Common use of Subordination Non Disturbance Clause in Contracts

Subordination Non Disturbance. Upon written request of Landlord, or any first mortgagee, lien of indenture holder or first deed of trust beneficiary of Lessor (“Requesting Entity”), Tenant shall, within fifteen (15) Business Days after Landlord’s reasonable request, in writing, subordinate its rights under this Lease to the lien of any mortgage, lien of indenture or first deed of trust, or to the interest of any lease in which Landlord is lessee, and to all advances made or later to be made thereunder. However, as a condition to Tenant’s obligation to sign any subordination agreement, Tenant shall have the right to obtain from the Requesting Entity, a written subordination, non-disturbance and attornment agreement in a form reasonably acceptable to Tenant providing that, such Requesting Entity shall: (a) recognize Tenant’s rights under this Lease for the full Term and agrees not to disturb Tenant’s quiet possession of the Premises as long as there is no Event of Default by Tenant, and (b) upon succeeding to Landlord’s interest in the Premises, become bound to Tenant as Landlord under this Lease. The holder of any security interest may, upon written notice to Tenant, elect to have this Lease prior to its security interest regardless of the time of the granting or recording of such security interest. In any foreclosure sale or transfer in lieu of foreclosure, Tenant shall attorn to the purchaser, transferee or lessor as the case may be, and recognize that party as Landlord under this Lease, provided such party acquires and accepts the Premises subject to all of Tenant’s rights under this Lease.

Subordination Non Disturbance. Upon written request of Landlord, or any first mortgagee, lien of indenture holder or first deed of trust beneficiary of Lessor (“Requesting Entity”), Tenant shall, within fifteen (15) Business Days after Landlord’s reasonable request, in writing, subordinate its rights under this Lease to the lien of any mortgage, lien of indenture or first deed of trust, or to the interest of any lease in which Landlord is lessee, and to all advances made or later to be made thereunder. However, as a condition to Tenant’s obligation to sign any subordination agreement, Tenant shall have the right to obtain from the Requesting Entity, a written subordination, non-disturbance and attornment agreement in a form reasonably acceptable to Tenant providing that, such Requesting Entity shall: (a) recognize Tenant’s rights under this Lease for the full Term and agrees not to disturb Tenant’s quiet possession of the Premises as long as there is no Event of Default by Tenant, and (b) upon succeeding to Landlord’s interest in the Premises, become bound to Tenant as Landlord under this Lease. The holder of any security interest may, upon written notice to Tenant, elect to have this Lease [***] Portions of this exhibit have been redacted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission prior to its security interest regardless of the time of the granting or recording of such security interest. In any foreclosure sale or transfer in lieu of foreclosure, Tenant shall attorn to the purchaser, transferee or lessor as the case may be, and recognize that party as Landlord under this Lease, provided such party acquires and accepts the Premises subject to all of Tenant’s rights under this Lease.

Subordination Non Disturbance. Upon written request Tenant agrees that this Lease is subject and subordinate to all mortgages which may now or hereafter affect or encumber all or any portion of Landlordthe Premises and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, that the foregoing provision shall only be applicable with respect to those mortgages to which Tenant has been provided a Subordination, Non-Disturbance and Attornment Agreement substantially in the form attached as Exhibit C ("Non- Disturbance Agreement"), or any first mortgagee, lien of indenture holder or first deed of trust beneficiary of Lessor (“Requesting Entity”in such other from as may be reasonably requested by Landlord's lender(s), providing generally that the mortgagee or any purchaser at the foreclosure of the mortgage will not disturb Tenant's possession of the Premises and that Tenant shall, within fifteen (15) Business Days after Landlord’s reasonable request, in writing, subordinate its rights will attorn to such mortgagee or purchaser at foreclosure as Landlord under the terms and conditions of this Lease to the lien of any mortgage, lien of indenture or first deed of trust, or upon receiving written notice that such party has succeeded to the interest of any lease in which Landlord is lessee, and to all advances made or later to be made thereunder. However, as a condition to Tenant’s obligation to sign any subordination agreement, Tenant shall have the right to obtain from the Requesting Entity, a written subordination, non-disturbance and attornment agreement in a form reasonably acceptable to Tenant providing that, such Requesting Entity shall: (a) recognize Tenant’s rights under this Lease for the full Term and agrees not to disturb Tenant’s quiet possession of the Premises as long as there is no Event of Default by Tenant, and (b) upon succeeding to Landlord’s interest in the Premises, become bound to Tenant as Landlord under this Lease. The holder of any security interest may, upon written notice to Tenant, elect to have this Lease prior to its security interest regardless of the time of the granting or recording In confirmation of such security interest. In any foreclosure sale or transfer in lieu of foreclosuresubordination, Tenant shall attorn join with any such mortgagee and execute promptly (and, in any event, within 15 days after receipt of a written request therefor) a Non-Disturbance Agreement. Tenant's obligation to join with any mortgagee in the purchaser, transferee or lessor as the case may be, and recognize that party as Landlord under this Lease, provided such party acquires and accepts the Premises subject execution of a Non-Disturbance Agreement shall be applicable with respect to all present and future mortgages to which Landlord requests Tenant's execution of Tenant’s rights under this Leasea Non- Disturbance Agreement.

Subordination Non Disturbance. Upon written request Tenant agrees that this Lease is subject and subordinate to all mortgages which may now or hereafter affect or encumber all or any portion of Landlordthe property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, that the foregoing provision shall only be applicable with respect to those mortgages to which Tenant has been provided a Subordination, Non-Disturbance and Attornment Agreement substantially in the form attached as Exhibit C ("Non-Disturbance Agreement"), or any first mortgagee, lien of indenture holder or first deed of trust beneficiary of Lessor (“Requesting Entity”in such other from as may be reasonably requested by Landlord's lender(s), providing generally that the mortgagee or any purchaser at the foreclosure of the mortgage will not disturb Tenant's possession of the Premises and that Tenant shall, within fifteen (15) Business Days after Landlord’s reasonable request, in writing, subordinate its rights will attorn to such mortgagee or purchaser at foreclosure as Landlord under the terms and conditions of this Lease to the lien of any mortgage, lien of indenture or first deed of trust, or upon receiving written notice that such party has succeeded to the interest of any lease in which Landlord is lessee, and to all advances made or later to be made thereunder. However, as a condition to Tenant’s obligation to sign any subordination agreement, Tenant shall have the right to obtain from the Requesting Entity, a written subordination, non-disturbance and attornment agreement in a form reasonably acceptable to Tenant providing that, such Requesting Entity shall: (a) recognize Tenant’s rights under this Lease for the full Term and agrees not to disturb Tenant’s quiet possession of the Premises as long as there is no Event of Default by Tenant, and (b) upon succeeding to Landlord’s interest in the Premises, become bound to Tenant as Landlord under this Lease. The holder of any security interest may, upon written notice to Tenant, elect to have this Lease prior to its security interest regardless of the time of the granting or recording In confirmation of such security interest. In any foreclosure sale or transfer in lieu of foreclosuresubordination, Tenant shall attorn join with any such mortgagee and execute promptly (and, in any event, within 15 days after receipt of a written request therefor) a Non-Disturbance Agreement. Tenant's obligation to join with any mortgagee in the purchaser, transferee or lessor as the case may be, and recognize that party as Landlord under this Lease, provided such party acquires and accepts the Premises subject execution of a Non-Disturbance Agreement shall be applicable with respect to all present and future mortgages to which Landlord requests Tenant's execution of Tenant’s rights under this Leasea Non-Disturbance Agreement.