtenant under a sublease of the Demised Premises entered into in accordance with this Lease with a landlord non-disturbance agreement in the form attached hereto as Schedule “H” (the “Sublease Acknowledgment”), so long as (i) the subtenant is not an Affiliate of Tenant or Covenantor, (ii) the sublease in question is on market terms (including without limitation, ongoing rents thereunder) and was entered into in good faith by Tenant, (iii) Landlord's Mortgagee will make available to Landlord any insurance proceeds or condemnation awards payable to Landlord for the term (including all possible extensions thereof which the subtenant may elect to use) of such sublease does not extend beyond the then scheduled expiration of the Term of purposes agreed upon in this Lease, (iv) the use of the subleased premises is consistent with (and does not breach the terms of) this Lease, and (v) the sublease does not constitute or result in a Transfer. [Schedule H, as with other Schedules, to be negotiated. However, Landlord will not be responsible to pay a sublessee any tenant improvement allowances, refurbishment allowances, moving expenses, initial build-out costs or similar cash incentives; provided, if Landlord does not make such payments, the sublessee may offset up to 75% of monthly base rent until such amounts are recovered.] Where the Landlord has entered into a Mortgage that requires the consent or approval of the Freehold Mortgagee to a matter in the same manner (that is, with the same standard of required discretion in granting such consent or approval) as is afforded to the Landlord in this Lease (a “Back to Back Approval Right”), then the Landlord shall not be in breach of this Lease for failing to give such consent or approval if its Freehold Mortgagee has failed to give such consent or approval pursuant to the Back to Back Approval Right. Notwithstanding the foregoing, where the Freehold Mortgagee is withholding or refusing to give such consent or approval in violation of such Back to Back Approval Right the Landlord will use commercially reasonable efforts to enforce such Back to Back Approval Right provision of the Mortgage against the Freehold Mortgagee.

Subordination Non Disturbance. 24.1. This Lease and the Tenant’s all rights shall, at the option of the Landlord, Tenant under it are subordinate to and shall be subject to (a) any present and subordinate to any Freehold Mortgage future ground or underlying leases which may now or hereafter affect all or any part thereof portion of the Premises and (b) any mortgages which may now or in hereafter affect such leases or all or any portion of the future in accordance with the terms of this Section. [NTD: Cascades only: The Landlord shall cause the Cascades Lands Strata Lots Landlord’s Assignment to be acknowledged in writing by the Freehold MortgageePremises, and to cause such Freehold Mortgagee all renewals, modifications, replacements, consolidations and extensions thereof (all of the foregoing, collectively, the "SENIOR INTERESTS," and holders of Senior Interests shall be referred to agree as "SENIOR INTEREST HOLDERS"), provided that, with respect to be bound by Cascades Lands Strata Lots Landlord’s Assignment] The Tenanteach existing Senior Interest, on Notice Landlord shall obtain from the Senior Interest Holder to which this Lease is now subordinated, a non-disturbance agreement substantially in the form of the subordination, non-disturbance and attornment agreement then used by such Senior Interest Holder for commercial loans. The provisions of this Section 25.1 shall be self operative and no further instrument of subordination shall be required. 24.2. Any Senior Interest Holder who succeeds to the rights of Landlord under this Lease, whether through exercise of remedies or by operation of law, is hereinafter called a "SUCCESSOR LANDLORD." Upon the Freehold Mortgagee Successor Landlord's succession to the rights of Landlord under this Lease, Tenant shall attorn to and become recognize the Successor Landlord as Tenant's Landlord under this Lease and shall promptly execute and deliver any instrument that such Successor Landlord may reasonably request to evidence the attornment. Upon attornment, this Lease shall continue in full force and effect and as a tenant of direct Lease between the Freehold Mortgagee upon Successor Landlord and Tenant on the same terms and conditions as are set forth in and with the Freehold Mortgagee’s standard form attornment agreementsame options, if any, then remaining. The Tenant foregoing provisions of this Section 25.2 shall execute an inure to the benefit of such Successor Landlord, shall be self-operative and no further instrument or instruments and use commercially reasonable efforts shall be required to cause its Mortgagees give effect to execute an instrument or instrumentssaid provisions. Tenant, and the however, upon demand of any such Successor Landlord shall use its commercially reasonable efforts agrees to cause the Freehold Mortgagee to execute an instrument or instrumentsexecute, confirming such subordination substantially in the form attached hereto as Schedule “G” (the “Subordination/Non-Disturbance Agreement”), with such changes as may reasonably be requested by the Freehold Mortgagee and the Tenant’s Mortgagees. To the extent required by the Tenant from time to time, so long as no Event instruments in confirmation of Default has occurred and is then continuingthe foregoing provisions of this Section 25.2, the Landlord agrees to provide satisfactory to any subtenant such Successor Landlord acknowledging such attornment and setting forth the terms and conditions of its tenancy. 24.3. Anything herein contained to the contrary notwithstanding, under no circumstances shall a sublease Successor Landlord whether or not it shall have succeeded to the interests of the Demised Premises entered into Landlord, under this Lease, be (a) liable for any act, omission or default of any prior landlord; or (b) subject to any offsets, claims or defenses which Tenant might have against any prior landlord; or (c) bound by any Base Rent or Additional Rent which Tenant might have paid to any prior landlord for more than one (1) month in accordance with this Lease with a landlord non-disturbance agreement in the form attached hereto as Schedule “H” advance; or (the “Sublease Acknowledgment”)d) bound by any modification, so long as (i) the subtenant is not an Affiliate of Tenant amendment or Covenantor, (ii) the sublease in question is on market terms (including without limitation, ongoing rents thereunder) and was entered into in good faith by Tenant, (iii) the term (including all possible extensions thereof which the subtenant may elect to use) of such sublease does not extend beyond the then scheduled expiration of the Term abridgment of this Lease, (iv) the use or any cancellation or surrender of the subleased premises is consistent with (and does not breach same, made without its prior written approval; provided, however, Successor Landlord shall be subject to the terms ofof Article 39 hereof. 24.4. Tenant shall pay no rent under this Lease more than thirty (30) days in advance of its due date, if so restricted by any existing or future ground or underlying lease or mortgage to which this Lease is subordinated or by an assignment of this Lease to a Senior Interest Holder, and Tenant shall not seek to terminate this Lease by reason of any act or omission of Landlord until Tenant has given written notice of such act or omission to each Senior Interest Holder whose name and address has been furnished to Tenant, and until thirty (30) days after Tenant shall have given such Senior Interest Holder such notice, or in the case of a default which cannot with due diligence be cured within a period of thirty (30) days, such reasonable period of time necessary to remedy such default so long as the Senior Interest Holder duly commences and thereafter diligently prosecutes to completion all steps necessary to remedy the default and complete such remedy within a reasonable period of time following the giving of such notices, during which time any Senior Interest Holder shall have the right, but shall not be obligated, to remedy such act or omission. 24.5. If, in connection with the financing of the Land, the Improvements or the interest of the Tenant under any ground or underlying lease, or if in connection with the entering into of a ground or underlying lease, any lending institution or Landlord shall request reasonable modifications of this Lease that do not increase Tenant's monetary obligations under this Lease, and (v) or diminish the sublease does not constitute rights, or result in a Transfer. [Schedule H, as with increase the other Schedules, to be negotiated. However, Landlord will not be responsible to pay a sublessee any tenant improvement allowances, refurbishment allowances, moving expenses, initial build-out costs or similar cash incentives; provided, if Landlord does not make such payments, the sublessee may offset up to 75% obligations of monthly base rent until such amounts are recovered.] Where the Landlord has entered into a Mortgage that requires the consent or approval of the Freehold Mortgagee to a matter in the same manner (that is, with the same standard of required discretion in granting such consent or approval) as is afforded to the Landlord in Tenant under this Lease (by more than a “Back de minimis amount, Tenant shall consent to Back Approval Right”), then the Landlord shall not be in breach of this Lease for failing to give such consent or approval if its Freehold Mortgagee has failed to give such consent or approval pursuant to the Back to Back Approval Right. Notwithstanding the foregoing, where the Freehold Mortgagee is withholding or refusing to give such consent or approval in violation of such Back to Back Approval Right the Landlord will use commercially reasonable efforts to enforce such Back to Back Approval Right provision of the Mortgage against the Freehold Mortgageemodifications.

Subordination Non Disturbance. This At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Landlord upon Landlord's interest in the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within ten (10) days from the date of request, Tenant shall execute and deliver, and shall have all subtenants or sublessees of the Leased Property and the Hospital Improvements execute and deliver within such ten (10) day period, to such holders a written agreement in a form reasonably acceptable to such holder whereby Tenant and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers Landlord's interest in the Tenant’s rights shall, at the option of the Landlord, be subject to and subordinate to any Freehold Mortgage Leased Property or any part thereof now or in the future in accordance and agree with the terms of this Section. [NTD: Cascades only: The Landlord shall cause the Cascades Lands Strata Lots Landlord’s Assignment to be acknowledged in writing by the Freehold Mortgagee, each such holder that Tenant and to cause all such Freehold Mortgagee to agree to be bound by Cascades Lands Strata Lots Landlord’s Assignment] The Tenant, on Notice from the Landlord or the Freehold Mortgagee shall subtenants and sublessees will attorn to and become recognize such holder or the purchaser at any foreclosure sale or any sale under a tenant power of sale contained in any such mortgage or deed of trust, as the case may be, as Landlord under this Lease for the balance of the Freehold Mortgagee upon Term then remaining, subject to all of the same terms and conditions provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Tenant and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property, the Hospital Improvements or the subleased property (as are applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Tenant or such applicable subtenant or sublessee is in default under this Lease, or the applicable subleases; (b) agreeing that for any period while it is Landlord hereunder, it will perform, fulfill and observe all of Landlord's representations, warranties and agreements set forth herein; and (c) agreeing, unless otherwise expressly provided in the Freehold Mortgagee’s standard form attornment agreement. The Tenant shall execute an instrument mortgage or instruments deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and use commercially reasonable efforts to cause its Mortgagees to execute an instrument or instruments, all Awards described in Article XV will be made available for restoration of the Leased Property and the Landlord shall use its commercially reasonable efforts Hospital Improvements as and to cause the Freehold Mortgagee to execute an instrument or instruments, confirming such subordination substantially in the form attached hereto as Schedule “G” (the “Subordination/Non-Disturbance Agreement”), with such changes as may reasonably be requested by the Freehold Mortgagee and the Tenant’s Mortgagees. To the extent required by the Tenant from time to time, so long as no Event of Default has occurred and is then continuing, the Landlord agrees to provide to any subtenant under a sublease of the Demised Premises entered into in accordance with this Lease with a landlord non-disturbance agreement in the form attached hereto as Schedule “H” (the “Sublease Acknowledgment”), so long as (i) the subtenant is not an Affiliate of Tenant or Covenantor, (ii) the sublease in question is on market terms (including without limitation, ongoing rents thereunder) and was entered into in good faith by Tenant, (iii) the term (including all possible extensions thereof which the subtenant may elect to use) of such sublease does not extend beyond the then scheduled expiration of the Term of this Lease, (iv) subject only to reasonable regulation regarding the use of the subleased premises is consistent with (disbursement and does not breach the terms of) this Lease, and (v) the sublease does not constitute or result in a Transfer. [Schedule H, as with other Schedules, to be negotiated. However, Landlord will not be responsible to pay a sublessee any tenant improvement allowances, refurbishment allowances, moving expenses, initial build-out costs or similar cash incentives; provided, if Landlord does not make such payments, the sublessee may offset up to 75% of monthly base rent until such amounts are recoveredapplication thereof.] Where the Landlord has entered into a Mortgage that requires the consent or approval of the Freehold Mortgagee to a matter in the same manner (that is, with the same standard of required discretion in granting such consent or approval) as is afforded to the Landlord in this Lease (a “Back to Back Approval Right”), then the Landlord shall not be in breach of this Lease for failing to give such consent or approval if its Freehold Mortgagee has failed to give such consent or approval pursuant to the Back to Back Approval Right. Notwithstanding the foregoing, where the Freehold Mortgagee is withholding or refusing to give such consent or approval in violation of such Back to Back Approval Right the Landlord will use commercially reasonable efforts to enforce such Back to Back Approval Right provision of the Mortgage against the Freehold Mortgagee.

Subordination Non Disturbance. This Lease Lease, and the Tenant’s rights shallof Tenant hereunder, at are and shall be subject and subordinate to the option interest of (i) all present and future ground leases and master leases of all or any part of the Building; (ii) present and future mortgages and deeds of trust encumbering all or any part of the Building; (iii) all past and future advances made under any such mortgages or deeds of trust; and (iv) all renewals, modifications, replacements and extensions of any such ground leases, master leases, mortgages and deeds of trust; provided, however, that any lessor under any such ground lease or master lease or any mortgagee or beneficiary under any such mortgage or deed of trust (any such lessor, mortgagee or beneficiary is hereinafter referred to as a “Mortgagee”) shall have the right to elect, by written notice given to Tenant, to have this Lease made superior in whole or in part to any such ground lease, master lease, mortgage or deed of trust (or subject and subordinate to such ground lease, master lease, mortgage or deed of trust but superior to any junior mortgage or junior deed of trust). Upon demand, Tenant shall execute, acknowledge and deliver any instruments reasonably requested by Landlord or any such Mortgagee to effect the purposes of this Section 17.01. Such instruments may contain, among other things, provisions to the effect that such Mortgagee (hereafter, for the purposes of this Section 17.01, a “Successor Landlord”) shall (i) not be liable for any act or omission of Landlord or its predecessors, if any, prior to the date of such Successor Landlord’s succession to Landlord’s interest under this Lease; (ii) not be subject to and subordinate any offsets or defenses which Tenant might have been able to any Freehold Mortgage assert against Landlord or any part thereof now or in its predecessors, if any, prior to the future in accordance with the terms date of this Section. [NTD: Cascades only: The Landlord shall cause the Cascades Lands Strata Lots such Successor Landlord’s Assignment succession to Landlord’s interest under this Lease; (iii) be acknowledged in writing by the Freehold Mortgagee, entitled to receive notice of any Landlord default under this Lease plus a reasonable opportunity to cure such default prior to Tenant having any right or ability to terminate this Lease as a result of such Landlord default; and to cause such Freehold Mortgagee to agree to (iv) not be bound by Cascades Lands Strata Lots any rent or additional rent which Tenant might have paid for more than the current month to Landlord; (v) not be bound by any amendment or modification of the Lease or any cancellation or surrender of the same made without Successor Landlord’s Assignment] The Tenant, on Notice from the prior written consent. Any obligations of any Successor Landlord or the Freehold Mortgagee under its respective lease shall attorn be non-recourse as to and become a tenant any assets of the Freehold Mortgagee upon the same terms and conditions as are set forth such Successor Landlord other than its interest in the Freehold Mortgagee’s standard form attornment agreementPremises and improvements. The Tenant Promptly following the full execution of this Lease, Landlord shall execute an instrument or instruments and use diligent, commercially reasonable efforts to cause its Mortgagees to execute an instrument obtain a Non-Disturbance Agreement from any lender under any existing mortgages or instruments, and deeds of trust encumbering the Landlord shall use its commercially reasonable efforts to cause the Freehold Mortgagee to execute an instrument or instruments, confirming such subordination substantially Building. Such Non-Disturbance Agreement may be embodied in the lender’s customary form attached hereto as Schedule “G” (the “Subordination/of Subordination and Non-Disturbance Agreement”). If, with such changes as may reasonably be requested by the Freehold Mortgagee and the Tenant’s Mortgagees. To the extent required by the Tenant from time to timeafter exerting diligent, so long as no Event of Default has occurred and is then continuing, the Landlord agrees to provide to any subtenant under a sublease of the Demised Premises entered into in accordance with this Lease with a landlord non-disturbance agreement in the form attached hereto as Schedule “H” (the “Sublease Acknowledgment”), so long as (i) the subtenant is not an Affiliate of Tenant or Covenantor, (ii) the sublease in question is on market terms (including without limitation, ongoing rents thereunder) and was entered into in good faith by Tenant, (iii) the term (including all possible extensions thereof which the subtenant may elect to use) of such sublease does not extend beyond the then scheduled expiration of the Term of this Lease, (iv) the use of the subleased premises is consistent with (and does not breach the terms of) this Lease, and (v) the sublease does not constitute or result in a Transfer. [Schedule H, as with other Schedules, to be negotiated. Howevercommercially reasonable efforts, Landlord will not be responsible is unable to pay obtain a sublessee Non-Disturbance Agreement from any tenant improvement allowancessuch lender, refurbishment allowances, moving expenses, initial build-out costs or similar cash incentives; provided, if Landlord does not make such payments, the sublessee may offset up to 75% of monthly base rent until such amounts are recovered.] Where the Landlord has entered into a Mortgage that requires the consent or approval of the Freehold Mortgagee to a matter in the same manner (that is, with the same standard of required discretion in granting such consent or approval) as is afforded to the Landlord in this Lease (a “Back to Back Approval Right”), then the Landlord shall not be in breach of this Lease for failing have no further obligation to give such consent or approval if its Freehold Mortgagee has failed to give such consent or approval pursuant to the Back to Back Approval Right. Notwithstanding the foregoing, where the Freehold Mortgagee is withholding or refusing to give such consent or approval in violation of such Back to Back Approval Right the Landlord will use commercially reasonable efforts to enforce such Back to Back Approval Right provision of the Mortgage against the Freehold MortgageeTenant with respect thereto.

Subordination Non Disturbance. This Tenant agrees that this Lease and the Tenant’s rights shall, at the option of the Landlord, Tenant hereunder shall be subject to and subordinate to any Freehold Mortgage and all deeds of trust, security interests, mortgages, master leases, ground leases or other security documents and any part and all modifications, renewals, extensions, consolidations and replacements thereof and advances thereunder (collectively, “Security Documents”) which now or in hereafter constitute a lien upon or affect the Shopping Center or the Premises; provided, however, that as a condition of the effectiveness of any subordination to any future in accordance with the terms of this Section. [NTD: Cascades only: The Security Documents, Landlord shall cause provide to Tenant either (a) the Cascades Lands Strata Lots Landlord’s Assignment to be acknowledged in writing by the Freehold Mortgagee, and to cause such Freehold Mortgagee to agree to be bound by Cascades Lands Strata Lots Landlord’s Assignment] The Tenant, on Notice standard form non-disturbance agreement from the Landlord or the Freehold Mortgagee shall attorn to and become holder of such Security Documents, (b) a tenant of the Freehold Mortgagee upon the same terms and conditions as are set forth in the Freehold Mortgagee’s standard form attornment agreement. The Tenant shall execute an instrument or instruments and use commercially reasonable efforts to cause its Mortgagees to execute an instrument or instruments, and the Landlord shall use its commercially reasonable efforts to cause the Freehold Mortgagee to execute an instrument or instruments, confirming such subordination non-disturbance agreement substantially in the form attached hereto as Schedule of Exhibit “GH” hereto, or (c) such other commercially reasonable non-disturbance and attornment agreement in general use at the time (individually, a “Subordination/Non-Disturbance Agreement”)) which Non-Disturbance Agreement shall provide that such holder or any successor thereof shall, with upon succeeding to Landlord’s fee interest in the Shopping Center, agree to recognize and honor the rights of Tenant under this Lease. Such subordination shall be effective without the necessity of the execution by Tenant of any additional document for the purpose of evidencing or effecting such changes as subordination. In addition, Landlord shall have the right to subordinate or cause to be subordinated any Security Documents to this Lease and in such case, in the event of the termination or transfer of Landlord’s estate or interest in the Shopping Center by reason of any termination or foreclosure of any such Security Documents, Tenant shall, notwithstanding such subordination, attorn to and become the Tenant of the successor in interest to landlord. Subject to the provisions of this Article, Tenant shall, within twenty (20) days of demand therefor, execute any instruments or other documents which may reasonably be requested required by Landlord or the Freehold Mortgagee holder of any Security Document and specifically shall execute, acknowledge and deliver within twenty (20) days of demand therefor a subordination of lease or subordination of deed of trust, either in the Tenant’s Mortgagees. To the extent form required by the Tenant from time to time, so long as no Event of Default has occurred and is then continuing, the Landlord agrees to provide to any subtenant under a sublease holder of the Demised Premises entered into Security Document requesting the document (and otherwise consistent with the provisions of this Article) or substantially in accordance with the form of Exhibit “H” hereto. As a condition of this Lease with Lease, Landlord shall obtain, from each holder of a landlord Security Document presently encumbering the Shopping Center, a non-disturbance agreement in the form attached hereto as Schedule “H” (the “Sublease Acknowledgment”), so long as (i) the subtenant is not an Affiliate of Tenant or Covenantor, (ii) the sublease in question is on market terms (including without limitation, ongoing rents thereunder) and was entered into in good faith by Tenant, (iii) the term (including all possible extensions thereof which the subtenant may elect to use) of such sublease does not extend beyond the then scheduled expiration of the Term of this Lease, (iv) the use of the subleased premises is consistent with (and does not breach the terms of) this Lease, and (v) the sublease does not constitute or result in a Transfer. [Schedule H, as with other Schedules, to be negotiated. However, Landlord will not be responsible to pay a sublessee any tenant improvement allowances, refurbishment allowances, moving expenses, initial build-out costs or similar cash incentives; provided, if Landlord does not make such payments, the sublessee may offset up to 75% of monthly base rent until such amounts are recoveredholder’s standard form.] Where the Landlord has entered into a Mortgage that requires the consent or approval of the Freehold Mortgagee to a matter in the same manner (that is, with the same standard of required discretion in granting such consent or approval) as is afforded to the Landlord in this Lease (a “Back to Back Approval Right”), then the Landlord shall not be in breach of this Lease for failing to give such consent or approval if its Freehold Mortgagee has failed to give such consent or approval pursuant to the Back to Back Approval Right. Notwithstanding the foregoing, where the Freehold Mortgagee is withholding or refusing to give such consent or approval in violation of such Back to Back Approval Right the Landlord will use commercially reasonable efforts to enforce such Back to Back Approval Right provision of the Mortgage against the Freehold Mortgagee.

Subordination Non Disturbance. This Lease and the Tenant’s all ----------------------------- Lessee's rights shall, at the option of the Landlord, be under this Lease are subject to and subordinate to any Freehold Mortgage all underlying leases, trust indentures and mortgages (collectively, "Mortgages") now or hereafter placed on or affecting the Premises, or any part thereof interest therein, and all renewals, modifications, consolidations, replacements, substitutions, additions and extensions of any such Mortgages, provided that as to any Mortgage now or hereafter placed on the Premises, the holder thereof executes in recordable form and delivers to Lessee a nondisturbance agreement in which such holder agrees not to disturb Lessee's leasehold interest under this Lease and/or its rights with respect to the future in accordance with the terms of this Section. [NTD: Cascades only: The Landlord shall cause the Cascades Lands Strata Lots Landlord’s Assignment to be acknowledged in writing by the Freehold Mortgagee, and to cause such Freehold Mortgagee to agree to be bound by Cascades Lands Strata Lots Landlord’s Assignment] The Tenant, on Notice from the Landlord or the Freehold Mortgagee shall attorn to and become a tenant of the Freehold Mortgagee upon the same terms and conditions as are set forth in the Freehold Mortgagee’s standard form attornment agreement. The Tenant shall execute an instrument or instruments and use commercially reasonable efforts to cause its Mortgagees to execute an instrument or instruments, and the Landlord shall use its commercially reasonable efforts to cause the Freehold Mortgagee to execute an instrument or instruments, confirming such subordination substantially in the form attached hereto as Schedule “G” (the “Subordination/Non-Disturbance Agreement”), with such changes as may reasonably be requested by the Freehold Mortgagee and the Tenant’s Mortgagees. To the extent required by the Tenant from time to time, Premises so long as no Event of Default material default hereunder has occurred and is then continuing, . This provision regarding subordination shall be effective upon the Landlord agrees to provide to any subtenant under a sublease recording of the Demised Premises entered into in accordance with this Lease with a landlord non-disturbance agreement in the form attached hereto as Schedule “H” (the “Sublease Acknowledgment”), so long as (i) the subtenant is not an Affiliate of Tenant or Covenantor, (ii) the sublease in question is on market terms (including without limitation, ongoing rents thereunder) and was entered into in good faith by Tenant, (iii) the term (including all possible extensions thereof which the subtenant may elect to use) specified above. In confirmation of such sublease does not extend beyond subordination, Lessee shall execute and deliver within seven (7) days after any request by Lessor any subordination agreement that Lessor may reasonably request. In the then scheduled expiration event any proceedings are brought for the foreclosure of any Mortgage or the termination of any underlying lease, Lessee shall, upon request, attorn to the purchaser or transferee upon foreclosure, and/or the holder of the Term reversion under any such underlying lease, and recognize such purchaser, transferee or holder as the Lessor under this Lease to the same extent and effect as the original Lessor. Lessee agrees to execute and deliver upon the request of Lessor, or any such purchaser, transferee or holder, any instrument necessary or desirable to evidence such attornment. If the non-disturbance agreements are provided by the holders of each of the Mortgages as provided above, then Lessee shall waive any right which it may have by law to terminate this Lease or to surrender possession of the Premises by reason of any such foreclosure proceedings or termination of any underlying lease. Lessor shall use reasonable efforts to obtain a Subordination, Nondisturbance and Attornment Agreement from the current holder of the mortgage on the Property in form reasonably satisfactory to Lessee within thirty (30) days after the date of this Lease, (iv) the use of the subleased premises is consistent with (and does not breach the terms of) this Lease, and (v) the sublease does not constitute or result in a Transfer. [Schedule H, as with other Schedules, to be negotiated. However, Landlord will not be responsible to pay a sublessee any tenant improvement allowances, refurbishment allowances, moving expenses, initial build-out costs or similar cash incentives; provided, if Landlord does not make such payments, the sublessee may offset up to 75% of monthly base rent until such amounts are recovered.] Where the Landlord has entered into a Mortgage that requires the consent or approval of the Freehold Mortgagee to a matter in the same manner (that is, with the same standard of required discretion in granting such consent or approval) as is afforded to the Landlord in this Lease (a “Back to Back Approval Right”), then the Landlord shall not be in breach of this Lease for failing to give such consent or approval if its Freehold Mortgagee has failed to give such consent or approval pursuant to the Back to Back Approval Right. Notwithstanding the foregoing, where the Freehold Mortgagee is withholding or refusing to give such consent or approval in violation of such Back to Back Approval Right the Landlord will use commercially reasonable efforts to enforce such Back to Back Approval Right provision of the Mortgage against the Freehold Mortgagee.

Subordination Non Disturbance. This At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Landlord upon Landlord's interest in the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within ten (10) days from the date of request, Tenant shall execute and deliver, and shall have all subtenants or sublessees of the Leased Property execute and deliver within such ten (10) day period, to such holders a written agreement in a form reasonably acceptable to such holder whereby Tenant and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers Landlord's interest in the Tenant’s rights shall, at the option of the Landlord, be subject to and subordinate to any Freehold Mortgage Leased Property or any part thereof now or in the future in accordance and agree with the terms of this Section. [NTD: Cascades only: The Landlord shall cause the Cascades Lands Strata Lots Landlord’s Assignment to be acknowledged in writing by the Freehold Mortgagee, each such holder that Tenant and to cause all such Freehold Mortgagee to agree to be bound by Cascades Lands Strata Lots Landlord’s Assignment] The Tenant, on Notice from the Landlord or the Freehold Mortgagee shall subtenants and sublessees will attorn to and become recognize such holder or the purchaser at any foreclosure sale or any sale under a tenant power of sale contained in any such mortgage or deed of trust, as the case may be, as Landlord under this Lease for the balance of the Freehold Mortgagee upon Term then remaining, subject to all of the same terms and conditions provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Tenant and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as are applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Tenant or such applicable subtenant or sublessee is in default under this Lease or the applicable subleases; (b) agreeing that for any period while it is Landlord hereunder, it will perform, fulfill and observe all of Landlord's representations, warranties and agreements set forth herein; and (c) agreeing, unless otherwise expressly provided in the Freehold Mortgagee’s standard form attornment agreement. The Tenant shall execute an instrument mortgage or instruments deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and use commercially reasonable efforts all Awards described in Article XV will be made available for restoration of the Leased Property as and to cause its Mortgagees to execute an instrument or instruments, and the Landlord shall use its commercially reasonable efforts to cause the Freehold Mortgagee to execute an instrument or instruments, confirming such subordination substantially in the form attached hereto as Schedule “G” (the “Subordination/Non-Disturbance Agreement”), with such changes as may reasonably be requested by the Freehold Mortgagee and the Tenant’s Mortgagees. To the extent required by the Tenant from time to time, so long as no Event of Default has occurred and is then continuing, the Landlord agrees to provide to any subtenant under a sublease of the Demised Premises entered into in accordance with this Lease with a landlord non-disturbance agreement in the form attached hereto as Schedule “H” (the “Sublease Acknowledgment”), so long as (i) the subtenant is not an Affiliate of Tenant or Covenantor, (ii) the sublease in question is on market terms (including without limitation, ongoing rents thereunder) and was entered into in good faith by Tenant, (iii) the term (including all possible extensions thereof which the subtenant may elect to use) of such sublease does not extend beyond the then scheduled expiration of the Term of this Lease, (iv) subject only to reasonable regulation regarding the use of the subleased premises is consistent with (disbursement and does not breach the terms of) this Lease, and (v) the sublease does not constitute or result in a Transfer. [Schedule H, as with other Schedules, to be negotiated. However, Landlord will not be responsible to pay a sublessee any tenant improvement allowances, refurbishment allowances, moving expenses, initial build-out costs or similar cash incentives; provided, if Landlord does not make such payments, the sublessee may offset up to 75% of monthly base rent until such amounts are recoveredapplication thereof.] Where the Landlord has entered into a Mortgage that requires the consent or approval of the Freehold Mortgagee to a matter in the same manner (that is, with the same standard of required discretion in granting such consent or approval) as is afforded to the Landlord in this Lease (a “Back to Back Approval Right”), then the Landlord shall not be in breach of this Lease for failing to give such consent or approval if its Freehold Mortgagee has failed to give such consent or approval pursuant to the Back to Back Approval Right. Notwithstanding the foregoing, where the Freehold Mortgagee is withholding or refusing to give such consent or approval in violation of such Back to Back Approval Right the Landlord will use commercially reasonable efforts to enforce such Back to Back Approval Right provision of the Mortgage against the Freehold Mortgagee.

Subordination Non Disturbance. (a) This Lease is subordinate to and Landlord has full authority to subordinate the Tenant’s interest of Tenant to any mortgage, deed of trust or other lien or ground or underlying lease now existing or placed from time to time upon the Premises (and to all renewals, modifications, extensions and amendments thereof), and Tenant will, upon receipt of a reasonable request from Landlord, execute any subordination instruments as may be reasonably appropriate to carry out this subparagraph; provided that (i) in such subordination documents this Lease shall be recognized by the mortgagee or beneficiary under a deed of trust or lessor; (ii) the rights shall, at the option of the LandlordTenant shall remain in full force and effect during the Term of this Lease so long as the Tenant shall continue to perform all of its agreements hereunder; and (iii) no such subordination shall become effective until and unless the holder of such mortgage or deed of trust or lessor delivers to Tenant a non-disturbance agreement (a "NON-DISTURBANCE AGREEMENT") which provides that, be subject to and subordinate to any Freehold Mortgage or any part thereof now or in the future in accordance Tenant's compliance with the terms of this Section. [NTD: Cascades only: The Landlord shall cause hereof and with the Cascades Lands Strata Lots Landlord’s Assignment to be acknowledged in writing by the Freehold Mortgagee, and to cause such Freehold Mortgagee to agree to be bound by Cascades Lands Strata Lots Landlord’s Assignment] The Tenant, on Notice from the Landlord or the Freehold Mortgagee shall attorn to and become a tenant of the Freehold Mortgagee upon the same terms and conditions as are set forth in the Freehold Mortgagee’s standard form attornment agreement. The Tenant shall execute an instrument or instruments and use commercially reasonable efforts to cause its Mortgagees to execute an instrument or instruments, and the Landlord shall use its commercially reasonable efforts to cause the Freehold Mortgagee to execute an instrument or instruments, confirming such subordination substantially in the form attached hereto as Schedule “G” (the “Subordination/Non-Disturbance Agreement”, such lessor or holder of such mortgage or deed of trust will not disturb Tenant's right of occupancy of the Premises in the event of a foreclosure of any such mortgage or deed of trust or a termination of such ground or underlying lease. Each Non-Disturbance Agreement shall also include Tenant's agreement to attorn and will contain such other provisions as such holder of such mortgage or deed of trust or lessor shall reasonably require in connection therewith and to which Tenant agrees in writing. (b) Landlord shall, within five (5) days after the Initial NDA Delivery Date (as defined below), with such changes as may reasonably be requested by obtain a Non-Disturbance Agreement from First National Bank of Athens (the Freehold Mortgagee and the Tenant’s Mortgagees. To the extent required by the Tenant from time to time, so long as no Event of Default has occurred and is then continuing, the Landlord agrees to provide to any subtenant under a sublease of the Demised Premises entered into in accordance with this Lease with a landlord non-disturbance agreement "CURRENT LENDER") in the form Current Lender's form, a copy of which is attached hereto as Schedule “H” Rider E (the “Sublease Acknowledgment”"INITIAL NON-DISTURBANCE AGREEMENT"). Upon the delivery to Tenant of multiple originals of the Initial Non-Disturbance Agreement to be executed by the Current Lender and the other party or parties thereto, so long as which delivery shall take place not more than two (i2) business days after the subtenant date this Lease is not an Affiliate executed by Landlord, Tenant shall, within ten (10) days after Tenant's receipt of Tenant or Covenantorthe same, (ii) execute each of the sublease in question is on market terms (including without limitation, ongoing rents thereunder) same and was entered into in good faith by Tenant, (iii) the term (including return all possible extensions thereof which the subtenant may elect to use) of such sublease does not extend beyond originals to Landlord at Landlord's address for notices set forth in Section 7.2 above (the then scheduled expiration date of Landlord's receipt of such executed originals of the Term of this Lease, (iv) Initial Non-Disturbance Agreement is herein referred to as the use of the subleased premises is consistent with (and does not breach the terms of) this Lease, and (v) the sublease does not constitute or result in a Transfer. [Schedule H, as with other Schedules, to be negotiated. However, Landlord will not be responsible to pay a sublessee any tenant improvement allowances, refurbishment allowances, moving expenses, initial build-out costs or similar cash incentives; provided, if Landlord does not make such payments, the sublessee may offset up to 75% of monthly base rent until such amounts are recovered"INITIAL NDA DELIVERY DATE").] Where the Landlord has entered into a Mortgage that requires the consent or approval of the Freehold Mortgagee to a matter in the same manner (that is, with the same standard of required discretion in granting such consent or approval) as is afforded to the Landlord in this Lease (a “Back to Back Approval Right”), then the Landlord shall not be in breach of this Lease for failing to give such consent or approval if its Freehold Mortgagee has failed to give such consent or approval pursuant to the Back to Back Approval Right. Notwithstanding the foregoing, where the Freehold Mortgagee is withholding or refusing to give such consent or approval in violation of such Back to Back Approval Right the Landlord will use commercially reasonable efforts to enforce such Back to Back Approval Right provision of the Mortgage against the Freehold Mortgagee.

Subordination Non Disturbance. This The rights of Tenant hereunder are and shall be, at the election of the Mortgagee (as hereinafter defined), subject and subordinate to the lien of such mortgage, or the lien resulting from any other method of financing or refinancing, now or hereafter in force against the Building, and to all advances made or hereafter to be made upon the security thereof (each, a “Mortgage”) entered into by and between Landlord and any such mortgagee and /or a beneficiary of any deed of trust or other such lien granted by Landlord (each, a “Mortgagee”); provided, however, that notwithstanding the foregoing, within sixty (60) days of the execution hereof, and as a condition precedent to Tenant’s obligations under this Lease, Landlord shall deliver to Tenant Mortgagee- and Landlord-executed and notarized nondisturbance agreements (“Nondisturbance Agreements”), in recordable form, from all current (and within sixty(60) days of Tenant’s request for all future) lessors under all ground leases or underlying leases, from all Mortgagees under all Mortgages affecting the Building, in commercially reasonable form and content, stating that so long as Tenant is not in default under any of the terms, 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 shall, at the option nor Tenant’s possession of the Landlord, Premises will be subject to and subordinate to any Freehold Mortgage or any part thereof now or in the future in accordance with the terms of this Section. [NTD: Cascades only: The Landlord shall cause the Cascades Lands Strata Lots Landlord’s Assignment to be acknowledged in writing by the Freehold Mortgagee, and to cause such Freehold Mortgagee to agree to be bound by Cascades Lands Strata Lots Landlord’s Assignment] The Tenant, on Notice from the Landlord or the Freehold Mortgagee shall attorn to and become a tenant of the Freehold Mortgagee upon the same terms and conditions as are set forth in the Freehold Mortgagee’s standard form attornment agreement. The Tenant shall execute an instrument or instruments and use commercially reasonable efforts to cause its Mortgagees to execute an instrument or instruments, and the Landlord shall use its commercially reasonable efforts to cause the Freehold Mortgagee to execute an instrument or instruments, confirming such subordination substantially in the form attached hereto as Schedule “G” (the “Subordination/Non-Disturbance Agreement”), with such changes as may reasonably be requested by the Freehold Mortgagee and the Tenant’s Mortgagees. To the extent required by the Tenant from time to time, so long as no Event of Default has occurred and is then continuing, the Landlord agrees to provide to any subtenant under a sublease of the Demised Premises entered into in accordance with this Lease with a landlord non-disturbance agreement in the form attached hereto as Schedule “H” (the “Sublease Acknowledgment”), so long as (i) the subtenant is not an Affiliate of Tenant or Covenantor, (ii) the sublease in question is on market terms (including without limitation, ongoing rents thereunder) and was entered into in good faith by Tenant, (iii) the term (including all possible extensions thereof which the subtenant may elect to use) of such sublease does not extend beyond the then scheduled expiration of disturbed during the Term of this LeaseLease or any extension thereof. Provided the foregoing provisions are satisfied, Tenant agrees to execute within thirty (iv30) days after request from Landlord, whatever commercially reasonable documentation may be reasonably required to further effect the use of the subleased premises is consistent with (and does not breach the terms of) this Lease, and (v) the sublease does not constitute or result in a Transfer. [Schedule H, as with other Schedules, to be negotiated. However, Landlord will not be responsible to pay a sublessee any tenant improvement allowances, refurbishment allowances, moving expenses, initial build-out costs or similar cash incentives; provided, if Landlord does not make such payments, the sublessee may offset up to 75% of monthly base rent until such amounts are recovered.] Where the Landlord has entered into a Mortgage that requires the consent or approval of the Freehold Mortgagee to a matter in the same manner (that is, with the same standard of required discretion in granting such consent or approval) as is afforded to the Landlord in this Lease (a “Back to Back Approval Right”), then the Landlord shall not be in breach provisions of this Lease for failing to give such consent or approval if its Freehold Mortgagee has failed to give such consent or approval pursuant to the Back to Back Approval Right. Notwithstanding the foregoing, where the Freehold Mortgagee is withholding or refusing to give such consent or approval in violation of such Back to Back Approval Right the Landlord will use commercially reasonable efforts to enforce such Back to Back Approval Right provision of the Mortgage against the Freehold MortgageeArticle 14.