Common use of SUBORDINATION OF LEASE Clause in Contracts

SUBORDINATION OF LEASE. This Lease and all rights of Tenant hereunder are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leases, and underlying leases of the Building, Property, and/ or the Complex now or hereafter existing; (b) all mortgages which may now or hereafter affect the Building, Property, or Complex and any of such leases, whether or not such mortgages shall also cover other lands and/ or buildings; (c) each and every advance made or hereafter to be made under such mortgages; and (d) to all renewals, modifications, replacements, and extensions of such leases and such mortgages and spreaders and consolidations of such mortgages. This § 18.1 shall be self-operative, and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute and deliver any instrument that Landlord, the lessor of any such lease or the holder (“Holder”) of any such mortgage or any of their respective successors in interest may reasonably request to evidence such subordination. The leases to which this Lease is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes referred to as “Superior Leases”; the mortgages to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “Superior Mortgages”; and the lessor of a superior lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “Lessor.” Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunder.

SUBORDINATION OF LEASE. This Lease Subject to SECTION 20.1 and this SECTION 20.2, this Agreement and any and all rights of Tenant hereunder hereunder, are and shall be subject and subordinate in all respects to (a) all any ground leases, overriding leasesor master lease, and underlying leases of the Buildingall renewals, Propertyextensions, and/ or the Complex now or hereafter existing; (b) modifications and replacements thereof, and to all mortgages and deeds of trust, which may now or hereafter affect the Building, Property, Leased Property or Complex and any improvements thereon and/or any of such leases, whether or not such mortgages or deeds of trust shall also cover other lands and/ or buildings; (c) and/or buildings and/or leases, to each and every advance made or hereafter to be made under such mortgages; mortgages and (d) deeds of trust, and to all renewals, modifications, replacements, replacements and extensions of such leases and such mortgages and spreaders deeds of trust and all consolidations of such mortgagesmortgages and deeds of trust. This § 18.1 section shall be self-operative, operative and no further instrument of subordination shall be requiredrequired provided that Tenant has received a nondisturbance and attornment agreement from each Superior Mortgagee (as defined below), consistent with the provisions of this SECTION 20.2 and otherwise in form and substance reasonably satisfactory to Tenant. In confirmation of such subordination, Tenant shall promptly execute execute, acknowledge and deliver any instrument that Landlord, the lessor of under any such lease or the holder (“Holder”) of any such mortgage or the trustee or beneficiary of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. The leases Any lease to which this Lease Agreement is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes is herein called "SUPERIOR LEASE" and the lessor of a Superior Lease or its successor in interest at the time referred to as “Superior Leases”; the mortgages is herein called "SUPERIOR LANDLORD" and any mortgage or deed of trust to which this Lease Agreement is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “Superior Mortgages”; is herein called "SUPERIOR MORTGAGE" and the lessor holder, trustee or beneficiary of a superior Superior Mortgage is herein called "SUPERIOR MORTGAGEE". If any Superior Landlord or Superior Mortgagee or the nominee or designee of any Superior Landlord or Superior Mortgagee shall succeed to the rights of Landlord under this Agreement (any such person, "SUCCESSOR LANDLORD"), whether through possession or foreclosure action or delivery of a new lease or its successor in interest at deed, or otherwise, such Successor Landlord shall recognize Tenant's rights under this Agreement as herein provided and Tenant shall attorn to and recognize the time referred to is sometimes hereinafter referred to Successor Landlord as a “Lessor.” Notwithstanding the foregoing, Tenant's landlord under this Agreement and Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to shall promptly execute and deliver any instrument which that such Successor Landlord or any Holder or Lessor may present in order reasonably request to effect evidence such prioritization of the Lease, attornment (provided that such instrument does not modify any material term alter the terms of this Agreement), whereupon, this Agreement shall continue in full force and effect as a direct lease between the Successor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in this Agreement, except that the Successor Landlord (unless formerly the landlord under this Agreement or its nominee or designee) shall not be (a) liable in any way to Tenant for any act or omission, neglect or default on the part of any prior Landlord under this Agreement, (b) responsible for any monies owing by or on deposit with any prior Landlord to the credit of Tenant (except to the extent actually paid or delivered to the Successor Landlord), (c) subject to any counterclaim or setoff which theretofore accrued to Tenant against any prior Landlord, (d) bound by any modification of this Agreement subsequent to such Superior Lease or increase Mortgage, or by any previous prepayment of Rent for more than one (1) month in advance of the date due hereunder, which was not approved in writing by the Superior Landlord or the Superior Mortgagee thereto, (e) liable to Tenant beyond the Successor Landlord's interest in the Leased Property and the rents, income, receipts, revenues, issues and profits issuing from the Leased Property, (f) responsible for the performance of any work to be done by the Landlord under this Agreement to render the Leased Property ready for occupancy by Tenant’s obligations thereunder, or (g) required to remove any Person occupying the Leased Property or any part thereof, except if such person claims by, through or under the Successor Landlord. Tenant agrees at any time and from time to time to execute a suitable instrument in confirmation of Tenant's agreement to attorn, as aforesaid and Landlord agrees to provide Tenant with an instrument of nondisturbance and attornment from each such Superior Mortgagee and Superior Landlord in form and substance reasonably satisfactory to Tenant. Nothing contained in this SECTION 20.2 shall relieve Landlord from any liability to Tenant under this Agreement following the exercise of remedies by a Superior Mortgagee.

SUBORDINATION OF LEASE. This Lease and all rights of Tenant hereunder are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leases, and underlying leases of the Building, Property, and/ or the Complex Loan Documents now or hereafter existingin effect; (b) all mortgages which may now or hereafter affect provided, however, that the Buildingsubjection and subordination of this Lease and Tenant’s leasehold interest hereunder to any Loan Documents shall be conditioned upon the execution and delivery by Designated Lender, Propertyone Lender, or Complex one agent of the Lenders, under the Junior Mezzanine Loan Documents and any Tenant of such leasesa subordination, non-disturbance and attornment agreement (an “SNDA”) substantially in the form attached hereto as Schedule E. At the request of Tenant and with Tenant agreeing to reimburse Landlord, Designated Lender and one Lender, or one agent of the Lenders, under the Junior Mezzanine Loan Documents for their actual reasonable out-of-pocket costs and expenses (including its reasonable out-of-pocket legal expenses) incurred in connection therewith (whether or not such mortgages shall also cover agreements are executed), Landlord, Designated Lender and one Lender, or one agent of the Lenders, under the Junior Mezzanine Loan Documents will provide to Subtenants of Tenant who are subleasing space on commercially reasonable terms, a recognition, non-disturbance and attornment agreement in commercially reasonable form and otherwise acceptable to Landlord, Designated Lender, one Lender, or one agent of the Lenders, under the Junior Mezzanine Loan Documents and Tenant, providing, among other lands and/ things, that Landlord and Lenders will not disturb such Subtenant’s use and possession of its subleased premises upon the termination of this Lease other than due to the occurrence of the Expiration Date or buildings; upon the earlier to occur of (a) the foreclosure of the Mortgage or the recording of a deed in lieu thereof, (b) the foreclosure of the collateral pledged under the Pledge Agreement or the acceptance of an assignment in lieu thereof or (c) each to the extent affecting such Subtenant’s use and every advance made possession, any similar exercise of remedies by a Lender under the Junior Mezzanine Loan Documents. Nothing in the foregoing however shall prevent or hereafter limit the right of Landlord, or any successor landlord (including any Lender), to be made under such mortgages; and (d) to all renewals, modifications, replacements, and extensions enforce the terms of such leases and such mortgages and spreaders and consolidations of such mortgages. This § 18.1 shall be self-operative, and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute and deliver Sublease upon any instrument that Landlord, default by the lessor of any such lease or the holder (“Holder”) of any such mortgage or any of their respective successors in interest may reasonably request to evidence such subordination. The leases to which this Lease is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes referred to as “Superior Leases”; the mortgages to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “Superior Mortgages”; and the lessor of a superior lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “Lessor.” Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations Subtenant thereunder.

SUBORDINATION OF LEASE. This Lease Lease, and all rights of Tenant hereunder hereunder, are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leases, and underlying leases of the Building, Property, and/ or the Complex Premises now or hereafter existing; (b) existing and to all mortgages or trust deeds or deeds of trust (all of which are hereafter referred to collectively as "Mortgages"), that may now or hereafter affect or encumber all or any portion of Landlord's interest in the BuildingPremises; provided, Propertyhowever, or Complex that this subordination shall not apply to any new Mortgage placed upon the premises unless and any of such leases, whether or not such mortgages until Tenant is provided with a reasonable nondisturbance agreement executed by the applicable Superior Party (defined below). This subordination shall also cover other lands and/ or buildings; (c) apply to each and every advance made made, or hereafter to be made made, under such mortgagesMortgages; and (d) to all renewals, modifications, replacements, replacements and extensions of such leases Mortgages; and such mortgages and spreaders to "spreaders" and consolidations of such mortgagesMortgages. This § 18.1 Section 6.1 shall be self-operative, operative and no further instrument of or subordination shall be required. In ; however, in confirmation of such subordination, Tenant shall promptly execute from time to time execute, acknowledge and deliver any instrument that Landlord, the lessor of any such lease or the holder (“Holder”) of any such mortgage or any of their respective successors Landlord may from time to time reasonably require in interest may reasonably request order to evidence or confirm such subordination. The leases Landlord shall use its best efforts to have any existing Superior Mortgagee provide Tenant with a reasonable nondisturbance agreement executed by such Superior Mortgagee. Tenant acknowledges that this Lease has been (and, in the future, may be) assigned by Landlord to a Superior Mortgagee (defined below) as additional collateral security for the loans secured by the Superior Mortgage (defined below) held by such Superior Mortgagee. Any ground lease to which this Lease is, at the time referred to, is subject and subordinate pursuant to this Article 18 are hereinafter sometimes referred to as “Superior Leases”; the mortgages to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “Superior Mortgages”; and the lessor of a superior lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “"Superior Lease," the lessor under a Superior Lease is hereinafter referred to as a "Superior Lessor," and the lessee thereunder, a "Superior Lessee"; and any Mortgage to which this Lease is subject and subordinate is hereinafter referred to as a "Superior Mortgage," and the holder of a Superior Mortgage is hereinafter referred to as a "Superior Mortgagee.” " Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, this Lease may be made senior to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage Mortgage, if and only if the Superior Mortgagee thereunder so requests. The term Superior Mortgagee and Superior Lessor are hereinafter collectively referred to as a "Superior Party" or "Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunderParties".

SUBORDINATION OF LEASE. This Lease and all rights of Tenant hereunder are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leases, and underlying leases of the Building, Property, and/ or and/or the Complex now or hereafter existing; (b) all mortgages which may now or hereafter affect the Building, Property, or Complex and any of such leases, whether or not such mortgages shall also cover other lands and/ or and/or buildings; (c) each and every advance made or hereafter to be made under such mortgages; and (d) to all renewals, modifications, replacements, and extensions of such leases and such mortgages and spreaders and consolidations of such mortgages. This § S 18.1 shall be self-operative, and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute and deliver any instrument that Landlord, the lessor of any such lease or the holder (“"Holder”") of any such mortgage or any of their respective successors in interest may reasonably request to evidence such subordination. The leases to which this Lease is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes referred to as “"Superior Leases”"; the mortgages to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “"Superior Mortgages”"; and the lessor of a superior lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “"Lessor.” " Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s 's obligations thereunder.

SUBORDINATION OF LEASE. This Lease Subject to Section 20.1 and this ---------------------- ------------ Section 20.2, this Agreement, any and all rights of Tenant hereunder hereunder, are and ------------ shall be subject and subordinate in all respects to (a) all any ground leases, overriding leasesor master lease, and underlying leases of the Buildingall renewals, Propertyextensions, and/ or the Complex now or hereafter existing; (b) modifications and replacements thereof, and to all mortgages and deeds of trust, which may now or hereafter affect the Building, Property, Leased Property or Complex and any improvements thereon and/or any of such leases, whether or not such mortgages or deeds of trust shall also cover other lands and/ or buildings; (c) and/or buildings and/or leases, to each and every advance made or hereafter to be made under such mortgages; mortgages and (d) deeds of trust, and to all renewals, modifications, replacements, replacements and extensions of such leases and such mortgages and spreaders deeds of trust and all consolidations of such mortgagesmortgages and deeds of trust. This § 18.1 section shall be self-operative, operative and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute execute, acknowledge and deliver any instrument that Landlord, the lessor of under any such lease or the holder (“Holder”) of any such mortgage or the trustee or beneficiary of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. The leases Any lease to which this Lease Agreement is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes is herein called "Superior Lease" and the -------------- lessor of a Superior Lease or its successor in interest at the time referred to as “to, is herein called "Superior Leases”; the mortgages Landlord" and any mortgage or deed of trust to which ----------------- this Lease Agreement is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “subordinate, is herein called "Superior Mortgages”; Mortgage" and the lessor holder, trustee or beneficiary of a superior lease Superior ----------------- Mortgage is herein called "Superior Mortgagee". Tenant shall have no ------------------ obligations under any Superior Lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “Lessor.” Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Leaseother than those expressly set forth in this Section 20.2. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunder.------------

SUBORDINATION OF LEASE. This Lease Subject to Section 20.1 and this Section ---------------------- ------------ ------- 20.2, this Agreement, any and all rights of Tenant hereunder hereunder, are and shall be subject and subordinate in all respects to (a) all any ground leases, overriding leasesor master lease, and underlying leases of the Buildingall renewals, Propertyextensions, and/ or the Complex now or hereafter existing; (b) modifications and replacements thereof, and to all mortgages and deeds of trust, which may now or hereafter affect the Building, Property, Leased Property or Complex and any improvements thereon and/or any of such leases, whether or not such mortgages or deeds of trust shall also cover other lands and/ or buildings; (c) and/or buildings and/or leases, to each and every advance made or hereafter to be made under such mortgages; mortgages and (d) deeds of trust, and to all renewals, modifications, replacements, replacements and extensions of such leases and such mortgages and spreaders deeds of trust and all consolidations of such mortgagesmortgages and deeds of trust. This § 18.1 section shall be self-operative, operative and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute execute, acknowledge and deliver any instrument that Landlord, the lessor of under any such lease or the holder (“Holder”) of any such mortgage or the trustee or beneficiary of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. The leases Any lease to which this Lease Agreement is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes is herein called "Superior Lease" and the lessor of a -------------- Superior Lease or its successor in interest at the time referred to as “to, is herein called "Superior Leases”; the mortgages Landlord" and any mortgage or deed of trust to which this Lease ----------------- Agreement is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “subordinate, is herein called "Superior Mortgages”; Mortgage" and the lessor holder, trustee or beneficiary of a superior lease Superior ----------------- Mortgage is herein called "Superior Mortgagee". Tenant shall have no ------------------ obligations under any Superior Lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “Lessor.” Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Leaseother than those expressly set forth in this Section 20.2. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunder.------------

SUBORDINATION OF LEASE. This Lease Subject to Section 20.1 and this Section 20.2, this Agreement and any and all rights of Tenant hereunder hereunder, are and shall be subject and subordinate in all respects to (a) all any ground leases, overriding leasesor master lease, and underlying leases of the Buildingall renewals, Propertyextensions, and/ or the Complex now or hereafter existing; (b) modifications and replacements thereof, and to all mortgages and deeds of trust, which may now or hereafter affect the Building, Property, Leased Property or Complex and any improvements thereon and/or any of such leases, whether or not such mortgages or deeds of trust shall also cover other lands and/ or buildings; (c) and/or buildings and/or leases, to each and every advance made or hereafter to be made under such mortgages; mortgages and (d) deeds of trust, and to all renewals, modifications, replacements, replacements and extensions of such leases and such mortgages and spreaders deeds of trust and all consolidations of such mortgagesmortgages and deeds of trust. This § 18.1 section shall be self-operative, operative and no further instrument of subordination shall be requiredrequired provided that Tenant has received a nondisturbance and attornment agreement from each Superior Mortgagee (as defined below), consistent with the provisions of this Section 20.2 and otherwise in form and substance reasonably satisfactory to Tenant. In confirmation of such subordination, Tenant shall promptly execute execute, acknowledge and deliver any instrument that Landlord, the lessor of under any such lease or the holder (“Holder”) of any such mortgage or the trustee or beneficiary of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. The leases Any lease to which this Lease Agreement is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes is herein called "Superior Lease" and the lessor of a Superior Lease or its successor in interest at the time referred to as “is herein called "Superior Leases”; the mortgages Landlord" and any mortgage or deed of trust to which this Lease Agreement is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “is herein called "Superior Mortgages”; Mortgage" and the lessor holder, trustee or beneficiary of a superior lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “Lessor.” Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or is herein called "Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunderMortgagee".

SUBORDINATION OF LEASE. This Lease Subject to Section 19.1 and this Section 19.2, this Agreement, any and all rights of Tenant hereunder hereunder, are and shall be subject and subordinate in all respects to (a) all any ground leases, overriding leasesor master lease, and underlying leases of the Buildingall renewals, Propertyextensions, and/ or the Complex now or hereafter existing; (b) modifications and replacements thereof, and to all mortgages and deeds of trust, which may now or hereafter affect the Building, Property, Leased Property or Complex and any improvements thereon and/or any of such leases, whether or not such mortgages or deeds of trust shall also cover other lands and/ or buildings; (c) and/or buildings and/or leases, to each and every advance made or hereafter to be made under such mortgages; mortgages and (d) deeds of trust, and to all renewals, modifications, replacements, replacements and extensions of such leases and such mortgages and spreaders deeds of trust and all consolidations of such mortgagesmortgages and deeds of trust. This § 18.1 section shall be self-operative, operative and no further instrument of subordination shall be requiredrequired provided that Tenant has received a nondisturbance and attornment agreement from each Superior Mortgagee and/or Superior Landlord, consistent with the provisions of this Section 19.2 and otherwise in form and substance reasonably satisfactory to Tenant. In confirmation of such subordination, Tenant shall promptly execute execute, acknowledge and deliver any instrument that Landlord, the lessor of under any such lease or the holder (“Holder”) of any such mortgage or the trustee or beneficiary of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. The leases Any lease to which this Lease Agreement is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes is herein called "Superior Lease" and the lessor of a Superior Lease or its successor in interest at the time referred to as “to, is herein called "Superior Leases”; the mortgages Landlord" and any mortgage or deed of trust to which this Lease Agreement is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “subordinate, is herein called "Superior Mortgages”; Mortgage" and the lessor holder, trustee or beneficiary of a superior Superior Mortgage is herein called "Superior Mortgagee". Tenant shall have no obligations under any Superior Lease or Superior Mortgage other than those expressly set forth in this Section 19.2. If any Superior Landlord or Superior Mortgagee or the nominee or designee of any Superior Landlord or Superior Mortgagee shall succeed to the rights of Landlord under this Agreement (any such person, "Successor Landlord"), whether through possession or foreclosure action or delivery of a new lease or its successor in interest at deed, or otherwise, such Successor Landlord shall recognize Tenant's rights under this Agreement as herein provided and Tenant shall attorn to and recognize the time referred to is sometimes hereinafter referred to Successor Landlord as a “Lessor.” Notwithstanding the foregoing, Tenant's landlord under this Agreement and Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to shall promptly execute and deliver any instrument which that such Successor Landlord or any Holder or Lessor may present in order reasonably request to effect evidence such prioritization of the Lease, attornment (provided that such instrument does not modify any material term alter the terms of this Agreement), whereupon, this Agreement shall continue in full force and effect as a direct lease between the Successor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in this Agreement, except that the Successor Landlord (unless formerly Landlord under this Agreement or its nominee or designee) shall not be (a) liable in any way to Tenant for any act or omission, neglect or default on the part of any prior Landlord under this Agreement, (b) responsible for any monies owing by or on deposit with any prior Landlord to the credit of Tenant (except to the extent actually paid or delivered to the Successor Landlord), (c) subject to any counterclaim or setoff which theretofore accrued to Tenant against any prior Landlord, (d) bound by any modification of this Agreement subsequent to such Superior Lease or increase Mortgage, or by any previous prepayment of Minimum Rent or Additional Rent for more than one (1) month in advance of the date due hereunder, which was not approved in writing by the Superior Landlord or the Superior Mortgagee thereto, (e) liable to Tenant beyond the Successor Landlord's interest in the Leased Property and the rents, income, receipts, revenues, issues and profits issuing from the Leased Property, (f) responsible for the performance of any work to be done by Landlord under this Agreement to render the Leased Property ready for occupancy by Tenant (subject to Landlord's obligations under Section 5.1.3(b) or with respect to any insurance or Condemnation proceeds), or (g) required to remove any Person occupying the Leased Property or any part thereof, except if such person claims by, through or under the Successor Landlord. Tenant agrees at any time and from time to time to execute a suitable instrument in confirmation of Tenant’s obligations thereunder's agreement to attorn, as aforesaid and Landlord agrees to provide Tenant with an instrument of nondisturbance and attornment from each such Superior Mortgagee and Superior Landlord in form and substance reasonably satisfactory to Tenant. Nothing contained in this Section 19.2 shall relieve Landlord from any liability to Tenant under this Agreement following the exercise of remedies by a Superior Mortgagee.

SUBORDINATION OF LEASE. This Lease Lease, and all rights right of Tenant hereunder ----------------------- are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leases, and underlying leases of the Building, Property, and/ or the Complex Building now or hereafter existing; (b) existing and to all mortgages mortgages, or trust deeds in the nature of a mortgage, both referred to hereafter as mortgages, which may now or hereafter affect or encumber the Building, Property, or Complex and Building and/or any of such leases, lease (whether or not such mortgages shall also cover other lands and/ or buildings; (c) and/or building and/or leases). This subordination shall likewise apply to each and every advance made or hereafter to be made under such mortgages; and (d) to all renewals, modifications, replacements, and extensions of such leases and such mortgages and to spreaders and consolidations of such mortgages. This § 18.1 Paragraph 17.1 shall be self-operative, operative and no further instrument of subordination shall be required. In However, in confirmation of such subordination, Tenant shall promptly execute execute, acknowledge and deliver any instrument that Landlord, the lessor of under any such ground lease or the holder (“Holder”) of any such mortgage (or any of their respective successors in interest successors-in-interest) may reasonably request to evidence such subordination. The leases If Tenant fails to execute, acknowledge or deliver any such instrument within ten (10) days after request therefor, Tenant hereby irrevocably constitutes and appoints landlord as Tenant's attorney-in-fact, which appointment is agreed to be coupled with an interest, to execute and deliver such instruments for and on behalf of Tenant. Any lease to which this Lease is, at the time referred to, is subject and subordinate pursuant to this Article 18 are is hereinafter sometimes referred to as “a "Superior Leases”; the mortgages to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “Superior Mortgages”; Lease" and the lessor of a superior lease or its successor in interest at the time Superior Lease is hereinafter referred to as "Superior Lessor" and the lessee as a "Superior Lessee"; and any mortgage to which this Lease is sometimes subject and subordinate is hereinafter referred to as a “Lessor.” Notwithstanding "Superior Mortgage" and the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority holder of the Lease with respect to any particular a Superior Mortgage or is hereinafter referred to as a "Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunderMortgagee".

SUBORDINATION OF LEASE. This Lease and all rights of Tenant hereunder are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leases, and underlying leases of the Building, Property, and/ or and/or the Complex now or hereafter existing; (b) all mortgages which may now or hereafter affect the Building, Property, or Complex and any of such leases, whether or not such mortgages shall also cover other lands and/ or and/or buildings; (c) each and every advance made or hereafter to be made under such mortgages; and (d) to all renewals, modifications, replacements, and extensions of such leases and such mortgages and spreaders and consolidations of such mortgages. This § 18.1 shall be self-operative, and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute and deliver any instrument that Landlord, the lessor of any such lease or the holder (“Holder”) of any such mortgage or any of their respective successors in interest may reasonably request to evidence such subordination. The leases to which this Lease is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes referred to as “Superior Leases”; the mortgages to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “Superior Mortgages”; and the lessor of a superior lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “Lessor.” Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Oyster Point Marina Plaza Office Lease Kashiwa Fudosan America, Inc. :: Satsuma Pharmaceuticals, Inc. [Suite 221 (400 OPB); 4,148 rsf] Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunder.

SUBORDINATION OF LEASE. This Lease and all rights of Tenant hereunder are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leases, and underlying leases of the Building, Property, and/ or and/or the Complex now or hereafter existing; (b) all mortgages which may now or hereafter affect the Building, Property, or Complex and any of such leases, whether or not such mortgages shall also cover other lands and/ or and/or buildings; (c) each and every advance made or hereafter to be made under such mortgages; and (d) to all renewals, modifications, replacements, and extensions of such leases and such mortgages and spreaders and consolidations of such mortgages. This § 18.1 18.l shall be self-operative, and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute and deliver any instrument that Landlord, the lessor of any such lease or the holder (“Holder”) of any such mortgage or any of their respective successors in interest may reasonably request to evidence such subordination. The leases to which this Lease is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes referred to as “Superior Leases”; the mortgages to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “Superior Mortgages”; and the lessor of a superior lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “Lessor.” Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunder.

SUBORDINATION OF LEASE. This Lease Subject to Section 20.1 and this ---------------------- ------------ Section 20.2, this Agreement, any and all rights of Tenant hereunder hereunder, are and ------------ shall be subject and subordinate in all respects to (a) all any ground leases, overriding leasesor master lease, and underlying leases of the Buildingall renewals, Propertyextensions, and/ or the Complex now or hereafter existing; (b) modifications and replacements thereof, and to all mortgages and deeds of trust, which may now or hereafter affect the Building, Property, Leased Property or Complex and any improvements thereon and/or any of such leases, whether or not such mortgages or deeds of trust shall also cover other lands and/ or buildings; (c) and/or buildings and/or leases, to each and every advance made or hereafter to be made under such mortgages; mortgages and (d) deeds of trust, and to all renewals, modifications, replacements, replacements and extensions of such leases and such mortgages and spreaders deeds of trust and all consolidations of such mortgagesmortgages and deeds of trust. This § 18.1 section shall be self-operative, operative and no further instrument of subordination shall be requiredrequired provided that Tenant has received a nondisturbance and attornment agreement from each Superior Mortgagee, consistent with the provisions of this Section 20.2 and ------------ otherwise in form and substance reasonably satisfactory to Tenant, the benefits of which agreement shall also extend to any Leasehold Mortgagee. In confirmation of such subordination, Tenant shall promptly execute execute, acknowledge and deliver any instrument that Landlord, the lessor of under any such lease or the holder (“Holder”) of any such mortgage or the trustee or beneficiary of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. The leases Any lease to which this Lease Agreement is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes is herein called "Superior Lease" and the -------------- lessor of a Superior Lease or its successor in interest at the time referred to as “to, is herein called "Superior Leases”; the mortgages Landlord" and any mortgage or deed of trust to which ----------------- this Lease Agreement is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “subordinate, is herein called "Superior Mortgages”; Mortgage" and the lessor holder, trustee or beneficiary of a superior Superior ----------------- Mortgage is herein called "Superior Mortgagee". Tenant shall have no ------------------ obligations under any Superior Lease or Superior Mortgage other than those expressly set forth in this Section 20.2. ------------ If any Superior Landlord or Superior Mortgagee or the nominee or designee of any Superior Landlord or Superior Mortgagee shall succeed to the rights of Landlord under this Agreement (any such person, "Successor Landlord"), ------------------ whether through possession or foreclosure action or delivery of a new lease or its successor in interest at deed, or otherwise, such Successor Landlord shall recognize Tenant's rights under this Agreement as herein provided and Tenant shall attorn to and recognize the time referred to is sometimes hereinafter referred to Successor Landlord as a “Lessor.” Notwithstanding the foregoing, Tenant's landlord under this Agreement and Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to shall promptly execute and deliver any instrument which that such Successor Landlord or any Holder or Lessor may present in order reasonably request to effect evidence such prioritization of the Lease, attornment (provided that such instrument does not modify any material term alter the terms of this Agreement), whereupon, this Agreement shall continue in full force and effect as a direct lease between the Successor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in this Agreement, except that the Successor Landlord (unless formerly the landlord under this Agreement or its nominee or designee) shall not be (a) liable in any way to Tenant for any act or omission, neglect or default on the part of any prior Landlord under this Agreement, (b) responsible for any monies owing by or on deposit with any prior Landlord to the credit of Tenant (except to the extent actually paid or delivered to the Successor Landlord), (c) subject to any counterclaim or setoff which theretofore accrued to Tenant against any prior Landlord, (d) bound by any modification of this Agreement subsequent to such Superior Lease or increase Mortgage, or by any previous prepayment of Minimum Rent or Additional Rent for more than one (1) month in advance of the date due hereunder, which was not approved in writing by the Superior Landlord or the Superior Mortgagee thereto, (e) liable to Tenant beyond the Successor Landlord's interest in the Leased Property and the rents, income, receipts, revenues, issues and profits issuing from the Leased Property, (f) responsible for the performance of any work to be done by the Landlord under this Agreement to render the Leased Property ready for occupancy by Tenant (subject to Landlord's obligations under Section 5.1.2(b) or ---------------- with respect to any insurance or Condemnation proceeds), or (g) required to remove any Person occupying the Leased Property or any part thereof, except if such person claims by, through or under the Successor Landlord. Tenant agrees at any time and from time to time to execute a suitable instrument in confirmation of Tenant’s obligations thereunder's agreement to attorn, as aforesaid and Landlord agrees to provide Tenant with an instrument of nondisturbance and attornment from each such Superior Mortgagee and Superior Landlord in form and substance reasonably satisfactory to Tenant. Nothing contained in this Section 20.2 shall relieve ------------ Landlord from any liability to Tenant under this Agreement following the exercise of remedies by a Superior Mortgage.

SUBORDINATION OF LEASE. This Lease Lease, and all rights of Tenant hereunder hereunder, are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leases, and underlying leases of the Building, Property, and/ or the Complex Premises now or hereafter existing; (b) existing and to all mortgages or trust deeds (all of which are hereafter referred to collectively as "Mortgages"), that may now or hereafter affect or encumber all or any portion of the Building, Property, or Complex and any of such leases, whether or not such mortgages Premises. This subordination shall also cover other lands and/ or buildings; (c) apply to each and every advance made made, or hereafter to be made made, under such mortgagesMortgages; and (d) to all renewals, modifications, replacements, replacements and extensions of such leases Mortgages; and such mortgages and spreaders to "spreaders" and consolidations of such mortgagesMortgages. This § 18.1 Section 4.1 shall be self-operative, operative and no further instrument of subordination shall be required. In ; however, in confirmation of such subordination, Tenant shall from time to time promptly execute execute, acknowledge and deliver any instrument that Landlord, the lessor of any such lease or the holder (“Holder”) of any such mortgage or any of their respective successors Landlord may from time to time reasonably require in interest may reasonably request order to evidence or confirm such subordination. The leases Tenant acknowledges that this Lease has been (and, in the future, may be) assigned by Landlord to a Superior Mortgagee, (defined below) as additional collateral security for the loans secured by the Superior Mortgagee (defined below) held by such Superior Mortgagee. Any ground lease to which this Lease is, at the time referred to, is subject and subordinate pursuant to this Article 18 are is hereinafter sometimes referred to as “a "Superior Leases”; the mortgages to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “Superior Mortgages”; Lease," and the lessor of a superior lease or its successor in interest at the time referred to Superior Lease is sometimes hereinafter referred to as a “"Superior Lessor; and the Lessee thereunder, a "Superior Lessee"; and any Mortgage to which this Lease is subject and subordinate is hereinafter referred to as a "Superior Mortgage," and the holder of a Superior Mortgage is hereinafter referred to as a "Superior Mortgagee.” " Notwithstanding the foregoing, Tenant agreesat Landlord's election, upon written request from Landlord or any Holder or Lessor, this Lease may be made senior to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Mortgage, if and only if the Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the LeaseMortgagee, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunderthereunder so requests.

SUBORDINATION OF LEASE. This Lease and all rights of Tenant hereunder are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leases, and underlying leases of the Building, Property, and/ or and/or the Complex now or hereafter existing; (b) all mortgages which may now or hereafter affect the Building, Property, or Complex and any of such leases, whether or not such mortgages shall also cover other lands and/ or and/or buildings; (c) each and every advance made or hereafter to be made under such mortgages; and (d) to all renewals, modifications, replacements, and extensions of such leases and such mortgages and spreaders and consolidations of such mortgages. This § ss. 18.1 shall be self-operative, and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute and deliver any instrument that Landlord, the lessor of any such lease or the holder (“"Holder”") of any such mortgage or any of their respective successors in interest may reasonably request to evidence such subordination. The leases to which this Lease is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes referred to as “"Superior Leases”"; the mortgages to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “"Superior Mortgages”"; and the lessor of a superior lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “"Lessor.” " Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s 's obligations thereunder.

SUBORDINATION OF LEASE. This Lease Subject to Section 22.1 above and the last paragraph of this Section 22.2, the applicable Lease, any and all rights of Tenant hereunder hereunder, are and shall be subject and subordinate in all respects to (a) all any ground leases, overriding leasesor master lease, and underlying leases of the Buildingall renewals, Propertyextensions, and/ or the Complex now or hereafter existing; (b) modifications and replacements thereof, and to all mortgages and deeds of trust, which may now or hereafter affect the Building, Property, applicable Leased Property or Complex and any improvements thereon and/or any of such leases, whether or not such mortgages or deeds of trust shall also cover other lands and/ or buildings; (c) and/or buildings and/or leases, to each and every advance made or hereafter to be made under such mortgages; mortgages and (d) deeds of trust, and to all renewals, modifications, replacements, replacements and extensions of such leases and such mortgages and spreaders deeds of trust and all consolidations of such mortgagesmortgages and deeds of trust. This § 18.1 Section shall be self-operative, operative and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute execute, acknowledge and deliver any instrument instrxxxxx that Landlord, the lessor of under any such lease or the holder (“Holder”) of any such mortgage or the trustee or beneficiary of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. The leases Any lease to which this the applicable Lease is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes is herein called "Superior Lease" and the lessor of a Superior Lease or its successor in interest at the time referred to as “to, is herein called "Superior Leases”; the mortgages Landlord" and any mortgage or deed of trust to which this the applicable Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “subordinate, is herein called "Superior Mortgages”; Mortgage" and the lessor holder, trustee or beneficiary of a superior Superior Mortgage is herein called "Superior Mortgagee". If any Superior Landlord or Superior Mortgagee or the nominee or designee of any Superior Landlord or Superior Mortgagee shall succeed to the rights of Landlord under the applicable Lease, whether through possession or foreclosure action or delivery of a new lease or its successor in interest deed, or otherwise, then at the time referred request of such party so succeeding to is sometimes hereinafter referred Landlord's rights (herein called "Successor Landlord") and upon such Successor Landlord's written agreement to accept Tenant's attornment, Tenant shall attorn to and recognize such Successor Landlord as Tenant's landlord under the applicable Lease, and shall promptly xxxxxte and deliver any instrument that such Successor Landlord may reasonably request to evidence such attornment. Upon such attornment, the applicable Lease shall continue in full force and effect as a “Lessor.” Notwithstanding direct lease between the foregoingSuccessor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in the applicable Lease, except that the Successor Landlord (unless formerly the landlord under the applicable Lease or its nominee or designee) shall not be (a) liable in any way to Tenant agreesfor any act or omission, upon written request from neglect or default on the part of Landlord under the applicable Lease, (b) responsible for any monies owing by or on deposit with Landlord to the credit of Tenant, (c) subject to any counterclaim or setoff which theretofore accrued to Tenant against Landlord, (d) bound by any modification of the applicable Lease subsequent to such Superior Lease or Mortgage, or by any previous prepayment of Minimum Rent or Additional Rent for more than one (1) month, which was not approved in writing by the Superior Landlord or the Superior Mortgagee thereto, (e) liable to the Tenant beyond the Successor Landlord's interest in the applicable Leased Property and the rents, income, receipts, revenues, issues and profits is suing from such Leased Property, (f) responsible for the performance of any Holder work to be done by the Landlord under the applicable Lease to render the applicable Leased Property ready for occupancy by Tenant, or Lessor(g) required to remove any Person occupying the applicable Leased Property or any part thereof, except if such person claims by, through or under the Successor Landlord. Tenant agrees at any time and from time to reorder time to execute a suitaxxx xnstrument in confirmation of Tenant's agreement to attorn, as aforesaid. Tenant's oblixxxxxx to subordinate the relative priority of the applicable Lease with respect and Tenant's rights hereunder to any particular Superior Mortgage or Superior Lease xxx xo attorn to any Successor Landlord, shall be conditioned upon Landlord obtaining from any Superior Mortgagee or Superior Landlord, an agreement which shall be executed by Tenant and such Superior Mortgagee or Superior Landlord which shall provide in substance that so long as no Event of Default exists as would entitle Landlord or any such Superior Mortgagee or Superior Landlord to subordinate terminate the lien applicable Lease or would cause, without any further action of Landlord or such Superior Mortgagee or Superior Landlord, the termination of the applicable Lease or would entitle Landlord or such Superior Mortgagee or Superior Landlord to dispossess Tenant, the applicable Lease shall not be terminated, nor shall Tenant's use, possession or enjoyment of the applicable Leased Property, in accordance with the terms and provisions of the applicable Lease, be interfered with, nor shall the leasehold estate granted by the applicable Lease be affected in any other manner, in any foreclosure or any action or proceeding instituted under or in connection with such Superior Mortgage or Superior Lease, or in the event such Superior Mortgagee or Superior Landlord takes possession of the applicable Leased Property pursuant to any provisions of such Superior Mortgage or Superior Lease, unless Landlord or such Superior Mortgagee or Superior Landlord would have had such right of termination pursuant to the applicable Lease. Such agreement shall be in form customarily used by the holder of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunder.

SUBORDINATION OF LEASE. This Lease Lease, and all rights of Tenant hereunder hereunder, are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leases, and underlying leases of the Building, Property, and/ or the Complex Property now or hereafter existing; (b) existing and to all mortgages or trust deeds (all of which are hereafter referred to collectively as "Mortgages"), which may now or hereafter affect or encumber all or any portion of the Property and the Building, Property, or Complex and any of such leases, whether or not such mortgages . This subordination shall also cover other lands and/ or buildings; (c) apply to each and every advance made made, or hereafter to be made made, under such mortgagesMortgages; and (d) to all renewals, modifications, replacements, replacements and extensions of such leases Mortgages; and such mortgages and spreaders to "spreaders" and consolidations of such mortgages. This § 18.1 shall be self-operative, and no further instrument of subordination shall be requiredMortgages. In confirmation of such subordination, Tenant shall from time to time promptly execute execute, acknowledge and deliver any instrument that Landlord, the lessor of any such lease or the holder (“Holder”) of any such mortgage or any of their respective successors Landlord may from time to time reasonably require in interest may reasonably request order to evidence or confirm such subordination. The leases Subject to the provisions of Section 6.3 if Tenant fails to execute, acknowledge or deliver any such instrument within twenty (20) days after request therefor, Tenant hereby irrevocably constitutes and appoints Landlord as Tenant's attorney-in-fact, which appointment is coupled with an interest, to execute and deliver any such instruments for and on behalf of Tenant. Tenant acknowledges that this Lease has been (and, in the future, may be) assigned by Landlord to a Superior Mortgagee (defined below) as additional collateral security for the loans secured by the Superior Mortgage (defined below) held by such Superior Mortgagee. Any ground lease to which this Lease is, at the time referred to, is subject and subordinate pursuant to this Article 18 are hereinafter sometimes referred to as “Superior Leases”; the mortgages to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “Superior Mortgages”; and the lessor of a superior lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “"Superior Lease," the lessor under a Superior Lease is hereinafter referred to as a "Superior Lessor", and the lessee thereunder, a "Superior Lessee"; and any Mortgage to which this Lease is subject and subordinate is hereinafter referred to as a "Superior Mortgage," and the holder of a Superior Mortgage is hereinafter referred to as a "Superior Mortgagee.” " Notwithstanding the foregoing, Tenant agreesat Landlord's election, upon written request from Landlord or any Holder or Lessor, this Lease may be made senior to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Mortgage, if and only if the Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunderMortgagee thereunder so requests.

SUBORDINATION OF LEASE. This Lease Lease, and any and all rights of Tenant hereunder hereunder, are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leasesany Facility Mortgage and the other related Facility Loan Documents, and underlying leases of the Buildingall renewals, Propertyextensions, and/ or the Complex now or hereafter existing; (b) all mortgages which may now or hereafter affect the Buildingmodifications, Propertyconsolidations and replacements thereof, or Complex and any of such leases, whether or not such mortgages shall also cover other lands and/ or buildings; (c) to each and every advance made or hereafter to be made under any such mortgages; and (d) to all renewals, modifications, replacements, and extensions of such leases and such mortgages and spreaders and consolidations of such mortgagesFacility Mortgage or other related Facility Loan Documents. This § 18.1 Section shall be self-operative, operative and no further instrument of subordination shall be required, provided, however, that Tenant shall execute a memorandum of lease in form and substance reasonably satisfactory to Landlord and Facility Mortgagee and in recordable form which specifically includes the subordination provisions of this Section 9.1. In Notwithstanding and without limiting the foregoing, in confirmation of such subordination, Tenant shall promptly execute execute, acknowledge and deliver any instrument that Landlord, the lessor of any such lease or the holder (“Holder”) of any such mortgage Facility Mortgagee, or any of their respective successors in interest may reasonably request to evidence such subordination. The leases to which subordination and this Lease is, at the time referred to, subject and subordinate shall be terminable by a Successor Landlord in connection with or following a Foreclosure Event pursuant to this Article 18 are hereinafter sometimes referred the terms of such subordination instrument. Tenant shall not unreasonably withhold its consent to as “Superior Leases”; the mortgages any amendment to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “Superior Mortgages”; and the lessor of a superior lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “Lessor.” Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or reasonably required by any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the LeaseFacility Mortgagee, provided that such instrument amendment does not modify any material term of the Lease or (i) increase Tenant’s rental obligations thereunderor other financial obligations hereunder, or (ii) have a material adverse effect upon Tenant’s rights hereunder, or (iii) materially increase Tenant’s non-economic obligations hereunder, or (iv) decrease Landlord’s obligations hereunder.

SUBORDINATION OF LEASE. This Lease Subject to Section 20.1 and this Section 20.2, this Agreement and any and all rights of Tenant hereunder hereunder, are and shall be subject and subordinate in all respects to (a) all any ground leases, overriding leasesor master lease, and underlying leases of the Buildingall renewals, Propertyextensions, and/ or the Complex now or hereafter existing; (b) modifications and replacements thereof, and to all mortgages and deeds of trust, which may now or hereafter affect the Building, Property, Leased Property or Complex and any improvements thereon and/or any of such leases, whether or not such mortgages or deeds of trust shall also cover other lands and/ or buildings; (c) and/or buildings and/or leases, to each and every advance made or hereafter to be made under such mortgages; mortgages and (d) deeds of trust, and to all renewals, modifications, replacements, replacements and extensions of such leases and such mortgages and spreaders deeds of trust and all consolidations of such mortgagesmortgages and deeds of trust. This § 18.1 section shall be self-operative, operative and no further instrument of subordination shall be requiredrequired provided that Tenant has received a nondisturbance and attornment agreement from each Superior Mortgagee (as defined below), consistent with the provisions of this Section 20.2 and otherwise in form and substance reasonably satisfactory to Tenant. In confirmation of such subordination, Tenant shall promptly execute execute, acknowledge and deliver any instrument that Landlord, the lessor of under any such lease or the holder (“Holder”) of any such mortgage or the trustee or beneficiary of any deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. The leases Any lease to which this Lease Agreement is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes is herein called "Superior Lease" and the lessor of a Superior Lease or its successor in interest at the time referred to as “is herein called "Superior Leases”; the mortgages Landlord" and any mortgage or deed of trust to which this Lease Agreement is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “is herein called "Superior Mortgages”; Mortgage" and the lessor holder, trustee or beneficiary of a superior Superior Mortgage is herein called "Superior Mortgagee". If any Superior Landlord or Superior Mortgagee or the nominee or designee of any Superior Landlord or Superior Mortgagee shall succeed to the rights of Landlord under this Agreement (any such person, "Successor Landlord"), whether through possession or foreclosure action or delivery of a new lease or its successor in interest at the time referred deed, or otherwise, such Successor Landlord shall recognize Tenant's rights under this Agreement as herein provided and Tenant shall attorn to is sometimes hereinafter referred to as a “Lessor.” Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunder.and recognize

SUBORDINATION OF LEASE. This Lease and all rights of Tenant hereunder are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leases, and underlying leases of the Building, Property, and/ or and/or the Complex now or hereafter existing; (b) all mortgages which may now or hereafter affect the Building, Property, or Complex and any of such leases, whether or not such mortgages shall also cover other lands and/ or and/or buildings; (c) each and every advance made or hereafter to be made under such mortgages; and (d) to all renewals, modifications, replacements, and extensions of such leases and such mortgages and spreaders and consolidations of such mortgages. This § 18.1 shall be self-operative, and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute and deliver any instrument that Landlord, the lessor of any such lease or the holder (“Holder”) of any such mortgage or any of their respective successors in interest may reasonably request to evidence such subordination, so long as such instrument provides that Tenant’s use and occupancy of the Premises shall not be disturbed in the absence of a material default. The leases to which this Lease is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes referred to as “Superior Leases”; the mortgages to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “Superior Mortgages”; and the lessor of a superior lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “Lessor.” Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunder. [*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

SUBORDINATION OF LEASE. This Lease and all rights of Tenant hereunder are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leases, and underlying leases of the Building, Property, and/ or and/or the Complex now or hereafter existing; (b) all mortgages which may now or hereafter affect the Building, Property, or Complex and any of such leases, whether or not such mortgages shall also cover other lands and/ or and/or buildings; (c) each and every advance made or hereafter to be made under such mortgages; and (d) to all renewals, modifications, replacements, and extensions of such leases and such mortgages and spreaders and consolidations of such mortgages. This § 18.1 shall be self-operative, and no further instrument of subordination shall be required. In confirmation of such subordination, Tenant shall promptly execute and deliver any instrument that Landlord, the lessor of any such lease or the holder (“Holder”) of any such mortgage or any of their respective successors in interest may reasonably request to evidence such subordination, so long as such instrument provides that Tenant’s use and occupancy of the Premises shall not be disturbed in the absence of a material default. The leases to which this Lease is, at the time referred to, subject and subordinate pursuant to this Article 18 are hereinafter sometimes referred to as “Superior Leases”; the mortgages to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “Superior Mortgages”; and the lessor of a superior lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “Lessor.” Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunder.

SUBORDINATION OF LEASE. This Lease Lease, and all rights of Tenant hereunder ---------------------- hereunder, are and shall be subject and subordinate in all respects to (a) all ground leases, overriding leases, and underlying leases of the Building, Property, and/ or the Complex Premises now or hereafter existing; (b) existing and to all mortgages or trust deeds or deeds of trust (all of which are hereafter referred to collectively as "Mortgages"), that may now or hereafter affect or encumber all or any portion of Landlord's interest in the Building, Property, or Complex and any of such leases, whether or not such mortgages Premises. This subordination shall also cover other lands and/ or buildings; (c) apply to each and every advance made made, or hereafter to be made made, under such mortgagesMortgages; and (d) to all renewals, modifications, replacements, replacements and extensions of such leases Mortgages; and such mortgages and spreaders to "spreaders" and consolidations of such mortgagesMortgages. This § 18.1 Section 6.1 shall be self-operative, operative and no further instrument of subordination shall be required. In ; however, in confirmation of such subordination, Tenant shall promptly execute from time to time execute, acknowledge and deliver any instrument that Landlord, the lessor of any such lease or the holder (“Holder”) of any such mortgage or any of their respective successors Landlord may from time to time reasonably require in interest may reasonably request order to evidence or confirm such subordination. The leases If Tenant fails to execute, acknowledge or deliver any such instrument within twenty (20) days after request therefor, Tenant hereby irrevocably constitutes and appoints Landlord as Tenant's attorney-in- fact, which appointment is coupled with an interest, to execute and deliver any such instruments for and on behalf of Tenant. Tenant acknowledges that this Lease has been (and, in the future, may be) assigned by Landlord to a Superior Mortgagee (defined below) as additional collateral security for the loans secured by the Superior Mortgage (defined below) held by such Superior Mortgagee. Any ground lease to which this Lease is, at the time referred to, is subject and subordinate pursuant to this Article 18 are hereinafter sometimes referred to as “Superior Leases”; the mortgages to which this Lease is, at the time referred to, subject and subordinate are hereinafter sometimes referred to as “Superior Mortgages”; and the lessor of a superior lease or its successor in interest at the time referred to is sometimes hereinafter referred to as a “"Superior Lease," the lessor under a Superior Lease is hereinafter referred to as a "Superior Lessor," and the lessee thereunder, a "Superior Lessee"; and any Mortgage to which this Lease is subject and subordinate is hereinafter referred to as a "Superior Mortgage," and the holder of a Superior Mortgage is hereinafter referred to as a "Superior Mortgagee.” " Notwithstanding the foregoing, Tenant agrees, upon written request from Landlord or any Holder or Lessor, this Lease may be made senior to reorder the relative priority of the Lease with respect to any particular Superior Mortgage or Superior Lease so as to subordinate the lien of any such Superior Mortgage or Mortgage, if and only if the Superior Lease to the Lease. Tenant agrees to execute any instrument which Landlord or any Holder or Lessor may present in order to effect such prioritization of the Lease, provided that such instrument does not modify any material term of the Lease or increase Tenant’s obligations thereunderMortgagee thereunder so requests.