Common use of Subordination Nondisturbance Notice to Mortgagee and Attornment Clause in Contracts

Subordination Nondisturbance Notice to Mortgagee and Attornment. 16.1 This Lease is and shall be subject and subordinate to the lien of any mortgage, deed of trust, security instrument or other document of like nature, hereinafter referred to as "Mortgage", which now or at any time hereafter may be placed upon the Premises, or any portion thereof or interest therein, and to all present and future ground or underlying leases of the Land, and to any replacements, renewals, amendments, modifications, extensions or refinancing of any of the foregoing, and to each and every advance made under any Mortgage (unless the holder of any Mortgage or the lessor under any such ground or underlying lease [such holder or lessor being hereinafter referred to as a "Mortgagee"] requires in writing that this Lease be superior thereto); provided that the Mortgagee agrees in writing that so long as no Event of Default is continuing, neither Tenant's right to quiet enjoyment under this Lease, nor the right of Tenant to continue to occupy the Premises and all portions thereof, and to conduct its business thereon in accordance with the covenants, conditions, provisions, terms and agreements of this Lease, shall be interfered with or disturbed by Landlord or anyone claiming by, through or under Landlord, including Mortgagee. Tenant agrees at any time hereafter, and from time to time within thirty (30) days after demand of Landlord, to execute and deliver to Landlord any instruments, releases or other documents that reasonably may be required to effect or confirm the subordination or superiority of this Lease to the lien of any such Mortgage or to any such ground or underlying lease. In addition, Landlord shall cause any Mortgagee currently holding a Mortgage, to agree in writing in a manner satisfactory to Tenant not to interfere with or disturb Tenant's rights as aforesaid so long as no Event of Default is continuing said writing to be delivered to Tenant within thirty (30) days of the Commencement Date. The lien of any Mortgage shall not cover Tenant's trade fixtures or other personal property located in or on the Premises. 16.2 If any Mortgagee shall succeed to the rights of Landlord under this Lease or to ownership of the Premises, whether through foreclosure or the delivery of a deed in lieu thereof, then upon the written request of such Mortgagee, and provided that such Mortgagee agrees in writing to assume and be bound by all of Landlord's obligations hereunder, Tenant shall attorn to and recognize such Mortgagee as Tenant's landlord under this Lease, and shall execute and deliver any instrument that such Mortgagee may reasonably request to evidence such attornment. Subject to the terms of Section 22.7 hereof, in the event of any other transfer of Landlord's interest hereunder, upon the written request of the transferee and Landlord, and provided such transferee agrees in writing to assume and be bound by all of Landlord's obligations hereunder, Tenant shall attorn to and recognize such transferee as Tenant's landlord under this Lease and shall execute and deliver any instrument that such transferee and Landlord reasonably may request to evidence such attornment.

Subordination Nondisturbance Notice to Mortgagee and Attornment. 16.1 This Lease is and shall be subject and subordinate to the lien of any mortgage, deed of trust, security instrument or other document of like nature, hereinafter referred to as "Mortgage", which now or at any time hereafter may be placed upon the Premises, or any portion thereof or interest therein, and to all present and future ground or underlying leases of the Land, and to any replacements, renewals, amendments, modifications, extensions or refinancing of any of the foregoing, and to each and every advance made under any Mortgage (unless the holder of any Mortgage or the lessor under any such ground or underlying lease [such holder or lessor being hereinafter referred to as a "Mortgagee"] requires in writing that this Lease be superior thereto); provided that the Mortgagee agrees in writing that so long as no Event of Default is continuing, neither Tenant's right to quiet enjoyment under this Lease, nor the right of Tenant to continue to occupy the Premises and all portions thereof, and to conduct its business thereon in accordance with the covenants, conditions, provisions, terms and agreements of this Lease, shall be interfered with or disturbed by Landlord or anyone claiming by, through or under Landlord, including Mortgagee. Tenant agrees at any time hereafter, and from time to time within thirty (30) days after demand of Landlord, to execute and deliver to Landlord any instruments, releases or other documents that reasonably may be required to effect or confirm the subordination or superiority of this Lease to the lien of any such Mortgage or to any such ground or underlying lease. In addition, Landlord shall cause any Mortgagee currently holding a Mortgage, to agree in writing in a manner satisfactory to Tenant not to interfere with or disturb Tenant's rights as aforesaid so long as no Event of Default is continuing continuing, said writing to be delivered to Tenant within thirty (30) days of the Commencement Date. The lien of any Mortgage shall not cover Tenant's trade fixtures or other personal property located in or on the Premises. 16.2 If any Mortgagee shall succeed to the rights of Landlord under this Lease or to ownership of the Premises, whether through foreclosure or the delivery of a deed in lieu thereof, then upon the written request of such Mortgagee, and provided that such Mortgagee agrees in writing to assume and be bound by all of Landlord's obligations hereunder, Tenant shall attorn to and recognize such Mortgagee as Tenant's landlord under this Lease, and shall execute and deliver any instrument that such Mortgagee may reasonably request to evidence such attornment. Subject to the terms of Section 22.7 hereof, in the event of any other transfer of Landlord's interest hereunder, upon the written request of the transferee and Landlord, and provided such transferee agrees in writing to assume and be bound by all of Landlord's obligations hereunder, Tenant shall attorn to and recognize such transferee as Tenant's landlord under this Lease and shall execute and deliver any instrument that such transferee and Landlord reasonably may request to evidence such attornment.

Subordination Nondisturbance Notice to Mortgagee and Attornment. 16.1 This 15.1 Unless subordinated by written subordination agreement signed by Tenant and subordinating the Lease is and the rights of Tenant hereunder, this Lease Agreement and all rights of Tenant herein, and all interest or estate of Tenant in the Demised Premises, or any portion thereof, including, without limitation Tenant's option to purchase the Property provided in Article XX hereof, shall be subject superior and subordinate prior to the lien of any mortgage, deed of trust, security instrument or other document of like nature, hereinafter referred to as "Mortgage", ," and to any other easement or other interest which now or at any time hereafter may be placed upon the Demised Premises, or any portion thereof or interest thereinthereof, and to all present and future ground or underlying leases of the Landby Landlord, and to any replacements, renewals, amendments, modifications, extensions or refinancing of any of the foregoingthereof, and to each and every advance made under any Mortgage (unless Mortgage. 15.2 In the holder event of any Mortgage act or the lessor under any such ground or underlying lease [such holder or lessor being hereinafter referred to as omission of Landlord constituting a "Mortgagee"] requires in writing that this Lease be superior thereto); provided that the Mortgagee agrees in writing that so long as no Event of Default is continuing, neither Tenant's right to quiet enjoyment under this Lease, nor the right of Tenant to continue to occupy the Premises and all portions thereof, and to conduct its business thereon in accordance with the covenants, conditions, provisions, terms and agreements of this Lease, shall be interfered with or disturbed default by Landlord or anyone claiming by, through or under Landlord, including Mortgagee. Tenant agrees at shall not exercise any time hereafter, remedy until Tenant has given Landlord and from time to time within any mortgagee of the Demised Premises a prior thirty (30) days after demand day written notice of Landlordsuch act or omission and until a reasonable period of time to allow Landlord or the mortgagee to remedy such act or omission shall have elapsed following the giving of such notice; provided, to execute however, if such act or omission cannot, with due diligence and deliver to Landlord any instrumentsin good faith, releases or other documents that reasonably may be required to effect or confirm the subordination or superiority of this Lease to the lien of any remedied within such Mortgage or to any such ground or underlying lease. In addition, Landlord shall cause any Mortgagee currently holding a Mortgage, to agree in writing in a manner satisfactory to Tenant not to interfere with or disturb Tenant's rights as aforesaid so long as no Event of Default is continuing said writing to be delivered to Tenant within thirty (30) days day period, the Landlord and mortgagee shall be allowed such further period of time as may be reasonably necessary provided that it commence remedying the Commencement Datesame with due diligence and in good faith within said thirty (30) day period. The lien of Nothing herein contained shall be construed or interpreted as requiring any Mortgage shall not cover Tenant's trade fixtures mortgagee to remedy such act or other personal property located in or on the Premisesomission. 16.2 15.3 If any Mortgagee mortgagee shall succeed to the rights of Landlord under this Lease Agreement or to ownership of the Demised Premises, whether through possession or foreclosure or the delivery of a deed in lieu thereofto the Demised Premises, then then, upon the written request of such Mortgagee, and provided that such Mortgagee agrees in writing mortgagee so succeeding to assume and be bound by all of Landlord's obligations rights hereunder, Tenant shall attorn to and recognize such Mortgagee mortgagee as Tenant's landlord under this LeaseLease Agreement, and shall promptly execute and deliver any instrument that such Mortgagee mortgagee may reasonably request to evidence such attornmentattornment (whether before or after making of the mortgage). Subject to the terms of Section 22.7 hereof, in In the event of any other transfer of Landlord's interest hereunder, upon the written request of the transferee and Landlord, and provided such transferee agrees in writing to assume and be bound by all of Landlord's obligations hereunder, Tenant shall attorn to and recognize such transferee as Tenant's landlord under this Lease Agreement and shall promptly execute and deliver any instrument that such transferee and Landlord may reasonably may request to evidence such attornment.

Subordination Nondisturbance Notice to Mortgagee and Attornment. 16.1 This Lease is and shall be subject and subordinate to the lien of any mortgage, deed of trust, security instrument or other document of like nature, hereinafter referred to as "Mortgage"”, which now is or at any time hereafter may be placed upon the Premises, or any portion thereof or any interest therein, and to all present and future ground or underlying leases of the LandProperty, and to any replacements, renewals, amendments, modifications, extensions or refinancing of any of the foregoing, and to each and every advance made under any Mortgage (unless the holder of any Mortgage or the lessor under any such ground or underlying lease [such holder or lessor being hereinafter referred to as a "Mortgagee"] mortgagee requires in writing that this Lease be superior thereto); provided that the Mortgagee mortgagee agrees in writing that so long as no Event of Default is continuing, neither Tenant's right to quiet enjoyment under this Lease, nor the right of Tenant to continue to occupy the Premises and all portions thereof, and to conduct its business thereon in accordance with the covenants, conditions, provisions, terms and agreements of this Lease, shall be interfered with or disturbed by Landlord or anyone claiming by, through or under Landlord, including Mortgageemortgagee. Tenant agrees at any time hereafter, and from time to time within thirty ten (3010) days after demand of Landlord, to execute and deliver to Landlord any instruments, releases or other documents that reasonably may be required to effect or confirm the subordination or superiority of this Lease to the lien of any such Mortgage or to any such ground or underlying lease. In addition, Landlord shall cause any Mortgagee currently holding a Mortgage, to agree in writing in a manner satisfactory to Tenant not to interfere with or disturb Tenant's rights as aforesaid so long as no Event of Default is continuing said writing to be delivered to Tenant within thirty (30) days of the Commencement Date. The lien of any Mortgage shall not cover Tenant's trade fixtures or other personal property located in or on the Premises. 16.2 . Initials: Landlord ; Initials Tenant: If any Mortgagee mortgagee shall succeed to the rights of Landlord under this Lease or to ownership of the Premises, whether through foreclosure or the delivery of a deed in lieu thereof, then upon the written request of such Mortgageemortgagee, and provided that such Mortgagee mortgagee agrees in writing to assume and be bound by all of Landlord's obligations hereunder, Tenant shall attorn to and recognize such Mortgagee mortgagee as Tenant's landlord under this Lease, and shall execute and deliver any instrument that such Mortgagee mortgagee may reasonably request to evidence such attornment, providing such instrument also reflects the non-disturbance obligation of such mortgagee. Subject to the terms of Section 22.7 hereof, in In the event of any other transfer of Landlord's interest hereunder, upon the written request of the transferee and Landlord, and provided such transferee agrees in writing to assume and be bound by all of Landlord's obligations hereunder, Tenant shall attorn to and recognize such transferee as Tenant's landlord under this Lease and shall execute and deliver any instrument that such transferee and Landlord reasonably may request to evidence such attornment, providing such instrument also reflects the non-disturbance obligation of such mortgagee. In the event of any act or omission by Landlord which would give Tenant the right to terminate this Lease or to claim a partial or total eviction, Tenant shall not exercise any such right until (i) it has notified mortgagee in writing if the name and address of mortgagee shall previously have been furnished by written notice to Lessee, of such act or omission, and (ii) a reasonable period for remedying such act or omission shall have elapsed following the giving of such notice, provided such holder, with reasonable diligence, shall have commenced and continued to remedy such act or omission or to cause the same to be remedied. During the period between the giving of such notice and the remedying of such act or omission, the Base Rent, and any additional rent due hereunder shall be abated and apportioned to the extent that any part of the Premises shall be untenantable. Within ten (10) days after written request by Landlord, Tenant shall deliver in a form supplied by Landlord, an estoppel certificate to Landlord as to the status of this Lease, including whether this Lease is unmodified and in full force and effect (or, if there have been modifications, that this Lease is in full force and effect as modified and identifying the modification agreements); the amount of Base Rent and additional rent then being paid and the dates to which same have been paid; whether or not there is any existing or alleged default by either party with respect to which a notice of default has been served, or any facts exist which, with the passing of time or giving of notice, would constitute a default, and if there is any such default or facts, specifying the nature and extent thereof; and any other matters pertaining to this Lease as to which Landlord shall request such certificate. Landlord, and any prospective purchaser, lender, or ground lessor shall have the right to rely on such certificate.

Subordination Nondisturbance Notice to Mortgagee and Attornment. 16.1 17.1. This Lease is and shall be subject and subordinate to the lien of any mortgage, deed of trust, security instrument or other document of like nature, hereinafter referred to as "Mortgage", which now or at any time hereafter may be placed upon the Premises, or any portion thereof or interest therein, and to all present and future ground or underlying leases of the Land, and to any replacements, renewals, amendments, modifications, extensions or refinancing of any of the foregoing, and to each and every advance made under any Mortgage (Mortgage, unless the holder of any Mortgage or the lessor under any such ground or underlying lease [(such holder or lessor being hereinafter referred to as a "Mortgagee"] ) requires in writing that this Lease be superior thereto); provided . Tenant agrees at any time hereafter, and from time to time on demand of Landlord, to execute and deliver to Landlord any instruments, releases or other documents that may be reasonably required to effect or confirm the Mortgagee agrees in writing subordination or superiority of this Lease to the lien of any such Mortgage or to any such ground or underlying lease. It is agreed, nevertheless, that so long as no Event Tenant is not in default in the payment of Default is continuingBase Rent and Additional Rent and the performance and observance of all covenants, neither conditions, provisions, terms and agreements to be performed and observed by Tenant under this Lease, that such subordination, subordination agreement or other instrument, release or document shall not interfere with, hinder or molest Tenant's right to quiet enjoyment under this Lease, nor the right of Tenant to continue to occupy the Premises and all portions thereof, and to conduct its business thereon in accordance with the covenants, conditions, provisions, terms and agreements of this Lease, shall be interfered with or disturbed by Landlord or anyone claiming by, through or under Landlord, including Mortgagee. Tenant agrees at any time hereafter, and from time to time within thirty (30) days after demand of Landlord, to execute and deliver to Landlord any instruments, releases or other documents that reasonably may be required to effect or confirm the subordination or superiority of this Lease to the lien of any such Mortgage or to any such ground or underlying lease. In addition, Landlord shall cause any Mortgagee currently holding a Mortgage, to agree in writing in a manner satisfactory to Tenant not to interfere with or disturb Tenant's rights as aforesaid so long as no Event of Default is continuing said writing to be delivered to Tenant within thirty (30) days of the Commencement Date. The lien of any such Mortgage shall not cover Tenant's trade fixtures or other personal property located in or on the Premises. Upon execution of this Lease, Landlord shall deliver to Tenant a non-disturbance agreement from each Mortgagee, in form and substance reasonably satisfactory to Tenant, which provides that Tenant shall have the right to remain in possession under this Lease and to enforce the option to purchase the Premises provided for in Article XXV below even if Mortgagee forecloses its Mortgage or accepts a deed in lieu of foreclosure. Before any additional Mortgage is placed on the Premises, a similar non-disturbance agreement shall be obtained from the Mortgagee thereunder and shall be delivered to Tenant. 16.2 17.2. In the event of any act or omission of Landlord constituting a default by Landlord, Tenant agrees to give each Mortgagee, by registered or certified mail, a copy of any notice or claim of default served upon Landlord by Tenant, provided that prior to such notice Tenant has been notified in writing (by way of service on Tenant of a copy of an assignment of Landlord's interest in leases, or otherwise) of the address of such Mortgagee. Tenant further agrees that if Landlord shall have failed to cure such default within thirty (30) days after such notice to Landlord (or if such default cannot be cured or corrected within that time, then such additional time as may be necessary if Landlord has commenced, within such thirty (30) days, and is diligently pursuing the remedies or steps necessary to cure or correct such default) then such Mortgagee shall have an additional thirty (30) days within which to cure or correct such default (or if such default cannot be cured or corrected within that time, then such additional time as may be necessary to cure or correct such default) before Tenant may exercise any right or remedy which it may have on account of any such default of Landlord; provided, however, that the foregoing cure provisions shall not apply if Tenant is deprived of the use and occupancy of the Premises. Nothing herein contained shall be construed or interpreted as requiring any Mortgagee to remedy such act or omission. 17.3. If any Mortgagee shall succeed to the rights of Landlord under this Lease or to ownership of the Premises, whether through possession or foreclosure or the delivery of a deed in lieu thereof, then upon the written request of such Mortgagee, and provided that such Mortgagee agrees in writing to assume and be bound by all of Landlord's obligations hereunder, Tenant shall attorn to and recognize such Mortgagee as Tenant's landlord under this Lease, and shall promptly execute and deliver any instrument that such Mortgagee may reasonably request to evidence such attornment. Subject to the terms of Section 22.7 hereof, in In the event of any other transfer of Landlord's interest hereunder, upon the written request of the transferee and Landlord, and provided such transferee agrees in writing to assume and be bound by all of Landlord's obligations hereunder, Tenant shall attorn to and recognize such transferee as Tenant's landlord under this Lease and shall promptly execute and deliver any instrument that such transferee and Landlord may reasonably may request to evidence such attornment. 17.4. Notwithstanding anything contained herein to the contrary, Landlord covenants and agrees that at no time during the initial sixty (60) months of the Term shall the aggregate amount of the Mortgages encumbering the Premises exceed the sum of (a) Eight Million Five Hundred Thousand Dollars ($8,500,000.00) plus (b) the excess of (i) the costs of the Improved Space over (ii) the Construction Allowance. 17.5. Tenant agrees to execute and deliver any amendment to this Lease reasonably required by any Mortgagee provided such amendment does not materially adversely affect Tenants rights and obligations hereunder.

Subordination Nondisturbance Notice to Mortgagee and Attornment. 16.1 This Lease is Agreement and all rights of Tenant therein, and all interest or estate of Tenant in the Demised Premises, or any portion thereof, shall be subject and subordinate to the lien of any mortgage, deed of trust, security instrument or other document of like nature, hereinafter referred to as "Mortgage", ," which now may be in existence as of the Commencement Date or which may hereafter at any time hereafter may be placed upon the Demised Premises, or any portion thereof or interest thereinthereof, and to all present and future ground or underlying leases of the Landby Landlord, and to any replacements, renewals, amendments, modifications, extensions or refinancing of any of the foregoingthereof, and to each and every advance made under any Mortgage (unless Mortgage. Tenant agrees at any time hereafter, and from time to time on demand of Landlord, to execute and deliver to Landlord any instruments, releases or other documents that may be reasonably required for the holder purpose of evidencing the subjecting and subordinating of this Lease Agreement to the lien of any Mortgage or the lessor under any such ground or underlying lease [such holder or lessor being hereinafter referred to as a "Mortgagee"] requires in writing that this Lease be superior thereto); provided that the Mortgagee agrees in writing Mortgage. It is agreed, however, that so long as no Event Tenant shall not be in default in the payment of Default is continuingBasic Rent and Additional Rent and the performance and observance of all covenants, neither conditions, provisions, terms and agreements to be performed and observed by Tenant under this Lease Agreement, (i) such subordination agreement or other instrument, release or document shall contain and (ii) Tenant on its own request may seek and Landlord will use its best efforts (excluding however any obligation by Landlord to pay fees or charges imposed by any such mortgagee in connection therewith) to obtain from any such Mortgagee (including the mortgagee in place as of the Commencement Date), a so-called "Nondisturbance Agreement" in reasonable form, providing that if Tenant shall not be in default as provided above, then Tenant's right to quiet enjoyment under this LeaseLease Agreement, nor the its right of Tenant to continue to occupy the Premises Demised Premises, and all portions thereof, and its right to conduct its business thereon in accordance with the covenants, conditions, provisions, terms and agreements of this Lease, herein contained shall not be interfered with with, hindered or disturbed by Landlord or anyone claiming bymolested, through or under Landlordand further that Tenant's interest in and to the Lease Agreement shall remain in full force and effect, including Mortgagee. Tenant agrees at any time hereafter, and from time the option to time within thirty (30) days after demand of Landlord, to execute and deliver to Landlord any instruments, releases or other documents that reasonably may be required to effect or confirm the subordination or superiority of this Lease to the lien of any such Mortgage or to any such ground or underlying lease. In addition, Landlord shall cause any Mortgagee currently holding a Mortgage, to agree in writing in a manner satisfactory to Tenant not to interfere with or disturb Tenant's rights as aforesaid so long as no Event of Default is continuing said writing to be delivered to Tenant within thirty (30) days of the Commencement Datepurchase under Paragraph 18.1 hereof. The lien of any such Mortgage shall not cover Tenant's trade fixtures or other personal property of Tenant located in or on the Demised Premises. 16.2 If In the event of any Mortgagee act or omission of Landlord constituting a default by Landlord, Tenant shall not exercise any remedy until Tenant has given Landlord and any mortgagee of the Demised Premises a prior thirty (30) day written notice of such act or omission and until a reasonable period of time to allow Landlord or the mortgagee to remedy such act or omission shall have elapsed following the giving of such notice; provided, however, if such act or omission cannot, with due diligence and in good faith, be remedied within such thirty (30) day period, the Landlord and 16.3 Subject to the provisions for nondisturbance language as provided in Paragraph 16.1 hereof, if any mortgagee shall succeed to the rights of Landlord under this Lease Agreement or to ownership of the Demised Premises, whether through possession or foreclosure or the delivery of a deed in lieu thereofto the Demised Premises, then then, upon the written request of such Mortgagee, and provided that such Mortgagee agrees in writing mortgagee so succeeding to assume and be bound by all of Landlord's obligations rights hereunder, Tenant shall attorn to and recognize such Mortgagee mortgagee as Tenant's landlord under this LeaseLease Agreement, and shall promptly execute and deliver any instrument that such Mortgagee mortgagee may reasonably request to evidence such attornmentattornment (whether before or after making of the mortgage). Subject to the terms of Section 22.7 hereof, in In the event of any other transfer of Landlord's interest hereunderunder this Lease Agreement, upon the written request of the transferee and Landlord, and provided such transferee agrees in writing to assume and be bound by all of Landlord's obligations hereunder, Tenant shall attorn to and recognize such transferee as Tenant's landlord under this Lease Agreement and shall promptly execute and deliver any instrument that such transferee and Landlord may reasonably may request to evidence such attornment.

Subordination Nondisturbance Notice to Mortgagee and Attornment. 16.1 15.1 Landlord agrees that upon the request of Tenant, Landlord will execute and deliver to Tenant on a form satisfactory to Tenant's lender, a waiver of right to levy upon or distrain personal property, furniture, trade fixtures, equipment, and inventory from time to time placed in, on or about the Premises by Tenant (collectively "Personalty"), which property may have a secured party with rights superior to Landlord's. Tenant may, from time to time secure financing or general credit lines, and grant lenders as security for it, a security interest in such Personalty and the right to enter and re-enter the Premises to realize upon the security covered by the security interest, and a collateral assignment of Tenant's leasehold interest in the Premises, with rights of reassignment; provided, however, such collateral assignment may be made solely for the purpose of securing Tenant's indebtedness. Upon written request by Tenant, Landlord agrees to evidence Landlord's consent in writing to such security interest and assignment, and give such lenders the same right to notice of and time to cure any default of Tenant as is provided for Tenant under the provisions of this Lease. Landlord hereby acknowledges that Landlord does not have a lien on any of Tenant's Personalty, and Landlord hereby waives its lien or related rights, if any, granted or conferred upon Landlord, by statute or otherwise, on any of Tenant's Personalty. To the extent any such lien is nevertheless imposed upon Tenant's Personalty, Landlord hereby subordinates such lien to the lien of any holder of indebtedness of Tenant. In addition, Landlord agrees to cause any mortgagee respecting the Premises specifically to acknowledge the rights of any lender to which this Section refers. This Lease is and shall be subject and subordinate to the lien of any mortgage, deed of trust, security instrument or other document of like nature, hereinafter referred to and all Mortgages (as "Mortgage", which defined below) now or at any time hereafter may be encumbering the Premises and placed upon the Premises, or any portion thereof or interest therein, on them by Landlord and to all present and future ground or underlying leases of the Land, and to any replacements, renewals, amendments, modifications, replacements and extensions or refinancing of any of the foregoingsuch Mortgages; provided, and to each and every advance made under any Mortgage (unless the holder of any Mortgage or the lessor under any such ground or underlying lease [such holder or lessor being hereinafter referred to as a "Mortgagee"] requires in writing that this Lease be superior thereto); provided however, that the Mortgagee agrees subordination contained in writing that so long as no Event of Default is continuing, neither Tenant's right to quiet enjoyment under this Lease, nor the right of Tenant to continue to occupy the Premises and all portions thereof, and to conduct its business thereon in accordance with the covenants, conditions, provisions, terms and agreements of this Lease, shall be interfered with or disturbed by Landlord or anyone claiming by, through or under Landlord, including Mortgagee. Tenant agrees at any time hereafter, and from time to time within thirty (30) days after demand of Landlord, to execute and deliver to Landlord any instruments, releases or other documents that reasonably may be required to effect or confirm the subordination or superiority of this Lease to the lien of any such Mortgage or to any such ground or underlying lease. In addition, Landlord shall cause any Mortgagee currently holding a Mortgage, to agree in writing in a manner satisfactory to Tenant not to interfere with or disturb Tenant's rights as aforesaid so long as no Event of Default is continuing said writing to be delivered to Tenant within thirty (30) days of the Commencement Date. The lien of any Mortgage Section shall not cover Tenant's trade fixtures or other personal property located in or on the Premises. 16.2 If any Mortgagee shall succeed to the rights of Landlord under this Lease or to ownership of the Premises, whether through foreclosure or the delivery of a deed in lieu thereof, then upon the written request of such Mortgagee, and provided that such Mortgagee agrees in writing to assume and be bound by all of Landlord's obligations hereunder, Tenant shall attorn to and recognize such Mortgagee as Tenant's landlord under this Lease, and shall execute and deliver any instrument that such Mortgagee may reasonably request to evidence such attornment. Subject to the terms of Section 22.7 hereof, in the event of any other transfer of Landlord's interest hereunder, upon the written request of the transferee and Landlord, and provided such transferee agrees in writing to assume and be bound by all of Landlord's obligations hereunder, Tenant shall attorn to and recognize such transferee as Tenant's landlord under this Lease and shall execute and deliver any instrument that such transferee and Landlord reasonably may request to evidence such attornment.effective with respect to