Common use of Subordination Clause in Contracts

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.

Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Real Property and to the lien of any ground and underlying leasesmortgages or trust deeds, mortgages and deeds of trust (collectively "Encumbrances") which may now affect or hereafter in force against the Property Real Property, if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character security of such advancesmortgages or trust deeds, together with interest thereon unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto. Tenant covenants and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that agrees in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage mortgage, or deed if any ground or underlying lease is terminated, to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale, or to the lessor of trust such ground or underlying lease, as the Holder shall case may be, if so requested to do so by such purchaser or lessor and/or if required to do so pursuant to any SNDA executed by the Current Lender as defined in and pursuant to Section 18.2 below, and to recognize Tenant's rights such purchaser or lessor as the lessor under this Lease Lease. Tenant shall, within five (5) days of request by Landlord, execute such further instruments or assurances as long as Tenant is not then in default and continues Landlord may reasonably deem necessary to pay evidence or confirm the Rent and observe and perform all the provisions subordination or superiority of this Lease to be observed any such mortgages, trust deeds, ground leases or underlying leases. Tenant hereby irrevocably authorizes Landlord to execute and performed by Tenantdeliver in the name of Tenant any such instrument or instruments if Tenant fails to do so, provided that such authorization shall in no way relieve Tenant from the obligation of executing such instruments of subordination or superiority. Within ten (10) days after Landlord's written requestTenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant shall execute any and all documents required by Landlord right or the Holder election to make terminate or otherwise adversely affect this Lease subordinate to any lien and the obligations of the Encumbrance so long as such documents contain non-disturbance provisions substantially Tenant hereunder in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to event of any entity purchasing or otherwise acquiring the Property at any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that Landlord obtains from the Holder lender or other party in question a written undertaking in favor of any Tenant to the effect that such Encumbrance a non-disturbance agreement which provides that in the event lender or other party will not disturb Tenant’s right of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights possession under this Lease as long as if Tenant is not then or thereafter in default and continues to pay the Rent and observe and perform all the provisions breach of any covenant or provision of this Lease to be observed and performed by TenantLease. Within Tenant agrees, within ten (10) days after Landlord's ’s written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the Encumbrance so long as such documents contain non-disturbance provisions substantially event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphlieu thereof, Tenant hereby attorns and agrees to attorn to the purchaser or any entity purchasing successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise acquiring adversely affect this Lease and the Property at obligations of the Tenant hereunder in the event of any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lessee’s interest in this Facility Lease (with the exception of the provisions hereof regarding the application of proceeds with respect to Events of Loss or an Event of Total Loss) is subject and subordinate to the lien of any ground and underlying leases, all mortgages and (which term “mortgages” shall include deeds of trust (collectively "Encumbrances"and similar security instruments) securing the obligations of the Lessor, which may now or hereafter encumber or otherwise affect the Property Leased Facilities, or Lessor’s interest therein, as well as any and to all renewals, modificationsextensions, consolidations, replacements and extensions modifications or refinancings thereof; provided, however, if that so long as the holder or holders Lessee is not in default of any this Facility Lease (beyond all applicable periods given the Lessee to cure such Encumbrance ("Holder"default) and shall require that this pay the Rent hereunder, and shall fully comply with and perform all the terms, covenants, conditions and provisions of the Facility Lease on the part of the Lessee hereunder to be prior complied with and superior theretoperformed, within ten (10) days the mortgagee and its successors-in-interest shall not disturb Lessee’s possession, occupancy and use of written request of Landlord to Tenant, Tenant shall execute, have acknowledged the Leased Facilities and deliver any the Lessee’s rights and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause privileges under this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the PremisesFacility Lease, or any renewals, modifications, consolidations, replacements extension or extensions thereof, for the full amount of all advances made or to renewal thereof which may be made thereunder and without regard to the time or character of such advances, together effected in accordance with interest thereon and subject to all the terms of this Facility Lease; and provisions thereofprovided further, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of mortgagee under any such mortgage shall require this Facility Lease to be superior and paramount to any such mortgage, Lessee agrees to execute, acknowledge and deliver, as directed by Lessor, any reasonable instruments required for such purpose. In furtherance of the foregoing, Lessee and any such mortgagee shall execute a consent and/or a subordination, nondisturbance and attornment agreement consistent with commercial standards, provided that such modifications do not conflict with the terms and conditions of this Facility Lease and do not diminish, or deed require Lessee to waive, any of trust the Holder shall recognize Tenant's Lessee’s rights under this Facility Lease as long as Tenant is and provided further, if the Lessee and any mortgagee are not then able to agree upon such modifications, the Lessee and such mortgagee shall be deemed to be bound by the terms contained in default and continues to pay the Rent and observe and perform all the provisions first sentence of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceSection 20.1(a).

Subordination. This Lease is subject and subordinate to all present and future ground leases of the Project and to the lien of any ground and underlying leasesmortgages or trust deeds, mortgages and deeds of trust (collectively "Encumbrances") which may now affect or hereafter in force against the Property Project, if any, and to all renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements and extensions thereofto all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease, require in writing that this Lease be superior thereto; provided, however, if provided that the holder or holders of such instruments has entered into a reasonably satisfactory non-disturbance agreement. Tenant covenants and agrees in the event any proceedings are brought for the foreclosure of any such Encumbrance ("Holder") shall require that mortgage, or if any ground lease is terminated, to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale, or to the lessor of such ground lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease to be prior and superior theretoLease. Tenant shall, within ten (10) business days of written request by Landlord, execute such further instruments or assurances as Landlord may reasonably deem necessary to evidence or confirm the subordination or superiority of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premisessuch mortgages, trust deeds, or ground leases. Tenant hereby irrevocably authorizes Landlord to execute and deliver in the name of Tenant any renewalssuch instrument or instruments if Tenant fails to do so, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of provided that such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains authorization shall in no way relieve Tenant from the Holder obligation of executing such instruments of subordination or superiority. Tenant waives the provisions of any such Encumbrance a non-disturbance agreement current or future statute, rule or law which provides that may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of termination any foreclosure proceeding or sale. Notwithstanding any of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the foregoing provisions of this Lease Article 18, Landlord shall endeavor to be observed and performed by obtain for the benefit of Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain a subordination, non-disturbance provisions substantially and attornment agreement on commercially reasonable terms (an “SNDA”) from any person or entity holding a security interest in conformance with the foregoing. Notwithstanding anything Building as of the date of this Lease, and shall, as a condition to Tenant’s obligations hereunder, obtain for the contrary set forth benefit of Tenant, an SNDA from any person or entity that acquires a security interest in the Building after the date of this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceLease.

Subordination. This Lease is subject to, and Tenant agrees to comply with, all matters of record affecting the Real Property; however, Landlord represents to Tenant that as of the date of this Lease, the Project is not encumbered by any mortgage or deed of trust. This Lease is also subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now hereafter affect the Property and to Real Property, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof, and provided further that as a condition precedent to Tenant’s obligation to be subordinate to future liens, Landlord obtains from the lender or other party in question an SNDA (as defined below). Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof. Tenant agrees, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within within ten (10) days after Landlord's ’s written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deed of trust, or leasehold estates; provided, however, that Landlord obtains from the Encumbrance so long as such documents contain non-disturbance provisions substantially lender or other party in conformance with the foregoing. Notwithstanding anything question a written undertaking in favor of Tenant (an “SNDA”) to the contrary set forth effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any covenant or provision of this paragraphLease. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, Tenant hereby attorns and agrees to attorn to the purchaser or any entity purchasing successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise acquiring adversely affect this Lease and the Property at obligations of the Tenant hereunder in the event of any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is subject (a) The indebtedness evidenced by the Series B Equipment Notes is, to the extent and subordinate to any ground and underlying leasesin the manner provided in this Indenture (as, mortgages and deeds of trust (collectively "Encumbrances") which may now affect in the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders case of any such Encumbrance ("Holder") shall require that this Lease new Series B Equipment Notes issued after the Closing Date pursuant to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of Sections 2.02 and 2.11(b), may be amended in connection with the issuance of such new Series B Equipment Notes), subordinate and subject in right of payment to the prior payment in full of the Secured Obligations in respect of the Series A Equipment Notes, and the Series B Equipment Notes are issued subject to such provisions. The indebtedness evidenced by the Series A Equipment Notes and the Series B Equipment Notes is, to the extent and in the manner provided in each Related Indenture, subordinate and subject in right of payment to the prior payment in full under such Related Indenture of the “Secured Obligations” in respect of the “Equipment Notes” issued under such Related Indenture, and the Series A Equipment Notes and the Series B Equipment Notes are issued subject to such provisions. By acceptance of its Equipment Notes of any Series, each Noteholder of such Series (i) agrees to and shall be bound by such provisions, (ii) authorizes and directs Loan Trustee or the Related Loan Trustee under the applicable Related Indenture, as appropriate, on such Noteholder’s behalf to take any action necessary or appropriate to effectuate the subordination as provided in this Lease Indenture and the applicable Related Indenture and (iii) appoints Loan Trustee or the Related Loan Trustee under the applicable Related Indenture, as appropriate, as such Noteholder’s attorney-in-fact for such purpose. (b) Company, Loan Trustee and, by acceptance of its Equipment Notes of any Series, each Noteholder of such Series, hereby agree that no payment or distribution shall be made on or in respect of the Secured Obligations, or the “Secured Obligations” under any Related Indenture, owed to such Noteholder of such Series, including any payment or distribution of cash, property or securities after the occurrence of any of the events referred to in Section 4.01(f) or after the commencement of any proceedings of the type referred to in Sections 4.01(g), (h) or (i), except, in each case, as expressly provided in Article III of this Indenture or Article III of the applicable Related Indenture, as appropriate. (c) By the acceptance of its Equipment Notes of any Series, each Noteholder of such Series agrees that (i) if such Noteholder, in its capacity as a Noteholder, receives any payment or distribution on any Secured Obligations in respect of such Series that it is not entitled to receive under this Section 2.13 or Article III, it will hold any amount so received in trust for Loan Trustee and forthwith turn over such amount to Loan Trustee in the form received to be observed applied as provided in Article III and performed by Tenant. Within ten (10ii) days after Landlord's written requestif such Noteholder, Tenant shall execute in its capacity as a “Noteholder” under any and all documents required by Landlord Related Indenture, receives any payment or the Holder to make this Lease subordinate to distribution on any lien “Secured Obligations” in respect of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise “Equipment Notes” of any other rights, powers or remedies “Series” issued under such EncumbranceRelated Indenture that it is not entitled to receive under Section 2.13 or Article III of such Related Indenture, it will hold any amount so received in trust for the Related Loan Trustee under such Related Indenture and forthwith turn over such amount to such Related Loan Trustee under such Related Indenture in the form received to be applied as provided in Article III of such Related Indenture.

Subordination. This Lease is subject and subordinate to all present and future ground leases of the Project and to the lien of any ground and underlying leasesmortgages or trust deeds, mortgages and deeds of trust (collectively "Encumbrances") which may now affect or hereafter in force against the Property Project, if any, and to all renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements and extensions thereofto all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease, require in writing that this Lease be superior thereto; provided, however, if that a condition precedent to the holder subordination of this Lease to any future ground or holders underlying lease or to the lien of any future mortgage or deed of trust is that Landlord shall obtain for the benefit of Tenant a commercially reasonable subordination, non-disturbance and attornment agreement from the landlord or lender of such future instrument. Tenant covenants and agrees in the event any proceedings are brought for the foreclosure of any such Encumbrance ("Holder") shall require that mortgage, or if any ground lease is terminated, to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale, or to the lessor of such ground lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease to be prior and superior theretoLease. Tenant shall, within ten (10) days of written request by Landlord, execute such further instruments or assurances as Landlord may reasonably deem necessary to evidence or confirm the subordination or superiority of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premisessuch mortgages, trust deeds, or any renewals, modifications, consolidations, replacements or extensions thereof, for ground leases. Tenant waives the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale. Within sixty (60) days after the execution of this Lease (or as soon thereafter as reasonably possible), Landlord shall obtain a non-disturbance agreement which provides that from the holder of any pre-existing mortgage encumbering the Building in the event of termination of any form attached hereto as Exhibit E, which Xxxxxx agrees to promptly execute; provided, however, that Landlord agrees to use commercially reasonable efforts to cause such lease or upon the foreclosure of any holder to include changes Tenant reasonably requests in such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceagreement.

Subordination. This Lease is subject to, and Tenant agrees to comply with, all matters of record affecting the Real Property. This Lease is also subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to Real Property, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that Landlord obtains from the Holder lender or other party in question a written undertaking in favor of any Tenant to the effect that such Encumbrance a non-disturbance agreement which provides that in the event lender or other party will not disturb Tenant’s right of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights possession under this Lease as long as if Tenant is not then or thereafter in default and continues to pay the Rent and observe and perform all the provisions breach of any covenant or provision of this Lease to be observed and performed by TenantLease. Within Tenant agrees, within ten (10) days after Landlord's ’s written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deed of trust, or leasehold estates (hereinafter, an “SNDA”). Tenant agrees that in the Encumbrance so long as such documents contain non-disturbance provisions substantially event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphlieu thereof, Tenant hereby attorns and agrees to attorn to the purchaser or any entity purchasing successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise acquiring adversely affect this Lease and the Property at obligations of the Tenant hereunder in the event of any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Real Property and to the lien and terms of any ground mortgages or trust deeds, now or hereafter in force against the Real Property and underlying leasesthe Building, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property if any, and to all renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements and extensions thereof; providedto all advances made or hereafter to be made upon the security of such mortgages or trust deeds, however, if unless the holder or holders of any such Encumbrance ("Holder") shall mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto. In consideration of, and as a condition precedent to, Tenant’s agreement to permit its interest pursuant to this Lease to be prior subordinated to any particular future ground or underlying lease of the Building or the Real Property or to the lien of any first mortgage or trust deed, hereafter enforced against the Building on the Real Property and superior theretoto any renewals, extensions, modifications, consolidations and replacements thereof, Landlord shall deliver to Tenant a commercially reasonable non-disturbance and attornment agreement executed by the Landlord under such ground lease or underlying lease or the holder of such mortgage or trust deed. Tenant covenants and agrees in the event any proceedings are brought for the foreclosure of any such mortgage, to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale if so requested to do so by such purchaser, and to recognize such purchaser as the lessor under this Lease. Tenant shall, within ten (10) days of written request of Landlord to Tenantby Landlord, Tenant shall execute, have acknowledged and deliver any and all reasonable documents execute such further instruments or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long assurances as Landlord obtains from may reasonably deem necessary to evidence or confirm the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease subordination or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions superiority of this Lease to be observed any such mortgages, trust deeds, ground leases or underlying leases. Landlord represents and performed by Tenant. Within ten (10) days after Landlord's written requestwarrants to Tenant that as of the date of this Lease there are no mortgages, Tenant shall execute any and all documents required by Landlord trust deeds or ground leases in force against the Real Property or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceBuilding.

Subordination. This Lease is subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that a condition precedent to such subordination shall be that Landlord obtains from the Holder of any such Encumbrance lender or other party in question a commercially reasonable non-disturbance agreement which provides in favor of Tenant. Subject to the foregoing, Tenant agrees, within ten (10) business days after Landlord's written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the subordination of this Lease to any such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage or deed of trust or any deed in lieu thereof, to attorn to the Holder shall purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize Tenant's rights such purchaser as the lessor under this Lease as long as Lease; Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within shall, within ten (10) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord's written request, default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall execute provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any and all documents required by Landlord such default. Tenant waives the provisions of any current or the Holder future statute, rule or law which may give or purport to make give Tenant any right or election to terminate or otherwise adversely affect this Lease subordinate to any lien and the obligations of the Encumbrance so long as such documents contain non-disturbance provisions substantially Tenant hereunder in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to event of any entity purchasing or otherwise acquiring the Property at any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that Landlord obtains from the Holder lender or other party in question a written undertaking in favor of any Tenant to the effect that such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease lender or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize other party will not disturb Tenant's rights right of possession under this Lease as long as if Tenant is not then or thereafter in default and continues to pay the Rent and observe and perform all the provisions breach of any covenant or provision of this Lease to be observed and performed by TenantLease. Within Tenant agrees, within ten (10) days after Landlord's written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the Encumbrance so long as such documents contain non-disturbance provisions substantially event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphlieu thereof, Tenant hereby attorns and agrees to attorn to the purchaser or any entity purchasing successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within ten (10) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord's default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise acquiring adversely affect this Lease and the Property at obligations of the Tenant hereunder in the event of any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Real Property and to the lien of any ground mortgages or trust deeds, now or hereafter in force against the Real Property, the Complex and underlying leasesthe Building, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character security of such advancesmortgages or trust deeds, together with interest thereon unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto. Tenant covenants and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that agrees in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage mortgage, or deed if any ground or underlying lease is terminated, to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale, or to the lessor of such ground or underlying lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease. Tenant shall, within five (5) days of request by Landlord, execute such further instruments or assurances as Landlord may reasonably deem necessary to evidence or confirm the subordination or superiority of this Lease to any such mortgages, trust the Holder shall recognize deeds, ground leases or underlying leases; provided, such mortgagee, ground lessor or similar parties agree therein not to disturb Tenant's rights under this Lease as use, occupancy or quiet enjoyment of the Premises so long as Tenant is not then in default (beyond applicable notice and continues cure periods, if any) of the terms and provisions of this Lease. Tenant hereby irrevocably authorizes Landlord to pay execute and deliver in the Rent and observe and perform all name of Tenant any such instrument or instruments if Tenant fails to do so, provided that such authorization shall in no way relieve Tenant from the obligation of executing such instruments of subordination or superiority. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien obligations of the Encumbrance so long as such documents contain non-disturbance provisions substantially Tenant hereunder in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to event of any entity purchasing or otherwise acquiring the Property at any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and I all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that Landlord obtains from the Holder lender or other party in question a written undertaking in favor of any Tenant to the effect that such Encumbrance a non-disturbance agreement which provides that in the event lender or other party will not disturb Tenant’s right of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights possession under this Lease as long as if Tenant is not then or thereafter in default and continues to pay the Rent and observe and perform all the provisions breach of any covenant or provision of this Lease to be observed and performed by TenantLease. Within Tenant agrees, within ten (10) days after Landlord's ’s written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the Encumbrance so long as such documents contain non-disturbance provisions substantially event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphlieu thereof, Tenant hereby attorns and agrees to attorn to the purchaser or any entity purchasing successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise acquiring adversely affect this Lease and the Property at obligations of the Tenant hereunder in the event of any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is shall be subject and subordinate to all present and future ground or underlying leases of the Building or Project and to the lien of any ground and underlying leasesfirst mortgage or trust deed, mortgages and deeds of trust (collectively "Encumbrances") which may now affect or hereafter in force against the Property Building or Project, if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto. Landlord agrees to provide Tenant, within sixty (60) days after written request by Tenant, with commercially reasonable nondisturbance agreements(s) in favor of Tenant from any ground lessors, mortgage holders or deed of trust beneficiaries under any ground lease, mortgage or deed of trust affecting the Project or any portion thereof leased by Tenant (whether now existing or coming into existence at any time after the date of execution of this Lease but prior to the time or character expiration of such advancesthe Lease Term) and in consideration of, together with interest thereon and subject as a condition precedent to, Tenant's agreement to all be bound by the terms of this Article 18. Tenant covenants and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that agrees in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage or deed in lieu thereof, to attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof if so requested to do so by such purchaser, and to recognize such purchaser as the lessor under this Lease. Tenant shall, within fifteen (15) days of request by Landlord, execute such further instruments or assurances as Landlord or any mortgage holder or deed of trust beneficiary may reasonably deem necessary to evidence or confirm the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions subordination or superiority of this Lease to be observed any such mortgages, trust deeds, ground leases or underlying leases or other typical provisions contained in Subordination, Non-Disturbance and performed by TenantAttornment Agreements. Within ten (10) days after Landlord's written requestTenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant shall execute any and all documents required by Landlord right or the Holder election to make terminate or otherwise adversely affect this Lease subordinate to and the obligations of Tenant hereunder in the event of any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.sale. PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems]

Subordination. This Lease is shall be subject and subordinate to all easement agreements and covenants, conditions and restrictions recorded against the land underlying the Building, and to all present and future ground or underlying leases of the Real Property and to the lien of any ground and underlying leasesmortgages or trust deeds, mortgages and deeds of trust (collectively "Encumbrances") which may now affect or hereafter in force against the Property Real Property, if any, and to all renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements and extensions thereofto all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto; provided, however, if that as a condition to the holder or holders subordination of any such Encumbrance ("Holder") shall require that this Lease to be prior any future ground leases and superior theretofuture mortgages and deeds of trust, within ten (10) days Landlord shall obtain from any such first mortgagee or ground lessor a commercially reasonable form of written request non-disturbance agreement, which shall provide that so long as Tenant is in compliance with the terms of Landlord to Tenantthis Lease, Tenant shall execute, have acknowledged not be disturbed by such first mortgagee or ground lessor. Tenant covenants and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that agrees in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage or deed of trust in lieu thereof, to attorn, without any deductions or set -offs whatsoever, to the Holder shall purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof if so requested to do so by such purchaser, and to recognize Tenant's rights such purchaser as the lessor under this Lease Lease. Tenant shall, within five (5) days of request by Landlord, execute such further instruments or assurances as long as Tenant is not then in default and continues Landlord may reasonably deem necessary to pay evidence or confirm the Rent and observe and perform all the provisions subordination or superiority of this Lease to be observed and performed by Tenantany such mortgages, trust deeds, ground leases or underlying leases. Within ten (10) days after Landlord's written requestTenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant shall execute any and all documents required by Landlord right or the Holder election to make terminate or otherwise adversely affect this Lease subordinate to any lien and the obligations of the Encumbrance so long as such documents contain non-disturbance provisions substantially Tenant hereunder in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to event of any entity purchasing or otherwise acquiring the Property at any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is subject and Tenant agrees that its rights hereunder are subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders lien of any such Encumbrance ("Holder") shall require that this Lease mortgage, ground lease, or any other method of financing or refinancing now or hereafter placed against the Land and/or the Premises and/or any/or all of the Building now built or hereafter to be prior built on the Land by Landlord and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all renewals, replacements, modifications, consolidations and extension thereof. This paragraph shall be self-operative and no further instrument of subordination shall be required. Tenant further agrees that it will enter into and execute all documents which any such mortgagee or any ground lessor may reasonably request Tenant to enter into and execute, including a subordination agreement. Tenant agrees that it will send copies of all notices to Landlord, to Landlord's mortgagees or ground Lessors, provided that Tenant has been furnished with the terms name and provisions thereofaddress of such mortgagees or ground lessors, so long and further provided that Landlord or Landlord's mortgagee or ground lessor has requested Tenant to send copies of such notices. Tenant agrees that Tenant will attorn to any mortgagee or ground lessor or purchaser at a foreclosure sale, if requested to do so. The Tenant further covenants and agrees that if by reason of a default under any underlying lease (*including an underlying lease through which the Landlord derives its leasehold estate in the Premises), such underlying lease and the leasehold estate of the Landlord in the Premises demises hereby is terminated, the Tenant will attorn to the then holder of the reversionary interest in the Premises demised by this Lease and will recognize such holder as the Tenant's Landlord obtains under this Lease. The Tenant agrees to execute and deliver, at any time and from time to time, upon the Holder request of the Landlord or of the lessor under any such underlying lease any instrument which may be necessary or appropriate to evidence such attornment. The Tenant further waives the provision of any such Encumbrance a non-disturbance agreement statute or rule of law now or hereafter in effect which provides that may give or purport to give the Tenant any right of election to terminate this Lease or to surrender possession of the premises demised hereby in the event any proceeding is brought by the lessor under any underlying lease to terminate the same. If a Mortgagee of termination of any Landlord's shall request reasonable modifications to this Lease, Tenant shall execute, acknowledge, and deliver to the Mortgagee an agreement, in form and substance satisfactory to the Mortgagee, evidencing such lease or upon the foreclosure of any modifications, provided that such mortgage or deed of trust the Holder shall recognize modifications do not increase Tenant's rights obligations under this Lease as long as Tenant is not then in default or materially adversely affect (a) the leasehold interest created by this Lease, or (b) Tenant's use and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord occupancy or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceLeased Premises.

Subordination. This Lease is and Tenant's interest and rights hereunder are and shall be subject and subordinate at all times to the lien of any ground first mortgage, now existing or hereafter created on or against the Project or the Premises, and underlying leasesall amendments, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant agrees, if at the election of the holder or holders of any such Encumbrance mortgage, to attorn to any such holder. Tenant agrees upon demand to execute, acknowledge and deliver such instruments, confirming such subordination and such instruments of attornment as shall be requested by any such holder. Tenant hereby appoints Landlord attorney in fact for Tenant irrevocably ("Holder"such power of attorney being coupled with an interest) shall require that this Lease to execute, acknowledge and deliver any such instrument and instruments for and in the name of the Tenant and to cause any such instrument to be prior and superior theretorecorded. Notwithstanding the foregoing, within ten (10) days of written request of Landlord any such holder may at any time subordinate its mortgage to this Lease, without Tenant's consent, by notice in writing to Tenant, Tenant and thereupon this Lease shall executebe deemed prior to such mortgage without regard to their respective dates of execution, have acknowledged delivery or recording and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for in that event such purposes. Landlord holder shall have the right same rights with respect to cause this Lease as though this Lease had been executed prior to the execution, delivery and recording of such mortgage and had been assigned to such holder. The term "mortgage" whenever used in this Lease shall be deemed to include deeds of trust, security assignments and become any other encumbrances, and remain subject and any reference to the "holder" of a mortgage shall be deemed to include the beneficiary under a deed of trust. Tenant shall not be obligated to subordinate the Lease or its interest therein to any and all Encumbrances which are now future mortgage, deed of trust or may hereafter be executed covering ground lease on the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for Project unless concurrently with such subordination the full amount holder of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust or the Holder shall recognize ground lessor under such ground lease agrees not to disturb Tenant's rights possession of the Premises under the terms of the Lease and agrees to assume Landlord's obligations under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord event such holder or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything ground lessor acquires title to the contrary set forth Premises through foreclosure, deed in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing lieu of foreclosure or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceotherwise.

Subordination. This Lease is subject and subordinate to all present and future ground leases of the Project and to the lien of any ground and underlying leasesmortgages or trust deeds, mortgages and deeds of trust (collectively "Encumbrances") which may now affect or hereafter in force against the Property Project, if any, and to all renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements and extensions thereofto all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease, require in writing that this Lease be superior thereto; provided, however, if that a condition precedent to the holder subordination of this Lease to any future ground or holders underlying lease or to the lien of any future mortgage or deed of trust is that Landlord shall obtain for the benefit of Tenant a commercially reasonable subordination, non-disturbance and attornment agreement from the landlord or lender of such future instrument. Tenant covenants and agrees in the event any proceedings are brought for the foreclosure of any such Encumbrance ("Holder") shall require that mortgage, or if any ground lease is terminated, to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale, or to the lessor of such ground lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease to be prior and superior theretoLease. Tenant shall, within ten (10) days of written request by Landlord, execute such further instruments or assurances as Landlord may reasonably deem necessary to evidence or confirm the subordination or superiority of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premisessuch mortgages, trust deeds, or any renewals, modifications, consolidations, replacements or extensions thereof, for ground leases. Tenant waives the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale. Within sixty (60) days after the execution of this Lease, Landlord shall use its commercially reasonable efforts to obtain a non-disturbance agreement which provides that in from the holder of any pre-existing mortgage encumbering the Building. In the event of termination of any such lease or upon that Landlord is unable to provide the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with agreement within said sixty (60) days, then Tenant may at Tenant’s option, directly contact lender and attempt to negotiate for the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns execution and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise delivery of any other rights, powers or remedies under such Encumbrancea non-disturbance agreement.

Subordination. This Lease is At the option of Landlord, this Lease, and all rights of Tenant hereunder, are and shall be subject and subordinate to any all ground leases, overriding leases and underlying leasesleases affecting the Building or the Project now or hereafter existing and each of the terms, covenants and conditions thereto (the “Superior Lease(s)”), and to all mortgages and or deeds of trust (collectively "Encumbrances") which may now or hereafter affect the Property Building, the Project or any of such leases and each of the terms, covenants and conditions thereto (the “Superior Mortgage(s)”), whether or not such mortgages or deeds of trust shall also cover other land, buildings or leases, to each and every advance made or hereafter to be made under such mortgages or deeds of trust, and to all renewals, modifications, consolidations, replacements and extensions thereofof such leases and such mortgages or deeds of trust and spreaders and consolidations of such mortgages or deeds of trust. The lessor under a Superior Lease or its successor in interest is herein called “Superior Lessor”; provided, however, if and the holder or holders of any such Encumbrance ("Holder") a Superior Mortgage is herein called “Superior Mortgagee.” This Paragraph shall require that this Lease to be prior self-operative and superior thereto, within no further instrument of subordination shall be required. Within ten (10) business days of written after request of Landlord to Tenanttherefore, Tenant shall execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have instrument that Landlord, the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of lessor under any such lease or upon the foreclosure holder of any such mortgage or deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination. If any Superior Lessor or Superior Mortgagee shall succeed to the Holder rights of Landlord under this Lease, whether through possession or foreclosure action or delivery of a new lease or deed (such party so succeeding to Landlord’s rights herein called “Successor Landlord”), then at the election of such Successor Landlord, Tenant shall attorn to and recognize such Successor Landlord as Tenant's rights ’s landlord under this Lease (without the need for further agreement) and shall promptly execute and deliver any reasonable instrument that such Successor Landlord may request to evidence such attornment. In such event, this Lease shall continue in full force and effect as long a direct lease between the Successor Landlord and Tenant upon all of the terms, conditions and covenants set forth in this Lease, except that the Successor Landlord shall not (a) be liable for any previous act or omission of Landlord under this Lease, except to the extent such act or omission shall constitute a continuing Landlord default hereunder; (b) be subject to any offset, not expressly provided for in this Lease; (c) be bound by any previous modification of this Lease or by any previous prepayment of more than one month’s Base Rent, unless such modification or prepayment shall have been expressly approved in writing by the Successor Landlord (or predecessor in interest); or (d) be liable or responsible for the retention, application or return of the Security Deposit, unless and until Successor Landlord actually receives the full amount of the Security Deposit for its own account. Landlord represents and warrants that, as Tenant of the Lease Date, there are no Superior Leases or Superior Mortgages affecting the Building or the Project. Notwithstanding the foregoing provisions of this Paragraph 31, if a Superior Lease or Superior Mortgage is not then in default hereafter placed against or affecting any or all of the Building or the Premises or any or all of the Building and continues to pay improvements now or at any time hereafter constituting a part of or adjoining the Rent and observe and perform all the provisions Building, subordination of this Lease to such Superior Lease or Superior Mortgage shall be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain conditioned on a commercially reasonable non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceagreement.

Subordination. This Lease is subject to and Tenant agrees to comply with all matters of record affecting the Real Property. This Lease is also subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to Real Property, as well as all renewals, modifications, . consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to execute, have acknowledged acknowledge and deliver deliver, within five (5) days, any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, . modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, . together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that Landlord obtains from the Holder lender or other party in question a written undertaking in favor of Tenant to the effect that such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any such Encumbrance a non-disturbance agreement which provides that in covenant or provision of this Lease. Tenant agrees, within five (5) days after Landlord’s written request therefor, to execute, acknowledge and deliver upon request any and all documents or instruments requested by Landlord or necessary or proper to assure the event subordination of termination of this Lease to any such lease mortgages, deeds of trust, or upon leasehold estates. Tenant agrees that if any proceedings are brought for the foreclosure of any such mortgage or deed of trust or any deed in lieu thereof, to attorn to the Holder shall purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize Tenant's rights such purchaser as the lessor under this Lease; Tenant shall. within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease as long as to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant is not then in default and continues Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to pay the Rent and observe and perform all cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien obligations of the Encumbrance so long as such documents contain non-disturbance provisions substantially Tenant hereunder in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to event of any entity purchasing or otherwise acquiring the Property at any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This (a) Landlord shall use commercially reasonable efforts to obtain a subordination, non-disturbance, and attornment agreement (“SNDA”) from its lender, in the form of Exhibit F attached hereto. Notwithstanding the foregoing, this Lease is subject and subordinate to all present and future ground or underlying leases of the Project and to the lien of any ground mortgages or trust deeds, now or hereafter in force against the Project and underlying leasesthe Building, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property if any, and to all renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements and extensions thereof; providedto all advances made or hereafter to be made upon the security of such mortgages or trust deeds, howeverunless the holders of such mortgages or trust deeds, if or the holder lessors under such ground lease or holders underlying leases, require in writing that this Lease be superior thereto. Tenant covenants and agrees in the event any proceedings are brought for the foreclosure of any such Encumbrance ("Holder") shall require mortgage, to attorn so long as Tenant has been offered a commercially reasonable SNDA on such entity’s standard form, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale if so requested to do so by such party, and to recognize such party as the lessor under this Lease. Tenant covenants and agrees that in the event of cancellation or termination of any ground lease or underlying lease in accordance with its terms or by surrender thereof, whether voluntary, involuntary or by operation of law, and provided that the lessor under any such ground lease or underlying lease has either approved this Lease in writing or notified Tenant in writing of its election to cause Tenant to attorn to it upon cancellation or termination of such ground lease or underlying lease, then this Lease shall not be prior cancelled or terminated as a result of the cancellation or termination of such ground lease or underlying lease, but Tenant shall make full and superior theretocomplete attornment to the lessor under any such ground lease or underlying lease for the balance of the term hereof with the same force and effect as though this Lease were originally made directly from the lessor under any such ground lease or underlying lease to Tenant. Following Tenant’s attornment to purchaser upon any foreclosure sale or any lessor under any ground lease or underlying lease as set forth above (a “Successor Landlord”), this Lease shall continue in full force and effect as a direct lease between Successor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in this Lease, except that the Successor Landlord shall not (a) be liable for any previous act or omission of Landlord under this Lease, except to the extent such act or omission shall constitute a continuing Landlord default hereunder; (b) be subject to any offset, not expressly provided for in this Lease; or (c) be bound by any previous modification of this Lease or by any previous prepayment of more than one (1) month’s Rent, unless such modification or prepayment shall have been expressly approved in writing by the Successor Landlord (or predecessor in interest). Tenant shall, within ten (10) business days of written request by Landlord, execute such further instruments or assurances as Landlord may reasonably deem necessary to evidence or confirm the subordination or superiority of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be any mortgages, trust deeds, ground leases or underlying leases and become and remain subject and subordinate Tenant’s obligation to attorn to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights or any lessor under this Lease as long as Tenant is not then in default and continues any ground lease or underlying lease, subject to pay the Rent and observe and perform all the provisions of this Lease Paragraph 32. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, give Tenant shall execute any and all documents required by Landlord right or the Holder election to make terminate or otherwise adversely affect this Lease subordinate to and the obligations of Tenant hereunder in the event of any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is shall be subject and subordinate to all present and future ground or underlying leases of the Building or Project and to the lien of any ground and underlying leasesfirst mortgage or trust deed, mortgages and deeds of trust (collectively "Encumbrances") which may now affect or hereafter in force against the Property Building or Project, if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto. Landlord agrees to provide Tenant, within sixty (60) days after written request by Tenant, with commercially reasonable nondisturbance agreements(s) in favor of Tenant from any ground lessors, mortgage holders or deed of trust beneficiaries under any ground lease, mortgage or deed of trust affecting the Project or any portion thereof leased by Tenant (whether now existing or coming into existence at any time after the date of execution of this Lease but prior to the time or character expiration of such advancesthe Lease Term) and in consideration of, together with interest thereon and subject as a condition precedent to, Tenant's agreement to all be bound by the terms of this Article 18. Tenant covenants and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that agrees in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage or deed in lieu thereof, to attorn, without any deductions or set-offs whatsoever, to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof if so requested to do so by such purchaser, and to recognize such purchaser as the lessor under this Lease. Tenant shall, within fifteen (15) days of request by Landlord, execute such further instruments or assurances as Landlord or any mortgage holder or deed of trust beneficiary may reasonably deem necessary to evidence or confirm the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions subordination or superiority of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requestany such mortgages, Tenant shall execute any and all documents required by Landlord trust deeds, ground leases or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale underlying leases or other proceeding or pursuant to the exercise of any other rightstypical provisions contained in Subordination, powers or remedies under such Encumbrance.Non-

Subordination. This Lease is subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that Landlord obtains from the Holder lender or other party in question a written undertaking in favor of any Tenant to the effect that such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease lender or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize other party will not disturb Tenant's rights right of possession under this Lease as long as if Tenant is not then or thereafter in default and continues to pay the Rent and observe and perform all the provisions breach of any covenant or provision of this Lease to be observed and performed by TenantLease. Within Tenant agrees, within ten (10) days after Landlord's written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the Encumbrance so long as such documents contain non-disturbance provisions substantially event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphlieu thereof, Tenant hereby attorns and agrees to attorn to the purchaser or any entity purchasing successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord's default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise acquiring adversely affect this Lease and the Property at obligations of the Tenant hereunder in the event of any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. A. This Lease is and all of Tenant's rights hereunder are subject and subordinate to (i) any ground or underlying (including operation) leases that now exist or may hereafter be placed on the Shopping Center or any part thereof, and underlying leases, (ii) any mortgages and or deeds of trust (collectively "Encumbrances") which or deeds to secure debt that now exist or may now affect hereafter be placed upon the Property Shopping Center or the interest under any ground or underlying leases and to any and all advances made thereunder and the interest thereon and to all renewals, replacements, amendments, modifications, consolidations, replacements consolidations and extensions thereof; providedof any of the foregoing. Tenant covenants and agrees that if any mortgagee of Landlord's interest in any underlying lease or any fee mortgagee succeeds to Landlord's interest under this Lease by foreclosure or otherwise, howeverTenant will, if requested, attorn to such mortgagee and will recognize such mortgagee as Tenant's landlord under this Lease. At the holder option of the landlord or any successor landlord thereunder, Tenant agrees that neither the cancellation nor termination of any ground or underlying lease to which this Lease is now or may hereafter become subject or subordinate, nor any foreclosure of a mortgage either affecting the fee title of the Premises or the ground or underlying lease, nor the institution of any suit, action, summary or other proceeding by the landlord or any successor landlord thereof, or any foreclosure proceeding brought by the holders of any such Encumbrance ("Holder") mortgage to recover possession of the leased property, shall require that by operation of law or otherwise result in the cancellation or termination of this Lease or the obligations of Tenant hereunder, and Tenant covenants and agrees to be prior and superior thereto, within ten (10) days of written request of Landlord attorn to Tenant, the landlord or to any successor to Landlord's interest in the Premises. Tenant shall execute, have acknowledged execute and deliver any in recordable form, whatever instruments maybe required to acknowledge or further effectuate the provisions of this Subsection, and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any Tenant fails to do so within [***] days after demand in writing, such lease failure shall be deemed a material default hereunder. Any mortgagee or upon the foreclosure of trustee under any such mortgage or deed of trust or deed to secure debt, or the Holder shall recognize Tenant's rights lessor under any such ground or underlying lease may elect that this Lease as long as Tenant is not then in default shall have priority over its mortgage, deed of trust, deed to secure debt, or lease and continues upon notification of such election by such mortgagee, trustee or lessor to pay the Rent and observe and perform all the provisions of Tenant, this Lease shall be deemed to be observed and performed by Tenant. Within ten (10) days after Landlord's written requesthave priority over said mortgage, Tenant shall execute any and all documents required by Landlord deed of trust, deed to secure debt, or the Holder to make ground or underlying lease whether this Lease subordinate is dated prior to or subsequent to the date of said mortgage, deed of trust, deed to secure debt, or lease. If the holder of any lien mortgage, deed of trust, deed to secure debt, or security agreement shall forward to Tenant written notice of the Encumbrance existence of such lien or lease, then Tenant shall, so long as such documents contain lien or lease continues, give to such lienholder or lessor the same notice and opportunity to correct any default as is required to be given to Landlord under this Lease but such notice of default may be given to Landlord and such lienholder or lessor concurrently. B. If so requested by Tenant, Landlord shall use reasonable efforts to obtain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to attornment agreements from any entity purchasing ground or otherwise acquiring the Property at any sale underlying lessors or other proceeding present or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.---------- *** confidential treatment requested

Subordination. This Lease is At the option of Landlord, this Lease, and all rights of Tenant hereunder, are and shall be subject and subordinate to any all ground leases, overriding leases and underlying leasesleases affecting the Building or the Project now or hereafter existing and each of the terms, covenants and conditions thereto (the “Superior Lease(s)”), and to all mortgages and or deeds of trust (collectively "Encumbrances") which may now or hereafter affect the Building, the Property or any of such leases and each of the terms, covenants and conditions thereto (the “Superior Mortgage(s)”), whether or not such mortgages or deeds of trust shall also cover other lands, buildings or leases, to each and every advance made or hereafter to be made under such mortgages or deeds of trust, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder of such leases and such mortgages or holders deeds of any trust and spreaders and consolidations of such Encumbrance ("Holder") mortgages or deeds of trust. This Paragraph shall require that this Lease to be prior self-operative and superior thereto, within ten (10) days no further instrument of written request of Landlord to Tenant, subordination shall be required. Tenant shall promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have instrument that Landlord, the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of lessor under any such lease or upon the foreclosure holder of any such mortgage or deed of trust or any of their respective successors in interest may reasonably request to evidence such subordination; if Tenant fails to execute, acknowledge or deliver any such instrument within ten (10) business days after request therefor, Tenant hereby irrevocably constitutes and appoints Landlord as Tenant’s attorney-in-fact, coupled with an interest, to execute and deliver any such instrument for and on behalf of Tenant. As used herein the Holder lessor of a Superior Lease or its successor in interest is herein called “Superior Lessor”; and the holder of a Superior Mortgage is herein called “Superior Mortgagee.” If any Superior Lessor or Superior Mortgagee shall succeed to the rights of Landlord under this Lease, whether through possession or foreclosure action or delivery of a new lease or deed (such party so succeeding to Landlord’s rights herein called “Successor Landlord”), then Tenant shall attorn to and recognize such Successor Landlord as Tenant's rights ’s landlord under this Lease (without the need for further agreement) and shall promptly execute and deliver any reasonable instrument that such Successor Landlord may reasonably request to evidence such attornment. This Lease shall continue in full force and effect as long a direct lease between the Successor Landlord and Tenant upon all of the terms, conditions and covenants as are set forth in this Lease, except that the Successor Landlord shall not (a) be liable for any previous act or omission of Landlord under this Lease, except to the extent such act or omission shall constitute a continuing Landlord default hereunder; (b) be subject to any offset, not expressly provided for in this Lease; or (c) be bound by any previous modification of this Lease or by any previous prepayment of more than one month’s Base Rent, unless such modification or prepayment shall have been expressly approved in writing by the Successor Landlord (or predecessor in interest). Landlord represents and warrants to Tenant is not then in default and continues to pay that as of the Rent and observe and perform date of this Lease, there are no Superior Leases or Superior Mortgages encumbering all or any portion of the Premises. Notwithstanding the foregoing provisions of this Paragraph 31, if a Superior Lease or Superior Mortgage is hereafter placed against all or any portion of the Premises, Landlord shall use reasonable efforts to obtain an agreement from the holder thereof, whereby the holder of such Superior Lease or Superior Mortgage agrees that Tenant, upon paying the Base Rent and all of the Additional Rent herein provided for, and observing and complying with the covenants, agreements and conditions of this Lease on its part to be observed and performed complied with, shall lawfully and quietly hold, occupy and enjoy the Premises during the Term of this Lease (including any exercised renewal term), without hindrance or interference from anyone claiming by Tenantor through said Superior Mortgagee or Superior Lessor and that said Superior Mortgagee or Superior Lessor, upon succeeding to Landlord’s interest in the Premises and the Lease, shall observe and comply with all of Landlord’s duties under this Lease (subject to limitations and exclusions customarily required by Superior Lessors or Superior Mortgagees). Within ten (10) days after Landlord's written request, Tenant shall execute any bear all costs and all documents required by Landlord or the Holder to make this Lease subordinate to any lien expenses (including attorneys’ fees) of the Encumbrance so long as holder of such documents contain future Superior Lease or Superior Mortgage in connection with any such non-disturbance provisions substantially in conformance with agreement for the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise benefit of any other rights, powers or remedies under such EncumbranceTenant.

Subordination. This Lease is lease and all rights of Tenant hereunder are subject and subordinate to any deeds of trust, mortgages or other instruments of security, as well as to any ground and underlying leases or primary leases, mortgages and deeds that now or hereafter cover all or any part of trust (collectively "Encumbrances") which may now affect the Property Building, the land situated beneath the Building or any interest of Landlord therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any of such deeds of trust, mortgages, instruments of security or leases. This provision is hereby declared by Landlord and Tenant to be self-operative and no further instrument shall be required to effect such subordination of this lease. Tenant shall, however, if the holder upon demand at any time or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall times execute, have acknowledged acknowledge and deliver to Landlord any and all reasonable documents or instruments which and certificates that in the judgment of Landlord or Holder deems Landlord’s mortgagee may be necessary or desirable for proper to confirm or evidence such purposessubordination. Landlord Notwithstanding the generality of the foregoing provisions of this Paragraph 11, Tenant agrees that any such mortgagee shall have the right at any time to cause subordinate any such deeds of trust, mortgages or other instruments of security to this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of lease on such advances, together with interest thereon terms and subject to all such conditions as such mortgagee may deem appropriate in its discretion. Tenant further covenants and agrees upon demand by Landlord’s mortgagee at any time, before or after the terms and provisions thereof, so long as Landlord obtains from the Holder institution of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon proceedings for the foreclosure of any such mortgage deeds of trust, mortgages or deed other instruments of trust security, or sale of the Holder shall Building pursuant to any such deeds of trust, mortgages or other instruments of security, to attorn to such purchaser upon any such sale and to recognize Tenant's rights such purchaser as Landlord under this Lease as long as lease. The agreement of Tenant is not then to attorn upon demand of Landlord’s mortgagee contained in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenantimmediately preceding sentence shall survive any such foreclosure sale or trustee’s sale. Within ten (10) days after Landlord's written request, Tenant shall execute upon demand at any time or times, before or after any such foreclosure sale or trustee’s sale, execute, acknowledge and deliver to Landlord’s mortgagee any and all documents required by Landlord instruments and certificates that in the judgment of Landlord’s mortgagee may be necessary or the Holder proper to make this Lease subordinate to any lien of the Encumbrance so long as confirm or evidence such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphattornment, and Tenant hereby attorns irrevocably authorizes Landlord’s mortgagee to execute, acknowledge and agrees to attorn to deliver any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceinstruments and certificates on Tenant’s behalf.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect At the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request option of Landlord to Tenantbe expressed in writing from time to time, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to and the rights of Tenant hereunder are and shall be and become and remain subject and subordinate to any and all Encumbrances mortgages, trust deeds and charges (any of which are herein called "Mortgage" or "Mortgages") and any and all easements and rights of way (provided that the same do not materially adversely affect Tenant's access to or use of the Premises) ("Easements") on or in any way affecting the Premises or the Project or any part thereof now or may hereafter be executed covering in the Premisesfuture, including all renewals, extensions, modifications and replacements of any Mortgages and Easements from time to time. Tenant will at any time on ten (10) days' Notice from Landlord or holder of a Mortgage attom to and become a tenant of the holder of any of such Mortgages or any party whose title to the Project is superior to that of Landlord upon the same terms and conditions as set forth herein. Tenant will execute promptly on request by Landlord any certificates, agreements, instruments of postponement or attomment, or any renewals, modifications, consolidations, replacements other such instruments or extensions thereof, for the full amount agreements as requested from time to time to postpone or subordinate this Lease and all of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues hereunder to pay the Rent and observe and perform all any of such Mortgages or Easements or to otherwise give full effect to any of the provisions of this Lease Article 15. Provided there is no Uncured Event of Default, and at Tenant's request and sole cost and expense, Landlord shall use commercially reasonable efforts to be observed obtain from the holder of any Mortgage, in respect of which Tenant has executed and performed by Tenant. Within ten (10) days after Landlord's written requestdelivered an instrument of postponement, subordination or attomment as required hereby, its agreement to permit Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien continue in occupation of the Encumbrance so long as such documents contain non-disturbance provisions substantially Premises in conformance accordance with the foregoing. Notwithstanding anything and subject to the contrary set forth in terms of this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceLease.

Subordination. This Lease is subject and subordinate to any all ground or underlying leases and underlying leases, to all mortgages and and/or deeds of trust (collectively "Encumbrances") which may now or hereafter affect such leases or the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder . This clause shall be self-operative and no further instrument of subordination shall be required by any mortgagee or holders trustee. In confirmation of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenantsubordination, Tenant shall executeexecute promptly any certificate that the Landlord may request. Tenant hereby constitutes and appoints Landlord the Tenant's attorney-in-fact to execute any such certificate or certificates for an on behalf of Tenant. Notwithstanding the foregoing, have acknowledged and deliver the party secured by any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord deed of trust shall have the right to cause recognize this Lease and, in the event of any foreclosure sale under such deed of trust, or deed in lieu thereof, this Lease shall continue in full force and effect at the option of the party secured by such deed of trust or the purchaser under any such foreclosure sale; Tenant covenants and agrees that it shall at the written request of the party secured by any such deed of trust, execute, acknowledge and deliver any instrument that has for its purpose and effect the subordination of this Lease to be the lien of said deed of trust and become and remain subject and subordinate the attornment of the Tenant to such party. At the option of any and all Encumbrances landlord under any ground or underlying lease to which are this Lease is now or may hereafter be executed covering become subject or subordinate, Tenant agrees that neither the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character cancellation nor termination of such advancesground or underlying lease shall by operation of law or otherwise, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that result in the event of cancellation or termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien obligations of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphTenant hereunder, and Tenant hereby attorns covenants and agrees to attorn to such landlord or to any entity purchasing successor to Landlord's interest in such ground or otherwise acquiring underlying lease and in that event, this Lease shall continue as a direct lease between Tenant herein and such landlord or its successor; and, in any case, such landlord or successor under such ground or underlying lease shall not be bound by any prepayment on the Property at part of Tenant of any sale Rent for more than one month in advance, so that Rent shall be payable under this Lease in accordance with its terms, from the date of the termination of the ground or other proceeding underlying lease, as if such prepayment had not been made. Such landlord or pursuant successor under such ground or underlying lease shall not be bound by this Lease or any amendment or modification of this Lease unless, prior to the exercise termination of any other rightssuch ground or underlying lease, powers a copy of this Lease or remedies under amendment or modification thereof, as the case may be, shall have been delivered to such Encumbrancelandlord or successor.

Subordination. This (a) Subject to Landlords’ delivery to Tenant of a nondisturbance agreement acceptable to Tenant, Tenant covenants and agrees with Landlord that this Lease is subject and subordinate to any mortgage, deed of trust, ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") lease and/or security agreement which may now affect or hereafter encumber the Property Project or any interest of Landlord therein, and to any advances made on the security thereof and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder . Subject to Landlords’ delivery to Tenant of a nondisturbance agreement acceptable to Tenant„ Tenant shall execute any appropriate certificate or holders of any such Encumbrance ("Holder") shall require instrument that this Lease to be prior and superior thereto, Landlord may request within ten (10) days after being requested by Landlord to do so. In the event of the enforcement by the ground lessor, the mortgagee, the trustee, the beneficiary or the secured party (any such party being herein referred to as “Interest Holder”) under any such ground lease, mortgage, deed of trust or security agreement (such documents being referred to herein as “Mortgage Documents”) of the remedies provided for by law or by such Mortgage Documents, Tenant, upon written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or the Interest Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements person or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard party succeeding to the time or character interest of Landlord as a result of such advancesenforcement, together with will attorn to and automatically become the tenant of such Interest Holder or successor in interest thereon and subject to all without any change in the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the other provisions of this Lease; provided, however, that such Interest Holder or successor in interest shall not be bound by (i) any payment of Rent for more than one month in advance except prepayments in the nature of security for the performance by Tenant of its obligations under this Lease, or (ii) any amendment or modification of this Lease to be observed and performed made without the written consent of such Interest Holder or such successor in interest. Upon request by Tenant. Within ten (10) days such Interest Holder or successor in interest, whether before or after Landlord's written requestthe enforcement of its remedies, Tenant shall execute any and all documents required by Landlord deliver an instrument or instruments confirming and evidencing the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. attornment herein set forth. (b) Notwithstanding anything to the contrary set forth in Section 11.1(a), above, any Interest Holder may at any time subordinate its lien to this paragraphLease in whole or in part, without any need to obtain Tenant’s consent, and without regard to their respective dates of execution, delivery or recordation. In that event, to the extent set forth in such document, the Interest Holder shall have the same rights with respect to this Lease as would have existed if this Lease had been executed, and a memorandum thereof recorded, prior to the execution, delivery and recordation of the mortgage or deed of trust. In confirmation of such subordination, however, Tenant hereby attorns and agrees shall execute any appropriate certificate or instrument that Landlord or the Interest Holder may request within ten (10) business days after being requested to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancedo so.

Subordination. This (a) Subject to any mortgagee’s or ground lessor’s election, as hereinafter provided for, this Lease is subject and subordinate in all respects to any all matters of record (including, without limitation, deeds and land disposition agreements), ground and leases and/or underlying leases, mortgages and deeds all mortgages, any of trust (collectively "Encumbrances") which may now or hereafter be placed on or affect such leases and/or the Property real property of which the Premises are a part, or any part of such real property, and/or Landlord’s interest or estate therein, and to each advance made and/or hereafter to be made under any such mortgages, and to all renewals, modifications, consolidations, replacements and extensions thereofthereof and all substitutions therefor; provided, however, if that the holder or holders of any future mortgage shall enter into a subordination, non-disturbance and attornment agreement with Tenant which agreement shall be on such Encumbrance ("Holder") shall require mortgagee’s then-current standard form, provided that this Lease to be prior and superior thereto, within ten (10) days the same is commercially reasonable. In confirmation of written request of Landlord to Tenantsuch subordination, Tenant shall execute, have acknowledged acknowledge and deliver promptly any certificate or instrument that Landlord and/or any mortgagee and/or lessor under any ground or underlying lease and/or their respective successors in interest may request. Notwithstanding the foregoing, upon Xxxxxx’s written request after the execution and all delivery hereof, Xxxxxxxx agrees to use reasonable documents or instruments which Landlord or Holder deems necessary or desirable for efforts to obtain. Tenant shall pay any charges (including reasonable legal fees) required by such purposesmortgagee as a condition to entering into such agreement. Landlord hereby represents that, as of the Execution Date, there are no mortgages affecting the Building. (b) Any such mortgagee or ground lessor may from time to time subordinate or revoke any such subordination of the mortgage or ground lease held by it to this Lease. Such subordination or revocation, as the case may be, shall have be effected by written notice to Tenant and by recording an instrument of subordination or of such revocation, as the right to cause this Lease case may be, with the appropriate registry of deeds or land records and to be effective without any further act or deed on the part of Tenant. In confirmation of such subordination or of such revocation, as the case may be, Tenant shall execute, acknowledge and become and remain subject and subordinate promptly deliver any certificate or instrument that Landlord, any mortgagee or ground lessor may request. (c) Without limitation of any of the provisions of this Lease, if any ground lessor or mortgagee shall succeed to any and all Encumbrances which are now the interest of Landlord by reason of the exercise of its rights under such ground lease or may hereafter be executed covering mortgage (or the Premises, acceptance of voluntary conveyance in lieu thereof) or any renewalsthird party (including, modificationswithout limitation, consolidations, replacements any foreclosure purchaser or extensions thereof, for the full amount of all advances made or mortgage receiver) shall succeed to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder by reason of any such Encumbrance exercise or the expiration or sooner termination of such ground lease, however caused, then such successor may, upon notice and request to Tenant (which, in the case of a non-disturbance agreement ground lease, shall be within thirty (30) days after such expiration or sooner termination), succeed to the interest of Landlord under this Lease, provided, however, that such successor shall not: (i) be liable for any previous act or omission of Landlord under this Lease; (ii) be subject to any offset, defense, or counterclaim which provides that in shall theretofore have accrued to Tenant against Landlord; (iii) have any obligation with respect to any security deposit unless it shall have been paid over or physically delivered to such successor; or (iv) be bound by any previous modification of this Lease or by any previous payment of Yearly Rent for a period greater than one (1) month, made without such ground lessor’s or mortgagee’s consent where such consent is required by applicable ground lease or mortgage documents. In the event of termination such succession to the interest of any such lease or upon the foreclosure of Landlord — and notwithstanding that any such mortgage or ground lease may antedate this Lease — Tenant shall attorn to such successor and shall ipso facto be and become bound directly to such successor in interest to Landlord to perform and observe all Tenant’s obligations under this Lease without the necessity of the execution of any further instrument, provided that such ground lessor or mortgagee agrees that provided Xxxxxx is not in default under the terms of this Lease beyond all applicable notice and cure periods, it shall not disturb Tenant quiet enjoyment of the Premises. Nevertheless, Xxxxxx agrees at any time and from time to time during the Term hereof to execute a suitable instrument in confirmation of Xxxxxx’s agreement to attorn, as aforesaid and the mortgagee’s agreement not to disturb Tenant’s occupancy. (d) The term “mortgage(s)” as used in this Lease shall include any mortgage or deed of trust. The term “mortgagee(s)” as used in this Lease shall include any mortgagee or any trustee and beneficiary under a deed of trust the Holder shall recognize Tenant's rights or receiver appointed under a mortgage or deed of trust. The term “mortgagor(s)” as used in this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions shall include any mortgagor or any grantor under a deed of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancetrust.

Subordination. (a) This Lease is and all rights of Tenant hereunder are and shall be subject and subordinate to any ground and underlying leasesdeeds of trust, mortgages and deeds or other instruments of trust security (collectively "Encumbrances") which may “Security Instruments”), as well as to any ground leases or primary leases (“Master Leases”), that now affect or hereafter cover any of the Property or any interest of Landlord therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof. Landlord hereby expressly reserves the right, at its option and declaration, to place Security Instruments and Master Leases on and against any of the Property or any interest of Landlord therein, superior in effect to this Lease and the estate created hereby. This clause shall be self-operative and no further instrument of subordination need be required, however, upon Landlord’s request, or upon the request of any holder (a “Holder”) under any Security Instrument, or of any lessor (a “Lessor”) under any Master Lease, Tenant shall execute promptly any instrument (including without limitation an amendment to this Lease that does not materially and adversely affect Tenant’s rights or duties under this Lease) or instruments intended to subordinate this Lease or to evidence the subordination of this Lease to any such Security Instrument or Master Lease. Tenant hereby appoints Landlord Tenant’s attorney in fact to execute any such instrument for and on behalf of Tenant. (b) In the event of the enforcement by a Holder under any Security Instrument of the remedies provided for by law or by such Security Instrument, or in the event of the termination of any Master Lease, this Lease shall continue in full force and effect as a direct lease between such Holder or Lessor and Tenant. Tenant will attorn to and automatically become the tenant of such successor in interest without change in the terms or other provisions of this Lease (Tenant hereby waiving any right Tenant may have to terminate this Lease or surrender possession of the Premises) and this Lease shall continue in full force and effect; provided, however, if the holder that such successor in interest shall not be bound by or holders liable for (i) any payment of Rent for more than one month in advance, (ii) any such Encumbrance ("Holder") shall require that amendment or modification of this Lease made without the written consent of such Holder, Lessor or successor in interest, or (iii) any offset, claim or cause of action which Tenant may have against Landlord relating to be the period which is prior and superior theretoto the time Tenant becomes the tenant of such successor in interest. Upon request by any Holder, within ten (10) days of written request of Landlord Lessor or successor in interest to Tenanteither, Tenant shall execute, have acknowledged execute and deliver any an instrument confirming this attornment herein provided for in reasonable form and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposessubstance reasonably satisfactory to Tenant and the lender concerned. Landlord shall have the right use commercially reasonable efforts to cause this Lease obtain a subordination, non-disturbance and attornment agreement in favor of Tenant from Landlord’s current mortgage lender, and Landlord shall be solely responsible for any costs, expenses or fees payable to be and become and remain subject and such lender, such lender’s legal counsel or Landlord’s legal counsel in connection therewith. (c) Tenant agrees that any Holder or Lessor may at any time subordinate to any and all Encumbrances rights which are now Holder or Lessor may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard hold to the time rights of Tenant under this Lease, provided such Holder or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance Lessor shall provide a non-disturbance agreement which provides that in favor of Tenant, all in reasonable form and substance reasonably satisfactory to Tenant and the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancelender concerned.

Subordination. Section 22.01 This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") trust, mortgages, or other security instruments, and any other supplements or amendments thereto, which presently or may now affect in the Property future cover the Building and the Land or any interest of Landlord therein, and to all any increases, renewals, modifications, consolidations, replacements replacements, and extensions thereof; providedof any of such deeds of trust, mortgages, or security instruments. Landlord agrees to use his best efforts to obtain for Tenant a "non-disturbance" agreement from the holder or beneficiary of any deeds of trust, mortgages or other security instruments that in the future may cover the Building and the Land or any interest of Landlord therein. This provision is declared by Landlord and Tenant to be self-operative and no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, if upon demand, execute, acknowledge, and deliver to Landlord any further instruments and certificates evidencing such subordination as Landlord may require. This Lease is further subject and subordinate to (a) all ground or primary Leases in existence at the holder date hereof and to any supplements, modifications, and extensions thereof heretofore or holders hereafter made, and (b) utility easements and agreements, covenants, restrictions, and other encumbrances which do not materially adversely effect Tenant's intended use of the Premises, both existing and future. Section 22.02 Notwithstanding the generality of the foregoing provisions of Section 22.01 hereof, any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents mortgagee or instruments which Landlord ground or Holder deems necessary or desirable for such purposes. Landlord primary lessor shall have the right at any time to cause subordinate any such ground or primary Leases, deeds of trust, mortgages, or other security instruments to this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of on such advances, together with interest thereon terms and subject to all such conditions as such mortgagee or ground or primary lessor may consider appropriate in its discretion. At any time, before or after the terms and provisions thereof, so long as Landlord obtains from the Holder institution of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon proceedings for the foreclosure of any such mortgage deeds of trust, mortgages, or deed other security instruments or termination of trust any ground or primary Lease, or sale of the Holder shall recognize Tenant's rights Building under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions any such deeds of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requesttrust, mortgages, or other security instruments or termination of any ground or primary Lease, Tenant shall execute attorn to such ground or primary lessor or such purchaser upon any and all documents required by Landlord such sale or the Holder to make grantee under any deed in lieu of such foreclosure and shall recognize such ground or primary lessor or such purchaser or grantee as Landlord under this Lease subordinate to any lien Lease. The agreement of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to contained in the immediately preceding sentence shall survive any entity purchasing such termination of any ground or otherwise acquiring the Property primary Lease, foreclosure sale, trustee's sale, or conveyance in lieu thereof. Tenant shall upon demanded at any sale time, before or other proceeding after any such termination, execute, acknowledge, and deliver to Landlord's mortgagee or pursuant to the exercise of ground or primary lessor any other rights, powers written instruments and certificates evidencing such attornment as Landlord's mortgagee or remedies under such Encumbranceground or primary lessor may reasonably require.

Subordination. This Tenant agrees that this Lease is shall, at the option of ------------- Landlord, be subject and subordinate to any ground and underlying leasesmortgage, mortgages and deeds deed of trust (collectively "Encumbrances") or other instrument of security which may now affect has been or shall be placed on the Property and the Building, and this subordination is hereby made effective without any further act of Tenant or Landlord. Tenant shall, at any time hereinafter, on demand, execute any instruments, releases or other documents that may be required by a mortgagee, mortgagor, trustor or beneficiary under any deed of trust, for the purpose of subjecting or subordinating this Lease to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders lien of any such Encumbrance ("Holder") mortgage, deed of trust or other instrument of security. If Tenant fails to execute and deliver any such documents or instruments, such failure shall, at Landlord's option, constitute a default by Tenant under this Lease. Landlord agrees to use its best efforts to have any beneficiary, mortgagee, mortgagor or trustee execute a non-disturbance agreement providing that Tenant shall require that be allowed quiet enjoyment of the Premises so long as Tenant is not in default under the terms of this Lease. If this Lease is or becomes subordinate to be prior and superior theretoany encumbrance now of record or any encumbrance recorded after this date affecting the Premises, within ten (10) days then Tenant agrees to attorn to any purchaser at any foreclosure sale, or to any grantee or transferee designated in any deed given in lieu of written request of Landlord to Tenantforeclosure. In such event, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after at Landlord's written or the lender's request, Tenant shall execute any such recognition and all documents required by Landlord or attornment agreement as the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphlender, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rightsits option, powers or remedies under such Encumbrancemay require.

Subordination. This Lease is and Tenant's interest and rights hereunder are and shall be subject and subordinate at all times to the lien of any ground mortgage, now existing or hereafter created on or against the Premises, and underlying leasesall amendments, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant agrees, if at the election of the holder or holders of any such Encumbrance ("Holder") shall require that this Lease mortgage, to be prior and superior thereto, within ten (10) days of written request of Landlord attorn to Tenant, any such holder. Tenant shall agrees upon demand to execute, have acknowledged acknowledge and deliver any such instruments, confirming such subordination and all reasonable documents or such instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord of attornment as shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of requested by any such Encumbrance a non-disturbance agreement which provides holder; provided that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain instruments include non-disturbance provisions substantially in conformance with whereby the foregoing. Notwithstanding anything mortgagee agrees that if there is no Event of Default and the mortgagee succeeds to the contrary set forth in this paragraphinterest of Landlord by foreclosure of the mortgage, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise deed-in-lieu thereof of any other rightsaction or proceeding taken or instituted under or in connection with the mortgage, powers Tenant's rights and privileges under the Lease and its use, possession and enjoyment of the Premises demised by the Lease shall not be disturbed, interfered with or remedies terminated by reason of such foreclosure, deed-in-lieu thereof or other action or proceeding, and the Lease shall remain in full force and effect as a direct indenture of lease between the mortgagee and Tenant. Tenant hereby appoints Landlord attorney in fact for Tenant irrevocably (such power of attorney being coupled with an interest) to execute, acknowledge and deliver any such instrument and instruments for and in the name of the Tenant and to cause any such instrument to be recorded. Notwithstanding the foregoing, any such holder may at any time subordinate its mortgage to this Lease, without Tenant's consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such mortgage without regard to their respective dates of execution, delivery or recording and in that event such holder shall have the same rights with respect to this Lease as though this Lease had been executed prior to the execution, delivery and recording of such mortgage and had been assigned to such holder. The term "mortgage" whenever used in this Lease shall be deemed to include deeds of trust, security assignments and any other encumbrances, and any reference to the "holder" of a mortgage shall be deemed to include the beneficiary under such Encumbrancea deed of trust.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances"“Encumbrance”) which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("“Holder"”) shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions provision thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's ’s rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's ’s written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphsection, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrance.

Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Project and to the lien of any ground mortgages or trust deeds, now or hereafter in force against the Project and underlying leasesthe Building, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character security of such advancesmortgages or trust deeds, together with interest thereon unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto. Tenant covenants and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that agrees in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage mortgage, or deed if any ground or underlying lease is terminated, to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale, or to the lessor of trust such ground or underlying lease, as the Holder shall case may be, if so requested to do so by such purchaser or lessor, and to recognize Tenant's rights such purchaser or lessor as the lessor under this Lease Lease. Tenant shall, within five (5) days of request by Landlord, execute such further instruments or assurances as long as Tenant is not then in default and continues Landlord may reasonably deem necessary to pay evidence or confirm the Rent and observe and perform all the provisions subordination or superiority of this Lease to be observed any such mortgages, trust deeds, ground leases or underlying leases. Tenant hereby irrevocably authorizes Landlord to execute and performed by Tenantdeliver in the name of Tenant any such instrument or instruments if Tenant fails to do so, provided that such authorization shall in no way relieve Tenant from the obligation of executing such instruments of subordination or superiority. Within ten (10) days after Landlord's written requestTenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant shall execute any and all documents required by Landlord right or the Holder election to make terminate or otherwise adversely affect this Lease subordinate to any lien and the obligations of the Encumbrance so long as such documents contain non-disturbance provisions substantially Tenant hereunder in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to event of any entity purchasing or otherwise acquiring the Property at any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is shall be subject and subordinate to all easement agreements and covenants, conditions and restrictions recorded against the land underlying the Building Complex, and, subject to the provisions in the immediately following sentence, to all present and future ground or underlying leases of the Real Property and to the lien of any ground and underlying leasesmortgages or trust deeds, mortgages and deeds of trust (collectively "Encumbrances") which may now affect or hereafter in force against the Property Real Property, if any, and to all renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements and extensions thereofto all advances made or hereafter to be made upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that Xxxxxx’s agreement to subordinate this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have future mortgage is conditioned on the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character holder of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance entering into a commercially reasonable non-disturbance agreement which provides that with Tenant. Tenant covenants and agrees in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage or deed of trust in lieu thereof, to attorn to the Holder shall purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof if so requested to do so by such purchaser, and to recognize Tenant's rights such purchaser as the lessor under this Lease Lease. Tenant shall, within thirty (30) days of request by Landlord, execute such further instruments or assurances as long as Tenant is not then in default and continues Landlord may reasonably deem necessary to pay evidence or confirm the Rent and observe and perform all the provisions subordination or superiority of this Lease to be observed and performed by Tenantany such mortgages, trust deeds, ground leases or underlying leases on the terms as set forth above. Within ten (10) days after Landlord's written requestTenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant shall execute any and all documents required by Landlord right or the Holder election to make terminate or otherwise adversely affect this Lease subordinate to any lien and the obligations of the Encumbrance so long as such documents contain non-disturbance provisions substantially Tenant hereunder in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to event of any entity purchasing or otherwise acquiring the Property at any sale or other foreclosure proceeding or pursuant sale. Landlord shall, on or before the Lease Commencement Date, obtain from the current lender holding a lien on the Real Property as of the date hereof, an SNDA in favor of Tenant with respect to this Lease, in the exercise of any other rights, powers or remedies under such Encumbrance.form attached hereto as Exhibit F.

Subordination. This Lease is and Tenant's interest and rights hereunder are and shall be subject and subordinate at all times to the lien of any ground mortgage, now existing or hereafter created on or against the Project or the Premises, and underlying leasesall amendments, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant agrees, if at the election of the holder or holders of any such Encumbrance mortgage, to attorn to any such holder. Tenant agrees upon demand to execute, acknowledge and deliver such instruments, confirming such subordination and such instruments of attornment as shall be requested by any such holder. Tenant hereby appoints Landlord attorney in fact for Tenant irrevocably ("Holder"such power of attorney being coupled with an interest) shall require that this Lease to execute, acknowledge and deliver any such instrument and instruments for and in the name of the Tenant and to cause any such instrument to be prior and superior theretorecorded. Notwithstanding the foregoing, within ten (10) days of written request of Landlord any such holder may at any time subordinate its mortgage to this Lease, without Tenant's consent, by notice in writing to Tenant, Tenant and thereupon this Lease shall executebe deemed prior to such mortgage without regard to their respective dates of execution, have acknowledged delivery or recording and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for in that event such purposes. Landlord holder shall have the right same rights with respect to cause this Lease as though this Lease had been executed prior to the execution, delivery and recording of such mortgage and had been assigned to such holder. The term “mortgage” whenever used in this Lease shall be deemed to include deeds of trust, security assignments and become any other encumbrances, and remain subject and any reference to the “holder” of a mortgage shall be deemed to include the beneficiary under a deed of trust. Notwithstanding the foregoing paragraph, Tenant shall not be obligated to subordinate the Lease or its interest therein to any and all Encumbrances which are now mortgage, deed of trust or may hereafter be executed covering ground lease on the Premises, Project or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount Premises unless concurrently with such subordination the holder of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust or the Holder shall recognize ground lessor under such ground lease upon commercially reasonable terms including, agreeing not to disturb Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien possession of the Encumbrance so long as Premises under the terms of the Lease in the event such documents contain holder or ground lessor acquires title to the Premises through foreclosure, deed in lieu of foreclosure or otherwise. Landlord shall use reasonable commercial efforts to obtain, at no cost to Tenant, a non-disturbance provisions substantially agreement from any such holder or ground lessor existing as of the Commencement Date for the benefit of Tenant in conformance with a commercially reasonable form within 20 days of the foregoing. Notwithstanding anything to the contrary set forth in date of this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceLease.

Subordination. This Lease is subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that Landlord obtains from the Holder lender or other party in question a written undertaking in favor of any Tenant to the effect that such Encumbrance a non-disturbance agreement which provides that in the event lender or other party will not disturb Tenant’s right of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights possession under this Lease as long as if Tenant is not then or thereafter in default and continues to pay the Rent and observe and perform all the provisions breach of any covenant or provision of this Lease to be observed and performed by TenantLease. Within Tenant agrees, within ten (10) days after Landlord's ’s written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deeds of trust, or leasehold estates. Tenant agrees that in the Encumbrance so long as such documents contain non-disturbance provisions substantially event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphlieu thereof, Tenant hereby attorns and agrees to attorn to the purchaser or any entity purchasing successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise acquiring adversely affect this Lease and the Property at obligations of the Tenant hereunder in the event of any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is subject to, and Tenant agrees to comply with, all matters of record affecting the Real Property. However, Landlord represents to Tenant that, as of the date of this Lease, no mortgage or deed of trust encumbers the Project. Subject to Tenant obtaining an SNDA (as defined below), this Lease is subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now hereafter affect the Property and to Real Property, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all commercially reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that Landlord obtains from the Holder lender or other party in question a commercially reasonable written undertaking in favor of Tenant to the effect that, among other things, such lender or other party will not disturb Tenant’s right of possession under this Lease if Tenant is not then or thereafter in breach of any such Encumbrance a non-disturbance agreement which provides covenant or provision of this Lease (an “SNDA”). Tenant agrees that in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage or deed of trust or any deed in lieu thereof, to attorn to the Holder shall purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize Tenant's rights such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further commercially reasonable instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default as long as provided in the SNDA. Tenant is not then in default and continues to pay the Rent and observe and perform all waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien obligations of the Encumbrance so long as such documents contain non-disturbance provisions substantially Tenant hereunder in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to event of any entity purchasing or otherwise acquiring the Property at any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is and all rights of Tenant hereunder are subject and subordinate to any ground and underlying leasesdeeds of trust, mortgages or other instruments of security which do now or may hereafter cover the Building and deeds the Land or any interest of trust (collectively "Encumbrances") which may now affect the Property Landlord therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any of such deeds of trust, mortgages or instruments of security. This provision is hereby declared by Landlord and Tenant to be self-operative and no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, if the holder upon demand at any time or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall times execute, have acknowledged acknowledge and deliver to Landlord any and all reasonable documents or instruments which Landlord or Holder deems and certificates that, in the judgment of Landlord, may be necessary or desirable proper to confirm or evidence such subordination, and Tenant hereby irrevocably appoints Landlord as Tenant's agent and attorney-in-fact for the purpose of executing, acknowledging and delivering any such purposesinstruments and certificates. Landlord However, notwithstanding the generality of the foregoing provisions of this Paragraph 33, Tenant agrees that any such mortgagee shall have the right at any time to cause subordinate any such deeds of trust, mortgages or other instruments of security to this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of on such advances, together with interest thereon terms and subject to all such conditions as such mortgagee may deem appropriate in its discretion. Tenant further covenants and agrees upon demand by Landlord's mortgagee at any time, before or after the terms and provisions thereof, so long as Landlord obtains from the Holder institution of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon proceedings for the foreclosure of any such mortgage deeds of trust, mortgages or deed other instruments of trust security, or sale of the Holder shall Building pursuant to any such deeds of trust, mortgages or other instruments of security or voluntary sale, to attorn to such purchaser upon any such sale and to recognize Tenant's rights and attorn to such purchaser as Landlord under this Lease as long as Lease. The agreement of Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions attorn upon demand of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requestmortgagee contained in the immediately preceding sentence shall survive any such foreclosure sale or trustee's sale. Tenant hereby agrees to execute, Tenant shall execute acknowledge and deliver to Landlord's mortgagee any and all documents required by Landlord instruments and certificates that in the judgment of Landlord's mortgagee may be necessary or the Holder proper to make this Lease subordinate to any lien of the Encumbrance so long as confirm or evidence such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphattornment, and Tenant hereby attorns irrevocably appoints Landlord's mortgagee as Tenant's agent and agrees to attorn to attorney-in-fact for the purpose of executing, acknowledging and delivering any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceinstruments and certificates.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "“Encumbrances"”) which may now affect the Property Premises, to any covenants, conditions or restrictions of record, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("“Holder"”) shall require that this Lease to be prior and superior thereto, within ten seven (107) days of after written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments instruments, in the form presented to Tenant, which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, Premises or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided only, so long that as Landlord obtains from the Holder of any a condition to such Encumbrance a non-disturbance agreement which provides that subordination, in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the trust, Holder shall agrees in writing to recognize Tenant's ’s rights under this Lease as long as Tenant is not then in default and continues to pay the Base Monthly Rent and observe additional rent and perform observes and performs all the required provisions of this Lease to be observed and performed by TenantLease. Within ten (10) days after Landlord's ’s written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance Encumbrance. If Tenant fails to do so, then in addition to such failure constituting a default by Tenant, it shall be deemed that this Lease is so long as subordinated to such documents contain non-disturbance provisions substantially in conformance with the foregoingEncumbrance. Notwithstanding anything to the contrary set forth in this paragraphSection, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property Premises at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceencumbrance. Landlord shall cause the existing lender, Union Labor Life Insurance Company, to furnish to Tenant, within forty-five (45) days of the date of both parties’ execution of this Lease, with a written agreement providing for (i) recognition by the lender of all of the terms and conditions of this Lease; and (ii) continuation of this Lease upon foreclosure of existing lender’s security interest in the Premises. In the event that Landlord is unable to provide such agreement, Tenant’s sole remedy shall be termination of the Lease, which election shall be made within fourteen (14) days following the expiration of such forty-five (45) day period.

Subordination. Tenant agrees that this lease shall be subordinate to any mortgages, now or hereafter encumbering the Complex or any part or component thereof, and to all advances made upon the security thereof. This Lease shall be self-operative and no further instrument of subordination shall be required by any mortgagee. However, the Tenant, upon request of any party in interest shall execute promptly such instruments or certificates to carry out the intent hereof as shall be required by the Landlord. If Tenant does not execute and deliver such instruments within five (5) business days after receipt of a request by Landlord, Tenant hereby constitutes and appoints Landlord as its attorney-in-fact to execute and deliver the instruments on behalf of Tenant. Tenant shall, in the event any proceedings are brought for the foreclosure of or in the event of exercise of the power of sale under any mortgage made by the Landlord covering the demised premises or in the Complex or any part thereof or to the Landlord certifying (if such be the case) that this lease is unmodified and is in full force and effect (and if there has been modification, that the same is in full force and effect as modified and stating the modifications); that there are no defenses or offsets against the enforcement thereof or stating those claimed by the Tenant; and stating the day to which rentals and other charges are paid. Such certificate shall also include such other information as may be reasonably required by mortgagee. Tenant shall, in the event any proceedings are brought for the foreclosure of or in the event of exercise of the power of sale under any mortgage made by the Landlord covering the demised premises, or in the event of a termination of any lease under which Landlord may hold title, attorney to the purchaser of the encumbered interest or the Landlord as the case may be, and recognize such person as the Landlord under this lease. Tenant agrees that the institution of any suit, action or other proceeding by a mortgagee to realize on Landlord's interest in the Complex or as sale of Landlord's interest in the Complex pursuant to the powers granted to a mortgagee under its mortgage, shall not, by operation of law or otherwise, result in the cancellation or termination of this lease or of the obligations of the Tenant hereunder. Landlord and Tenant agree that notwithstanding that this lease is expressly subject and subordinate to any ground mortgages, any mortgagee, its successors and underlying leasesassigns or other holder of a mortgage or a note secured thereby, mortgages may sell the Complex in the manner provided in the mortgage and deeds of trust (collectively "Encumbrances") which may now affect may, at the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character option of such advancesmortgagee, together with interest thereon his successor's and assigns or other holder of the mortgage or the note secured thereby make such sale of the complex subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancelease.

Subordination. This Lease is and all rights of Tenant hereunder are subject and subordinate to any ground mortgage or mortgages, blanket or otherwise, made by Landlord and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which do now or may now hereafter affect the Property or the Building and to any and all renewals, modifications, consolidations, replacements and extensions thereof; provided, and to any ground or other lease, or similar instrument now or hereafter placed against the Building. It is the intention of the parties that this provision be self-operative and that no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, if the holder upon demand at any time or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall times execute, have acknowledged acknowledge and deliver to Landlord without expense to Landlord, any and all reasonable documents or instruments which Landlord or Holder deems that may be necessary or desirable for such purposes. Landlord shall have the right proper to cause subordinate this Lease to be and become and remain subject and subordinate all rights of Tenant hereunder to any and all Encumbrances which are now such mortgage or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made mortgages or to be made thereunder confirm or evidence such subordination. Tenant covenants and without regard to the time or character of such advancesagrees, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage, to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale if so requested to do by such purchaser, and to recognize such purchaser as the Landlord under this Lease. Tenant agrees to execute and deliver at any time and from time-to-time, upon the request of Landlord or of any holder of such mortgage or deed of trust such purchaser, any instrument which, in the Holder shall recognize sole judgment of such requesting party, may be necessary or appropriate in any such foreclosure proceeding or otherwise to evidence such attornment. Tenant hereby irrevocably appoints Landlord and the holder of such mortgage, or either of them, the attorney-in-fact of Tenant to execute and deliver any such instrument for and on behalf of Tenant's rights under . Tenant further waives the provisions of any statute or rule of law, now or hereafter in effect, which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease, or the obligations of Tenant hereunder in the event any such foreclosure proceeding is brought, prosecuted or completed. Tenant and Landlord further agree that if so requested by any mortgagee of Landlord, this Lease shall be made superior to any such mortgage and that they will execute such documents as long as Tenant is not then in default and continues may be required by such mortgagee to pay effect the Rent and observe and perform all the provisions superiority of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancemortgage.

Subordination. This Lease is and Tenant’s interest and rights hereunder are and shall be subject and subordinate at all times to the lien of any ground first mortgage, now existing or hereafter created on or against the Project or the Premises, and underlying leasesall amendments, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant agrees, if at the election of the holder or holders of any such Encumbrance mortgage, to attorn to any such holder. Tenant agrees upon demand to execute, acknowledge and deliver such instruments, confirming such subordination and such instruments of attornment as shall be requested by any such holder. Tenant hereby appoints Landlord attorney in fact for Tenant irrevocably ("Holder"such power of attorney being coupled with an interest) shall require that this Lease to execute, acknowledge and deliver any such instrument and instruments for and in the name of the Tenant and to cause any such instrument to be prior and superior theretorecorded. Notwithstanding the foregoing, within ten (10) days of written request of Landlord any such holder may at any time subordinate its mortgage to this Lease, without Tenant’s consent, by notice in writing to Tenant, Tenant and thereupon this Lease shall executebe deemed prior to such mortgage without regard to their respective dates of execution, have acknowledged delivery or recording and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for in that event such purposes. Landlord holder shall have the right same rights with respect to cause this Lease as though this Lease had been executed prior to the execution, delivery and recording of such mortgage and had been assigned to such holder. The term “mortgage” whenever used in this Lease shall be deemed to include deeds of trust, security assignments and become any other encumbrances, and remain any reference to the “holder” of a mortgage shall be deemed to include the beneficiary under a deed of trust. Landlord represents to Tenant that as of the date hereof the Building is not subject to or encumbered by a mortgage. Notwithstanding the preceding provisions of this Paragraph 27, this Lease and Tenant’s interest in the Premises shall not be subordinate to any future mortgage or deed of trust on the Project, and all Encumbrances which are now Tenant shall not be obligated to execute an instrument subordinating this Lease or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with Tenant’s interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event Premises to any future mortgage or deed of termination trust on the Project, unless concurrently with such subordination the holder of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize agrees in such instrument of subordination not to disturb Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien ’s possession of the Encumbrance Premises (so long as no default exists under the Lease) in the event such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything holder acquires title to the contrary set forth Premises through foreclosure, deed in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing lieu of foreclosure or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceotherwise.

Subordination. This (a) Subject to any mortgagee’s or ground lessor’s election, as hereinafter provided for, and subject to the requirements of this Section 23, this Lease is subject and subordinate in all respects to any all matters of record (including, without limitation, deeds and land disposition agreements), ground and leases and/or underlying leases, mortgages and deeds to the lien of trust (collectively "Encumbrances") all mortgages, any of which may now or hereafter be placed on or affect such leases and/or the Property real property of which the Premises are a part, or any part of such real property, and/or Landlord’s interest or estate therein, and to each advance made and/or hereafter to be made under any such mortgages, and to all renewals, modifications, consolidations, replacements and extensions thereof; providedthereof and all substitutions therefor. Landlord represents that to the actual knowledge of Landlord no matter if record prohibits or restricts Tenant’s rights to install signage and to use the Patio as provided in this Lease, howeverbut this representation shall not apply to any law, if the holder regulation, or holders order of any governmental authority, whether or not same is a matter of record. This Article 23 shall be self-operative and no further instrument or subordination shall be required. In confirmation of such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenantsubordination, Tenant shall execute, have acknowledged acknowledge and deliver promptly any certificate or instrument that Landlord and/or any mortgagee and/or lessor under any ground or underlying lease and/or their respective successors in interest may request. Tenant acknowledges that, where any consent of Landlord is required under this Lease, any consent or approval hereafter given by Landlord may be subject to the further consent or approval of such mortgagee, and all reasonable documents the failure or instruments which Landlord refusal of such mortgagee to give such consent or Holder deems necessary or desirable for such purposes. Landlord shall have approval shall, notwithstanding anything to the right to cause contrary in this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now contained, constitute reasonable justification for Landlord’s withholding its consent or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoingapproval. Notwithstanding anything to the contrary set forth in this paragraphArticle 23 contained, as to any future mortgages, ground leases, and/or underlying lease or deeds of trust, the herein provided subordination and attornment shall be effective only if the mortgagee, ground lessor or trustee therein, as the case may be, agrees, by a written instrument in recordable form and in the commercially reasonable, customary form of such mortgagee, ground lessor, or trustee (“Nondisturbance Agreement”) that, as long as Tenant shall not be in terminable default of the obligations on its part to be kept and performed under the terms of this Lease, this Lease will not be affected and Xxxxxx’s possession hereunder will not be disturbed by any default in, termination, and/or foreclosure of, such mortgage, ground lease, and/or underlying lease or deed of trust, as the case may be. Tenant shall be responsible for paying any fees or expenses charged by such mortgagee, ground lessor or trustee in connection with such Nondisturbance Agreement. Notwithstanding the foregoing Landlord agrees to use reasonable efforts to obtain subordination, non-disturbance and attornment agreement for Tenant from its current mortgagee in the form attached hereto as Exhibit 10. Xxxxxx agrees that Tenant shall pay any charges (including legal fees) required by any mortgagee as a condition to entering into any such agreement. (b) Any such mortgagee or ground lessor may from time to time subordinate or revoke any such subordination of the mortgage or ground lease held by it to this Lease. Such subordination or revocation, as the case may be, shall be effected by written notice to Tenant and by recording an instrument of subordination or of such revocation, as the case may be, with the appropriate registry of deeds or land records and to be effective without any further act or deed on the part of Tenant. In confirmation of such subordination or of such revocation, as the case may be, Tenant hereby attorns shall execute, acknowledge and agrees to attorn to promptly deliver any entity purchasing certificate or otherwise acquiring the Property at instrument that Landlord, any sale mortgagee or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceground lessor may request. (c) [Intentionally Omitted]

Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Building or Project and to the lien of any ground and underlying leasesmortgages or trust deeds, mortgages and deeds of trust (collectively "Encumbrances") which may now affect or hereafter in force against the Property Building or Project, if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard upon the security of such mortgages or trust deeds, unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto. Notwithstanding the foregoing to the time or character of such advancescontrary, together Landlord agrees to provide Tenant with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a commercially reasonable non-disturbance agreement(s) in favor of Tenant from any ground lessors, mortgage holders or deed of trust beneficiaries under any ground lease, mortgage or deed of trust affecting the Project which comes into existence at any time after the date of execution of this Lease but prior to the expiration of the Lease Term ("Future Mortgage") in consideration of, and as a condition precedent to, Tenant's agreement which provides that to be bound by the terms of this ARTICLE 18 with respect to such Future Mortgage. Tenant covenants and agrees in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage mortgage, to attorn, without any deductions or deed of trust setoffs whatsoever, to the Holder shall purchaser upon any such foreclosure sale if so requested to do so by such purchaser, and to recognize Tenant's rights such purchaser as the lessor under this Lease Lease. Tenant shall, within twenty (20) days of request by Landlord, execute such further instruments or assurances as long as Tenant is not then in default and continues Landlord may reasonably deem necessary to pay evidence or confirm the Rent and observe and perform all the provisions subordination or superiority of this Lease to be observed any such mortgages, trust deeds, ground leases or underlying leases. Tenant hereby irrevocably authorizes Landlord to execute and performed by Tenantdeliver in the name of Tenant any such instrument or instruments if Tenant fails to do so, provided that such authorization shall in no way relieve Tenant from the obligation of executing such instruments of subordination or superiority. Within ten (10) days after Landlord's written requestTenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant shall execute any and all documents required by Landlord right or the Holder election to make terminate or otherwise adversely affect this Lease subordinate to and the obligations of Tenant hereunder in the event of any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Land and to the lien of any ground mortgages or trust deeds now and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect hereafter in force against the Property Land or Building and to all renewals, extensions, modifications, consolidationsconsolidation and replacements thereof, replacements and extensions to all advances made or hereafter to be made upon the security thereof; provided, however, if the holder or holders that such subordination is subject to delivery by Landlord of a Non-Disturbance Agreement (defined below) executed by any such Encumbrance mortgagee or ground or underlying lessor. At Landlord’s request ("Holder") shall require that this Lease and after consent from any prior mortgagee or lessor if Tenant has agreed not to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenantso subordinate without such consent), Tenant shall executeexecute such further instruments or assurances as Landlord may deem necessary to evidence, confirm or effectuate such subordination of this Lease thereto or, if requested, to make Tenant’s interest in this Lease superior thereto. If any mortgage shall be foreclosed or property encumbered thereby is transferred in lieu of foreclosure, or if any ground or underlying lease be terminated, (i) the liability of the mortgagee or trustee hereunder or purchaser at such foreclosure sale or the liability of a subsequent owner designated as Landlord under this Lease shall exist only with respect to the period during which such trustee, mortgagee, purchaser or owner is the owner of the Land or Building and such liability shall not exist with respect to the period after further transfer of ownership and in no event shall any such party have acknowledged and deliver any and all reasonable documents liability whatsoever for the acts of the Landlord prior to any such transfer or instruments which Landlord or Holder deems necessary or desirable any liability for any deposits made by Tenant hereunder unless such purposes. Landlord deposits have been transferred to such party; provided however, that such party shall have liability to perform all of the right Landlord’s continuing obligations, if any, that have not been performed as of the date of transfer; and (ii) in return for and upon delivery to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of Tenant by any such Encumbrance mortgagee, trustee, purchaser or owner of an agreement (a non“Non-disturbance agreement which provides Disturbance Agreement”) agreeing that in the event of a foreclosure of such mortgage or the giving of a deed in lieu of foreclosure or termination of any such lease ground or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under underlying lease, this Lease shall not be terminated and Tenant may remain in possession of the Premises pursuant to the terms of this Lease and retain all of the rights, options and privileges granted to it hereunder as long as Tenant is not then in default and continues to pay perform its obligations hereunder and further agreeing that the Rent purchaser at a foreclosure sale or transferee in the case of a deed in lieu of foreclosure or ground or underlying lessor or trustee, as the case may be, will assume all of the obligations of Landlord in such case, Tenant will agree to attorn to and observe and perform all recognize as Landlord, the provisions purchaser at any foreclosure sale under any mortgage or any transferee in the case of a deed in lieu of foreclosure or any ground lessor or trustee, by executing such instruments as may be required by the mortgagee, trustee, transferee or ground lessor. Tenant shall also, as a condition to its execution of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or receive a Non-Disturbance Agreement from the Holder to make this Lease subordinate to any lien current mortgagee of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns Land and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceBuilding.

Subordination. (a) This Lease is and all rights of Tenant hereunder are subject and subordinate to any first deed of trust, first mortgage or other first instrument of security (a "Mortgage"), and at Landlord's option, this Lease and all rights of Tenant hereunder are subject and subordinate to any junior deed of trust, junior mortgage or other junior instrument of security, as well as to any ground and underlying leases, mortgages and deeds of trust lease or primary lease (collectively an "EncumbrancesUnderlying Lease") which may that now affect or thereafter covers all or any part of the Property Shopping Center, the land, or any interest of Landlord therein, and to any and all advances made on the security thereof and to any and all increase, renewals, modifications, consolidations, replacements and extensions thereof; providedof such Mortgage or Underlying Lease. This provision is self-operative and no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, if within 10 days after receipt of a written request from Landlord, execute, acknowledge and deliver to Landlord or to the holder or holders of any such Encumbrance ("Holder") shall require of any Mortgage, or lessor ("Lessor") in any Underlying Lease, all instruments and certificates that this Lease to in the judgment of Landlord, Holder or Lessor may be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for to confirm or evidence such purposessubordination. Landlord Not in limitation of the generality of the foregoing, Tenant agrees that any Holder shall have the right at any time to cause subordinate any Mortgage to this Lease on such terms and subject to be such conditions as such Holder may deem appropriate in its sole discretion. Tenant further covenants and become agrees upon demand by Holder or Lessor at any time, before or after the institution of any proceedings for foreclosure or sale pursuant to any Mortgage, or termination of any Underlying Lease, to attorn to the purchaser upon such foreclosure or sale or to Lessor upon such termination, and remain subject to recognize such purchaser or Lessor preceding sentence shall survive any such foreclosure, sale or termination. Tenant, upon demand, before or after any such foreclosure, sale or termination, shall execute, acknowledge and subordinate deliver to Holder or Lessor any and all Encumbrances which are now instruments that in the judgment of Holder or Lessor may hereafter be executed covering the Premisesnecessary or desirable to confirm or evidence such attornment and Tenant hereby irrevocably authorizes Holder or Lessor to execute, acknowledge and deliver any such instruments on Tenant's behalf. It is understood and agreed that Tenant's obligation to furnsh to Landlord any instrument described in this Article 21 promptly as requested is a material inducement for Landlord's execution of this Lease. No cure or any renewalsgrace period provided in this Lease shall apply to Tenant's obligations to timely deliver such instruments. Tenant acknowledges that it may be difficult, modifications, consolidations, replacements or extensions thereofif not impossible, for Landlord to finance or sell the full amount Shopping Center without such instruments from Tenant. Tenant's failure to deliver said instruments in the time and manner provided herein shall constitute an event of default. In addition to any other remedies set forth herein, Landlord shall be entitled all advances made remedies available at law with respect to such breach. (b) If Landlord shall be or is alleged to be made thereunder in default of any of its obligations owing to Tenant under this Lease, Tenant agrees to give to Holder and without regard to the time Lessor a copy of any written notice (by registered or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder certified mail or by delivery service) of any such Encumbrance a non-disturbance agreement default which provides Tenant shall have served upon Landlord, provided that prior thereto Tenant has been notified in writing (by way of notice of assignment of rents and/or leases, or otherwise) of the event of termination name and addresses of any such lease Holder and Lessor. Tenant shall not be entitled to exercise any right or upon the foreclosure remedy as may exist because of any default by Landlord without having given such mortgage notice to Holder and Lessor. Tenant further agrees that if Landlord shall fail to cure such default, Holder or deed Lessor shall have an additional 30 days (measured from the later of trust the date on which the default should have been cured by Landlord, or the date of Holder's or Lessor's receipt of such notice from Tenant), provided that if such default cannot be cured within such 30-day period and Holder or Lessor is diligently pursuing the remedies necessary to effectuate the cure (including, but not limited to, foreclosure or termination proceedings, if appropriate) such cure period shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues be extended to pay allow the Rent and observe and perform all the provisions of this Lease cure to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancecompleted.

Subordination. This At the option of Master Landlord's first mortgagee, this Lease is and all rights of Tenant hereunder shall be subject and subordinate (i) to any ground first mortgage or first deed of trust, blanket or otherwise, which does now or may hereafter affect the Building (and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now also affect the Property other property and (ii) to any and all increases, renewals, modifications, consolidations, replacements replacements, and extensions thereof; providedof any such mortgage or deed of trust. If Master Landlord's first mortgagee elects to make this Lease subordinate, Landlord and Tenant shall, however, if upon demand at any time or times execute, acknowledge, and deliver to each other, or to Master Landlord's first mortgagee, a Subordination, Non-Disturbance and Attornment Agreement, substantially in the holder or holders form of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Exhibit G. In the event Tenant shall fail or neglect to execute, have acknowledged acknowledge, and deliver any such subordination agreement or certificate, Landlord, in addition to any other remedies it may have, as the agent and all reasonable documents or instruments which attorney in fact of Tenant, execute, acknowledge, and deliver the same and Tenant hereby irrevocably nominates, constitutes and appoints Landlord or Holder deems necessary or desirable as Tenant's proper and legal agent and attorney in fact for such purposes. Landlord Such power of attorney shall have not terminate on disability of the right to cause this Lease to be principal. Tenant covenants and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premisesagrees, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage or if the Building be sold pursuant to any such deed of trust trust, to attorn to the Holder shall purchaser upon any such foreclosure sale or trustee's sale if so requested by such purchaser and to recognize Tenant's rights such purchaser as the Landlord under this Lease as long as Lease. Tenant is agrees to execute, acknowledge and deliver at any time and from time to time, upon the request of Landlord or any holder(s) of any of the indebtedness or other obligations secured by any of the mortgages or deeds of trust referred to in this paragraph any instrument at certificate which, in the sole judgment of Landlord or of such holder(s), may be necessary or appropriate in any such foreclosure proceeding or otherwise to evidence such attornment. Tenant hereby irrevocably appoints Landlord and the holder(s) of the indebtedness or other obligations secured by the aforesaid mortgages and/or deeds of trust jointly and severally the agent and attorney in fact of Tenant to execute and deliver for and on behalf of Tenant any such instrument or certificate. Such power of attorney shall not then in default and continues to pay terminate on disability of the Rent and observe and perform all principal. Tenant further waives the provisions of any statute or rule of law, now or hereafter in effect, which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease to and the obligation of Tenant hereunder in the event any such foreclosure proceeding is brought or trustee's sale occurs and agrees that this Lease shall not be observed and performed affected in any way whatsoever by Tenantany such foreclosure proceeding or trustee's sale unless the holder(s) of the indebtedness or other obligations secured by said mortgages and/or deeds of trust shall declare otherwise. Within ten (10) days after Landlord's written request, Tenant shall execute any This Lease and all documents required by Landlord or the Holder to make this Lease subordinate to any lien rights of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything Tenant hereunder are further subject and subordinate, to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring extent that the Property at any sale or other proceeding or pursuant same relate to the exercise Leased Premises, to all Applicable Laws and to all liens, leases, restrictions, easements, and encumbrances to the extent same are valid, subsisting, and recorded in the Real Property Records of any other rightsDallas County, powers or remedies under such EncumbranceTexas.

Subordination. Section 27.01 This Lease is subject and subordinate in all respects to all ground leases and/or underlying leases now or hereafter covering the real property or any ground portion thereof of which the Premises form a part and underlying leases, to all mortgages and deeds of trust (collectively "Encumbrances") indentures which may now or hereafter be placed on or affect such leases and/or the Property real property of which the Premises form a part, or any part or parts of such real property, and/or Landlord’s interest therein, and to each advance made and/or hereafter to be made under any such mortgages, or indentures and to all renewals, modifications, consolidations, replacements increases, recastings, replacements, extensions and extensions thereof; provided, however, if the holder substitutions of and for such ground leases and/or underlying leases and/or mortgages or holders of any such Encumbrance indentures ("Holder") shall require that each lease or mortgage to which this Lease shall be subject and subordinate pursuant to the provisions hereof being respectively herein called a “superior lease” or a “superior mortgage”). This Section 27.01 shall be prior self-operative and superior thereto, within ten (10) days no further instrument of written request subordination shall be required. In confirmation of Landlord to Tenantsuch subordination, Tenant shall execute, have acknowledged at its sole cost and expense, and deliver promptly any certificate that Landlord and/or any lessor under any superior lease and/or any holder of any superior mortgage and/or their respective successors in interest may request. Tenant hereby constitutes and appoints Landlord and/or any lessor under any superior lease and/or any holder of any superior mortgage and/or their respective successors in interest as Tenant’s attorney-in-fact to execute and deliver any such certificate or certificates for and all on behalf of Tenant. Section 27.02 In the event of any act or omission of Landlord that would give Tenant the right, immediately or after lapse of a period of time, to cancel or terminate this Lease, or to claim a partial or total eviction, Tenant shall not be entitled to exercise such right: (a) unless and until Tenant has given prompt written notice of such act or omission to the lessor under each superior lease and the holder of each superior mortgage, whose name and address shall previously have been furnished to Tenant in writing; and (b) unless such act or omission shall be one which is not capable of being remedied by Landlord or such lessor or such holder within a reasonable documents period of time, until a reasonable period for remedying such act or instruments omission shall have elapsed following the giving of such notice and following the time when the lessor under such superior lease or the holder of such superior mortgage shall have become entitled under such lease or such mortgage, as the case may be, to remedy the same (which reasonable period shall in no event be less than the period to which Landlord would be entitled under this Lease or Holder deems otherwise, after similar notice, to effect such remedy), provided such lessor or such holder shall with due diligence give Tenant written notice of intention to, and commence and continue to remedy such act or omission. Section 27.03 Tenant covenants that neither the termination of any superior lease or any superior mortgage, nor the institution of any suit, action or other proceeding by the lessor under any such superior lease or the holder of any such superior mortgage to recover possession of the Premises leased or mortgaged under any such superior lease or any such superior mortgage or to realize on the mortgagor’s interest under any such superior mortgage or any such superior lease (provided that Tenant is not otherwise disturbed by the lessor under any such superior lease or the holder of any such superior mortgage) shall, by operation of law or otherwise, result in the cancellation or termination of this Lease (unless specific action is taken by the lessor under any such superior lease or the holder of any such superior mortgage to terminate this Lease) or the obligations of Tenant hereunder. If the lessor under any superior lease or the holder of any superior mortgage, or the purchaser upon any foreclosure sale relating to such superior mortgage, or any designee of such lessor or such holder shall succeed to the rights of Landlord under this Lease, whether through possession, or any action or proceeding relating to the termination of such superior lease, or foreclosure action or delivery of a new lease or deed, then, at the request of such party so succeeding to Landlord’s rights (such party being sometimes herein called a “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 this Lease, and shall promptly execute and deliver, at Tenant’s sole expense, any instrument that such successor landlord may reasonably request to evidence such attornment and none of the above-described successions shall, by operation of law or otherwise, result in the cancellation or termination of this Lease (unless specific action is taken by such successor landlord to terminate this Lease) or the obligations of Tenant. In the event successor landlord requests Tenant to execute an attornment, Tenant shall acquire no rights with respect to said successor landlord until the attornment has been executed. Upon such attornment, this Lease shall continue in full force and effect as, or as if it were, a direct lease between the successor landlord and Tenant upon all of the terms, conditions and covenants set forth in this Lease, except that the successor landlord shall not: (a) be liable for any previous act or omission of Landlord under this Lease; (b) be subject to any offset, not expressly provided for in this Lease, which shall have theretofore accrued to Tenant against Landlord; or (c) be bound by any previous modification of this Lease, not expressly provided for in this Lease, or by any previous prepayment of more than one month’s Fixed Rent or additional rent, unless such modification or prepayment shall have been expressly approved in writing by the lessor under the superior lease or the holder of the superior mortgage through or by reason of which the successor landlord shall have succeeded to the rights of Landlord under this Lease. Section 27.04 In the event of termination, cancellation, re-entry or dispossess by Landlord or a successor landlord under this Lease Tenant shall, at Landlord’s or the successor landlord’s request, execute an assignment by Tenant to Landlord or the successor landlord of Tenant’s interest as sublessor under any subleases to this Lease, and Tenant hereby appoints Landlord or the successor landlord as Tenant’s attorney-in-fact to execute any such assignment upon Tenant’s failure or refusal to do so and shall execute any necessary documents to confirm said appointment upon Landlord’s or desirable the successor landlord’s request. At Landlord’s or successor landlord’s option, sublessee shall attorn to Landlord or the successor landlord and upon such attornment, the sublease shall continue in full force and effect as, or as if it were, a direct lease between Landlord or the successor landlord and sublessee upon all the terms, conditions and covenants set forth in, at Landlord’s or successor landlord’s option, the Lease or the sublease, except that Landlord or the successor landlord shall not: (a) be liable for any previous act or omission of sublessor under the sublease; (b) be subject to any offset, which shall have theretofore accrued to sublessee against sublessor; or (c) be bound by any previous modification of the sublease, not expressly provided for in the sublease, or by any previous prepayment of more than one month’s Fixed Rent or additional rent, unless such purposesmodification or prepayment shall have been expressly approved in writing by the Landlord under the Lease, the lessor under the superior lease or the holder of the superior mortgage through or by reason of which the successor landlord shall have succeeded to the rights of sublessor under the sublease, as the case may be. In the event that Landlord or a successor landlord, as the case may be, does not request Tenant to assign its interest in the sublease or have sublessee attorn to Landlord or the successor landlord, as the case may be, then Landlord or successor landlord, as the case may be, shall have the right to cause terminate the sublease immediately at any time after termination or cancellation of this Lease or re-entry or dispossess by Landlord or a successor landlord under this Lease. All subleases made in accordance with this Lease shall be subject to be the above provision. Section 27.05 In the event the holder of any mortgage or the lessor of any lease (present or future) relating to the Premises and/or this Lease requests that (a) this Lease and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to Tenant’s rights hereunder be made thereunder and without regard superior, rather than subordinate, to the time such mortgage or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance lease and/or (b) Tenant enter into a subordination non-disturbance agreement which provides that and attornment agreement, then Tenant, within fourteen (14) days after written request, will execute and deliver without charge such agreement(s) in such form(s) acceptable to the event holder of termination of any such lease or upon the foreclosure of any such mortgage or deed lessor of trust such lease. In any instance where the Holder consent of any holder of any superior lease or superior mortgage is required to be given in connection with any matter relating to this Lease, Landlord shall recognize Tenant's rights not be required to give its consent to such matter unless and until such required consent is given and Landlord shall not be found to have unreasonably withheld its consent if such required consent is withheld by any superior lease or superior mortgage. Section 27.06 If Tenant fails to execute and deliver any documents as and when required by this Article 27, then, notwithstanding any other provision of this Lease, without the requirement of notice from Landlord such failure will constitute a default under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requestbeyond any applicable grace period, Tenant shall execute any and all documents required by entitling Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns same rights and agrees remedies as if such default were with respect to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise nonpayment of any other rights, powers or remedies under such EncumbranceFixed Rent.

Subordination. (a) This Lease is and all rights of Tenant hereunder are subject and subordinate to any first deed of trust, first mortgage or other first instrument of security (a "Mortgage"), and at Owner's option, this Lease and all rights of Tenant hereunder are subject and subordinate to any junior deed of trust, junior mortgage or other junior instrument of security, as well as to any ground and underlying leases, mortgages and deeds of trust Lease or primary Lease (collectively an "EncumbrancesUnderlying Lease") which may that now affect or hereafter covers all or any part of the Property Building, the Land, or any interest of Owner therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any Mortgage or Underlying Lease. This provision is self-operative and no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, if upon demand at any time or times execute, acknowledge and deliver to Owner or to the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior theretoof any Mortgage, within ten or lessor (10"Lessor") days of written request of Landlord to Tenantin any Underlying Lease, Tenant shall execute, have acknowledged and deliver any and all reasonable documents instruments and certificates that in the judgment of Owner, Holder or instruments which Landlord or Holder deems Lessor may be necessary or desirable for to confirm or evidence such purposessubordination. Landlord Not in limitation of the generality of the foregoing, Xxxxxx agrees that any Holder shall have the right at any time to cause subordinate any Mortgage to this Lease on such terms and subject to be such conditions as such Holder may deem appropriate in its discretion. Tenant further covenants and become agrees upon demand by Holder or Lessor at any time, before or after the institution of any proceedings for foreclosure or sale pursuant to any Mortgage, or termination of any Underlying Lease, to attorn to the purchaser upon such foreclosure or sale or to Lessor upon such termination, and remain subject to recognize such purchaser or Lessor as Owner under this Lease. The agreement of Tenant to attorn contained in the immediately preceding sentence shall survive any such foreclosure, sale or termination. Tenant, upon demand at any time or times, before or after any such foreclosure, sale or termination, shall execute, acknowledge and subordinate deliver to Holder or Lessor any and all Encumbrances which are now instruments that in the judgment of Holder or Lessor may hereafter be executed covering the Premisesnecessary or desirable to confirm or evidence such attornment and Tenant hereby irrevocably authorizes Holder or Lessor to execute, acknowledge and deliver any such instruments on Tenant's behalf. (b) If Owner shall be or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or is alleged to be made thereunder in default of any of its obligations owing to Tenant under this Lease, Tenant agrees to give to Holder and without regard to the time Lessor a copy of any written notice (by registered or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder certified mail or by delivery service) of any such Encumbrance default which Tenant shall have served upon Owner, provided that prior thereto Tenant has been notified in writing (by way of notice of assignment of rents and/or leases, or otherwise) of the name and addresses of any such Holder and Lessor. Tenant shall not be entitled to exercise any right or remedy as may exist because of any default by Owner without having given such notice to Holder and Lessor; and Tenant further agrees that if Owner shall fail to cure such default; (i) Holder or Lessor shall have an additional thirty (30) days (measured from the later of the date on which the default should have been cured by Owner, or the date of Holder's or Lessor's receipt of such notice from Tenant), provided that if such default could not be cured within such thirty (30) day period and Holder or Lessor is diligently pursuing the remedies necessary to effectuate the cure (including but not limited to foreclosure or termination proceedings, if appropriate) such longer period as may be necessary, within which to cure such default; and (ii) Tenant shall not exercise any right or remedy as may exist or arise because of Owner's default, as may be expressly provided for herein or available to Tenant as a non-disturbance agreement matter of law, if the Holder or Lessor either has cured the default within such thirty (30) day period, or as the case may be, has initiated the cure of same within such thirty (30) day period and is diligently pursuing the cure of same as aforesaid. (c) If any Holder or Lessor, or a successor of either, succeeds to the interest of Owner in the Land or Building, or acquires the right to possession of the Land or Building, such person shall not be (i) liable for any act or omission of Owner under this Lease; (ii) liable for the performance of Owner's covenants hereunder which provides that arise and accrue prior to such person's succeeding to the interest of Owner hereunder or acquiring such right to possession; (iii) subject to any offsets or defenses which Tenant may have at any time against Owner; (iv) bound by any rent which Tenant may have prepaid for more than one month; (v) in the event the unexpired term of termination this Lease exceeds three years at the time of such succession or acquisition of the right to possession, bound by any amendment or modification hereof relating to the reduction of rent, shortening of term, or effecting a cancellation or surrender hereof and made without the consent of such person; or (vi) liable for the performance of any such lease or upon the foreclosure covenant of any such mortgage or deed of trust the Holder shall recognize Tenant's rights Owner under this Lease as long as Tenant which is not then in default and continues to pay capable of performance only by the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceoriginal Owner.

Subordination. This Lease is shall be subject and subordinate at all times to any all ground and underlying leasesleases which now exist or may hereafter be executed affecting the Complex or the land upon which the Complex is situated or both, and to the lien of any mortgages and deeds or deed of trust (collectively "Encumbrances") which may in any amount or amounts whatsoever now affect or hereafter placed on or against the Property land and Complex or either thereof, or on Landlord’s interest or Estate therein, or portion thereof, or on or against any ground or underlying lease without the necessity of the execution and delivery of any further instruments on the part of Tenant to all renewals, modifications, consolidations, replacements and extensions thereofeffectuate such subordination; provided, however, if that so long as Tenant is not in default, the holder terms of the Lease shall not be affected by termination proceedings in respect to such ground or holders underlying lease or foreclosure or other proceedings under such mortgages or deeds of trust. Tenant hereby agreeing at the written request of the Landlord under such ground or underlying lease or the purchaser of the Complex in such foreclosure or other proceedings, to attorn to such Landlord or to such purchaser or, at such Landlord’s or such purchaser’s option, to enter into a new lease for the balance of the term hereof upon the same terms and provisions as are contained in this Lease. Notwithstanding the foregoing, Tenant will execute and deliver upon demand such further instrument or instruments evidencing such subordination of the Lease to the lien of any such Encumbrance ("Holder") shall require that mortgage or mortgages or deed of trust as may be required by Landlord. Nothwithstanding the foregoing, this Lease to shall not be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard subordinated to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder lien of any such Encumbrance future encumbrance unless the bolder of said encumbrance first executes in favor of Tenant a non-disturbance agreement which provides reasonably satisfactory to Tenant confirming that in the event older of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under said encumbrance agrees to honor this Lease as long as in all events except where Tenant is not then in default and continues hereunder beyond any applicable cure or grace period. Landlord shall use its best efforts to pay obtain a similar agreement from its existing lender in favor of Tenant as soon as reasonably possible following the Rent and observe and perform all the provisions execution of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceLease.

Subordination. Landlord represents and warrants that the Project is not currently, as of the date of this Lease, subject to any ground lease, mortgage or deed of trust. This Lease is subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof, subject, however, to Tenant’s right not to be disturbed so long as no Event of Default has occurred and is continuing; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long however, that as a condition thereto Landlord obtains from the Holder lender or other party in question a written undertaking in favor of any Tenant to the effect that such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease lender or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize other party will not disturb Tenant's rights right of possession under this Lease as so long as no Event of Default has occurred and is continuing. Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten agrees, within twenty (1020) days after Landlord's written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deed of the Encumbrance trust, or leasehold estates so long as such documents contain non-disturbance provisions substantially it contains lender's agreement not to disturb Tenant's right of possession under this Lease so long as no Event of Default has occurred and is continuing (hereinafter, an "SNDA"). Tenant agrees that in conformance with the foregoing. Notwithstanding anything to event any proceedings are brought for the contrary set forth foreclosure of any mortgage or deed of trust or any deed in this paragraphlieu thereof, Tenant hereby attorns and agrees to attorn to the purchaser or any entity purchasing successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease, provided that as a condition thereto such purchaser agrees in writing to assume Landlord’s obligations under this Lease with respect to the security deposit and Letter of Credit and proceeds thereof. Tenant shall, subject to the same condition, within five (5) business days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord's default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default; provided, however, such lender cure period shall not delay Tenant's right under Section 9(a) above to make repairs. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise acquiring adversely affect this Lease and the Property at obligations of the Tenant hereunder in the event of any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that Landlord obtains from the Holder lender or other party in question a written undertaking in favor of any Tenant to the effect that such Encumbrance a non-disturbance agreement which provides that in the event lender or other party will not disturb Tenant’s right of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights possession under this Lease as long as if Tenant is not then or thereafter in default and continues to pay the Rent and observe and perform all the provisions breach of any covenant or provision of this Lease to be observed and performed by TenantLease. Within Tenant agrees, within ten (10) days after Landlord's ’s written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deed of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoingtrust, or leasehold estates (hereinafter, an “SNDA”). Notwithstanding anything If Tenant fails to deliver an executed SNDA to Landlord within ten (10) days after Landlord’s request therefor and pursuant to the contrary set forth in terms of this paragraphArticle 17, Landlord shall deliver to Tenant a second request (a “Second SNDA Request”) which shall request that Tenant execute and deliver to Landlord such SNDA within five (5) business days from the date thereof. Tenant hereby attorns and agrees that if Tenant fails to deliver an executed SNDA to Landlord within such five (5) business day period, then it would be impracticable or extremely difficult to fix Landlord’s actual damages; consequently, without limiting any other rights or remedies of Landlord, commencing on the sixth (6th) business day after Landlord delivers the Second SNDA Request to Tenant, Landlord shall have the right to charge Tenant an amount equal to Five Hundred Dollars ($500.00) per day for each day thereafter until Tenant delivers to Landlord an SNDA pursuant to the terms hereof. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any entity purchasing successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request, execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise acquiring adversely affect this Lease and the Property at obligations of the Tenant hereunder in the event of any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. (a) This Lease is and all rights of Tenant hereunder are and shall be subject and subordinate to any ground and underlying leasesdeeds of trust, mortgages and deeds or other instruments of trust security (collectively "Encumbrances") which may “Security Instruments”), as well as to any ground leases or primary leases (“Master Leases”), that now affect or hereafter cover any of the Property or any interest of Landlord therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof. Landlord hereby expressly reserves the right, at its option and declaration, to place Security Instruments and Master Leases on and against any of the Property or any interest of Landlord therein, superior in effect to this Lease and the estate created hereby. This clause shall be self-operative and no further instrument of subordination need be required, however, upon Landlord's request, or upon the request of any holder (a “Holder”) under any Security Instrument, or of any lessor (a “Lessor”) under any Master Lease, Tenant shall execute promptly any instrument (including without limitation an amendment to this Lease that does not materially and adversely affect Tenant's rights or duties under this Lease) or instruments intended to subordinate this Lease or to evidence the subordination of this Lease to any such Security Instrument or Master Lease. Tenant hereby appoints Landlord Tenant's attorney in fact to execute any such instrument for and on behalf of Tenant. (b) In the event of the enforcement by a Holder under any Security Instrument of the remedies provided for by law or by such Security Instrument, or in the event of the termination of any Master Lease, the Holder or the Lessor may terminate this Lease or may continue this Lease in full force and effect as a direct lease between such Holder or Lessor and Tenant. If the Holder or Lessor continues this lease, Tenant will attorn to and automatically become the tenant of such successor in interest without change in the terms or other provisions of this Lease (Tenant hereby waiving any right Tenant may have to terminate this Lease or surrender possession of the Premises) and this Lease shall continue in full force and effect; provided, however, if the holder that such successor in interest shall not be bound by or holders liable for (i) any payment of Rent for more than one month in advance, (ii) any such Encumbrance ("Holder") shall require that amendment or modification of this Lease to be prior and superior theretomade without the written consent of such Holder, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents Lessor or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premisessuccessor in interest, or (iii) any renewalsoffset, modifications, consolidations, replacements claim or extensions thereof, for cause of action which Tenant may have against Landlord relating to the full amount of all advances made or to be made thereunder and without regard period which is prior to the time or character Tenant becomes the tenant of such advancessuccessor in interest. Upon request by any Holder, together with Lessor or successor in interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requesteither, Tenant shall execute and deliver an instrument confirming this attornment herein provided for. (c) Tenant agrees that any and all documents required by Landlord Holder or the Lessor may at any time subordinate any rights which Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything or Lessor may hold to the contrary set forth in rights of Tenant under this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceLease.

Subordination. This Lease is subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that condition precedent to such subordination shall be that Landlord obtains from the Holder of any such Encumbrance lender or other party in question a commercially reasonable non-disturbance agreement which provides that in the event favor of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within Subject to the foregoing, Tenant agrees, within ten (10) days after Landlord's ’s written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the Encumbrance so long as such documents contain non-disturbance provisions substantially event of any proceedings are brought for the foreclosure of any mortgage or deed of trust in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphlieu thereof, Tenant hereby attorns and agrees to attorn to the purchaser or any entity purchasing successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise acquiring adversely affect this Lease and the Property at obligations of the Tenant hereunder in the event of any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Lease is and Tenant's interest and rights hereunder are and shall be subject and subordinate at all times to the lien of any ground mortgage, now existing or hereafter created on or against the Project or the Premises, and underlying leasesall amendments, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant agrees, if at the election of the holder or holders of any such Encumbrance mortgage, to attorn to any such holder. Tenant agrees upon demand to execute, acknowledge and deliver such instruments, confirming such subordination and such instruments of attornment as shall be requested by any such holder. Tenant hereby appoints Landlord attorney in fact for Tenant irrevocably ("Holder"such power of attorney being coupled with an interest) shall require that this Lease to execute, acknowledge and deliver any such instrument and instruments for and in the name of the Tenant and to cause any such instrument to be prior and superior theretorecorded. Notwithstanding the foregoing, within ten (10) days of written request of Landlord any such holder may at any time subordinate its mortgage to this Lease, without Tenant's consent, by notice in writing to Tenant, Tenant and thereupon this Lease shall executebe deemed prior to such mortgage without regard to their respective dates of execution, have acknowledged delivery or recording and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for in that event such purposes. Landlord holder shall have the right same rights with respect to cause this Lease as though this Lease had been executed prior to the execution, delivery and recording of such mortgage and had been assigned to such holder. The term "mortgage" whenever used in this Lease shall be deemed to include deeds of trust, security assignments and become any other encumbrances, and remain subject and any reference to the "holder" of a mortgage shall be deemed to include the beneficiary under a deed of trust. Tenant shall not be obligated to subordinate the Lease or its interest therein to any and all Encumbrances which are now mortgage, deed of trust or may hereafter be executed covering ground lease on the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for Project unless concurrently with such subordination the full amount holder of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust or the Holder shall recognize ground lessor under such ground lease agrees not to disturb Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien possession of the Encumbrance so long as Premises under the terms of the Lease in the event such documents contain holder or ground lessor acquires title to the Premises through foreclosure, deed in lieu of foreclosure or otherwise. Landlord shall use commercially reasonable and good faith efforts to obtain a non-disturbance provisions substantially in conformance with agreement from any such holder or ground lessor existing as of the foregoing. Notwithstanding anything to Commencement Date for the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise benefit of any other rights, powers or remedies under such EncumbranceTenant.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are leases, mortgages or deeds of trust hereinafter placed upon the Municipal Campus, now or may hereafter be executed covering in the Premisesfuture, or any renewalspart thereof, and to all future modifications, consolidations, replacements replacements, extensions and renewals of, and all amendments and supplements to said leases, mortgages or extensions thereofdeeds of trust. Notwithstanding such subordination, as aforesaid, this Lease, except as otherwise hereinafter provided including, but not limited to, an event of default by Tenant, shall not terminate or be divested by foreclosure or other default proceedings under said leases, mortgages, deeds of trust, or obligations secured thereby, and Tenant shall attorn to and recognize the landlord, mortgagee, trustee, beneficiary or the purchaser at the foreclosure sale in the event of such foreclosure or other default proceeding, as Landlord for the full amount balance of all advances made or to be made thereunder and without regard to the time or character Term of such advancesthis Lease, together with interest thereon and subject to all of the terms and provisions thereofhereof. The provisions of this paragraph shall be self-operative, so long but Xxxxxx acknowledges and agrees that as a material consideration inducing Landlord obtains from to enter into this Lease, Tenant shall acknowledge same by executing and delivering to Landlord, on demand at any time or times, any and all instruments in order to subordinate this Lease and Xxxxxx’s rights hereunder, as aforesaid. Notwithstanding the Holder of foregoing, any such Encumbrance a non-disturbance agreement which provides that mortgagee, beneficiary, purchaser or lessor may elect to give the rights and interests of Tenant under this Lease (excluding rights in and to insurance proceeds and condemnation awards) priority over the event lien of termination of any such lease or upon the foreclosure of any such its mortgage or deed of trust or the Holder estate of its lease, as the case may be. In the event of such election and upon the mortgagee, beneficiary or lessor notifying Tenant of such election, the rights and interests of Tenant shall recognize Tenant's rights under be deemed superior to and to have priority over the lien of said mortgage or deed of trust or the estate of such lease, as the case may be, whether this Lease as long as Tenant is not then in default and continues dated prior to pay or subsequent to the Rent and observe and perform all the provisions date of this Lease to be observed and performed by Tenantsuch mortgage, deed of trust or lease. Within ten (10) days after Landlord's written requestIn such event, Tenant shall execute any and all documents deliver whatever instruments may be required by such mortgagee, beneficiary or lessor to confirm such superiority on the form customarily used by such party. In the event of any act or omission by Landlord which would give Tenant the right to damages from Landlord or the Holder right to make terminate this Lease subordinate Lease, Tenant will not sue for such damages nor exercise any such right to any lien terminate until (i) it shall have given written notice of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything act or omission to Landlord and to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring holder(s) of the Property at any sale indebtedness or other proceeding obligations secured by any mortgage or pursuant to deed of trust affecting the exercise Premises or of any other rightsground or underlying lease, powers if the name and address of such holder(s) have been furnished to Tenant, and (ii) a reasonable period of time, in light both of the time required to effect a remedy and of the impact of the act or remedies under omission on Tenant's business operations at the Premises, for remedying the act or omission has elapsed following the giving of the notice (which shall in no event be deemed any less than thirty (30) days), during which time Landlord and such Encumbranceholder(s), or either of them, and their agents or employees, will be entitled to enter upon the Premises and do therein whatever may be necessary to remedy the act or omission.

Subordination. This Lease is and shall be subject and subordinate to any all present and, subject to Tenant's receipt of a non-disturbance agreement as provided below in this Section 13.3, all future, ground and leases, underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property Building or the Property, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, howeverand to all advances made thereunder. However, if the holder or holders of lessor under any such Encumbrance ("Holder") ground lease or any Lender holding any such mortgage or deed of trust shall require advise Landlord that it desires or requires this Lease to be made prior and superior thereto, within ten (10) days of then, upon written request of Landlord to Tenant, Tenant shall promptly execute, have acknowledged acknowledge and deliver any and all customary or reasonable documents or instruments which Landlord and such lessor or Holder Lender deems necessary or desirable to make this Lease prior thereto. Tenant hereby consents to Landlord's (a) ground leasing the land underlying the Building or the Property or any part thereof and/or (b) encumbering the Building or the Property or any part thereof as security for future loans on such purposes. terms as Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to desire. If any and all Encumbrances which are now or may hereafter be executed covering the Premises, lessor under any such future ground lease or any renewals, modifications, consolidations, replacements Lender (or extensions thereof, for the full amount of all advances made prospective Lender) holding (or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of hold) any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such future mortgage or deed of trust the Holder or other security interest shall recognize Tenant's rights under desire or require that this Lease as long as be made subject to and subordinate to such future ground lease, mortgage or deed of trust, or other security interest, then Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten agrees, within fifteen (1015) days after Landlord's written requestrequest therefor, Tenant shall execute execute, acknowledge and deliver to Landlord any and all documents or instruments required by Landlord or by such lessor, prospective lessor, Lender or prospective Lender to assure the Holder to make subordination of this Lease subordinate to any lien such ground lease, mortgage, deed of trust, or other security instrument, provided such documents or instruments contain the lessor's, prospective lessor's, Lender's or prospective Lender's agreement not to disturb (subject to the terms and conditions of this Lease) Tenant's occupancy of the Encumbrance Premises under this Lease so long as Tenant is not in default under this Lease. Tenant acknowledges and agrees that such documents contain non-disturbance or instruments may include such provisions substantially as the lessor, prospective lessor, Lender or prospective Lender customarily requires in conformance connection with such documents or instruments in comparable transactions including, without limitation, provisions that the foregoing. Notwithstanding anything lessor, prospective lessor, Lender or prospective Lender shall not be bound by any amendment, surrender or termination of this Lease not consented to in writing by the Lender, shall not be bound by any obligation to construct or pay for any tenant improvements or to make any other payments to Tenant which were required to be made prior to the contrary set forth in this paragraphtime such Lender or prospective Lender acquired title to the Property, Tenant hereby attorns and agrees to attorn shall not be subject to any entity purchasing offsets, defenses or otherwise acquiring claims existing against Landlord or any prior landlord, shall not be liable for any acts or omissions of Landlord or any prior landlord, shall not be liable for any security deposit not actually received by the Lender or for any letter of credit not assigned and physically surrendered to the Lender, and shall not be liable for any defaults on the part of Landlord occurring prior to the time the Lender or prospective Lender acquires title to the Property at (or any sale or other proceeding or part thereof) pursuant to the exercise enforcement of its rights under its mortgage, deed of trust or other security instrument, as the case may be. Tenant waives the provisions of any other rightscurrent or future statute, powers rule or remedies under such Encumbrancelaw which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of any foreclosure proceeding or sale.

Subordination. (a) This Lease is and all rights of Tenant hereunder are and shall be subject and subordinate to any ground and underlying leasesdeeds of trust, mortgages and deeds or other instruments of trust security (collectively "Encumbrances") which may “Security Instruments”), as well as to any ground leases or primary leases (“Master Leases”), that now affect or hereafter cover any of the Property or any interest of Landlord therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof. Landlord hereby expressly reserves the right, at its option and declaration, to place Security Instruments and Master Leases on and against any of the Property or any interest of Landlord therein, superior in effect to this Lease and the estate created hereby. This clause shall be self-operative and no further instrument of subordination need be required, however, upon Landlord’s request, or upon the request of any holder (a “Holder”) under any Security Instrument, or of any lessor (a “Lessor”) under any Master Lease, Tenant shall execute promptly any instrument (including without limitation an amendment to this Lease that does not materially and adversely affect Tenant’s rights or duties under this Lease) or instruments intended to subordinate this Lease or to evidence the subordination of this Lease to any such Security Instrument or Master Lease. Tenant hereby appoints Landlord Tenant’s attorney in fact to execute any such instrument for and on behalf of Tenant. (b) In the event of the enforcement by a Holder under any Security Instrument of the remedies provided for by law or by such Security Instrument, or in the event of the termination of any Master Lease, the Holder or the Lessor may terminate this Lease or may continue this Lease in full force and effect as a direct lease between such Holder or Lessor and Tenant. If the Holder or Lessor continues this lease, Tenant will attorn to and automatically become the tenant of such successor in interest without change in the terms or other provisions of this Lease (Tenant hereby waiving any right Tenant may have to terminate this Lease or surrender possession of the Premises) and this Lease shall continue in full force and effect; provided, however, if the holder that such successor in interest shall not be bound by or holders liable for (i) any payment of Rent for more than one month in advance, (ii) any such Encumbrance ("Holder") shall require that amendment or modification of this Lease to be prior and superior theretomade without the written consent of such Holder, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents Lessor or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premisessuccessor in interest, or (iii) any renewalsoffset, modifications, consolidations, replacements claim or extensions thereof, for cause of action which Tenant may have against Landlord relating to the full amount of all advances made or to be made thereunder and without regard period which is prior to the time or character Tenant becomes the tenant of such advancessuccessor in interest. Upon request by any Holder, together with Lessor or successor in interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requesteither, Tenant shall execute and deliver an instrument confirming this attornment herein provided for. (c) Tenant agrees that any and all documents required by Landlord Holder or the Lessor may at any time subordinate any rights which Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything or Lessor may hold to the contrary set forth in rights of Tenant under this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceLease.

Subordination. This Lease is and shall be expressly subject and subordinate at all times to (i) any ground or underlying lease of the Building, now or hereafter existing, and all amendments, renewals and modifications to any such lease, and (ii) the lien of any mortgage or trust deed now or hereafter encumbering fee title to the Building and/or the leasehold estate under any such lease, unless such ground and underlying leaseslease or ground lessor, mortgages and deeds of trust (collectively "Encumbrances") which may now affect or mortgage or mortgagee, expressly provides or elects that the Property and Lease shall be superior to all renewals, modifications, consolidations, replacements and extensions thereofsuch lease or mortgage; provided, however, that so long as Tenant is not Default under the terms and conditions of this Lease, Tenant's possession of the Premises and rights hereunder shall not be disturbed in the event of any foreclosure of such mortgage or termination of such ground lease. Landlord represents and warrants to Tenant that as of the date hereof, there are no existing ground or underlying leases of the Building or mortgage or trust deeds encumbering the Building. If any such mortgage or trust deed is foreclosed, or if any such lease is terminated, upon request of the mortgagee, holder or holders lessor, as the case may be, Tenant will attorn to the purchaser at the foreclosure sale or to the lessor under such lease, as the case may be. The foregoing provisions are declared to be self-operative and no further instruments shall be required to effect such subordination and/or attornment; provided, however, that Tenant agrees upon request by any such mortgagee, holder, lessor or purchaser at foreclosure, to execute and deliver such subordination and/or attornment instruments as may be required by such person to confirm such subordination and/or attornment, or any other documents required to evidence superiority of the ground lease or mortgage, should ground lessor or mortgagee elect such superiority; provided, however, that any such subordination and/or attornment instrument shall include the agreement of such ground lessor or mortgagee to the effect that so long as Tenant is not in Default under the terms and conditions of this Lease, Tenant's possession of the Premises and rights hereunder shall not be disturbed in the event of any foreclosure of such Encumbrance ("Holder") shall require that this Lease mortgage or termination of such ground lease. If Tenant fails to be prior execute and superior thereto, deliver any such instrument or document within ten (10) business days of written request of Landlord to Tenantafter request, and does not cure such failure within five (5) business days after a second notice from Landlord, then Tenant shall execute, have acknowledged and deliver any and all reasonable documents be in Default hereunder with no additional notice or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancecure periods.

Subordination. 43.1 This Lease lease shall be subject and subordinate at all times to the lien of any mortgages or ground leases or other such encumbrances now or hereafter placed on the land and building and leased premises (all of the foregoing mortgages, ground leases or other such encumbrances being hereafter in this Article 43 referred to as "the Mortgage") without the necessity of any further instrument or act on the part of Tenant to effectuate such subordination, but Tenant covenants and agrees to execute and deliver upon demand such further instrument or instruments evidencing such subordination of the lease to the lien of any Mortgage as shall be desired by a mortgagee or proposed mortgagee or by any proper person. 43.2 Notwithstanding the foregoing provisions of this Article Landlord agrees to use its best efforts to cause any such mortgagee or holder of the Mortgage to agree with Tenant, as follows: (a) That this lease is and shall be subject and subordinate to any ground and underlying leasesthe Mortgage insofar as it affects the real property of which the leased premises form a part, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof, to the full extent of the principal sum secured thereby and interest thereon. (b) That in the event it should become necessary to foreclose the Mortgage, the Mortgagee thereunder will not join the Tenant under any lease in summary of foreclosure proceedings so long as the Tenant is not in default under any of the terms, covenants or conditions of this lease. (c) That in the event the Mortgagee shall, in accordance with the foregoing, succeed to the interest of the Landlord under this lease, the Mortgagee agrees to be bound to the Tenant under all of the terms, covenants and conditions of this lease, and the Tenant agrees, from and after such event, to attorn to the Mortgagee and/or purchaser at any foreclosure sale of the premises, all rights and obligations under this lease to continue as though the interest of Landlord had not terminated or such foreclosure proceedings had not been brought, and the Tenant shall have the same remedies against the Mortgagee for the breach of an agreement contained in this lease that the Tenant might have had under this lease against the Landlord if the Mortgagee had not succeeded to the interest of the Landlord; provided, however, if that the holder Mortgagee shall not be: (1) Liable for any act or holders omission of any such Encumbrance prior landlord; or ("Holder"2) shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate Subject to any and all Encumbrances offsets or defenses which are now the Tenant might have against any prior landlord; or (3) Bound by any rent or may hereafter be executed covering additional rent which the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, Tenant might have paid for more than the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate current month to any lien prior landlord; or (4) Bound by any amendment or modification of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancelease previously made without its consent.

Subordination. This Lease is subject to and Tenant agrees to comply with all matters of record affecting the Real Property. This Lease is also subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to Real Property, as well as all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all commercially reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders reasonably deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that Landlord obtains from the Holder lender or other party in question a written undertaking in favor of any Tenant to the effect that such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease lender or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize other party will not disturb Tenant's rights right of possession under this Lease as long as if Tenant is not then or thereafter in default and continues to pay the Rent and observe and perform all the provisions breach of any covenant or provision of this Lease to be observed and performed by TenantLease. Within Tenant agrees, within ten (10) days after Landlord's written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all commercially reasonable documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deed of the Encumbrance trust, or leasehold estates provided that such documents or instruments provide that Tenant's occupancy shall not be disturbed so long as such documents contain non-disturbance provisions substantially Tenant timely pays the Rent and otherwise is not in conformance with default under this Lease (hereinafter, a "SNDA"). Tenant agrees that in the foregoing. Notwithstanding anything to event any proceedings are brought for the contrary set forth foreclosure of any mortgage or deed of trust or any deed in this paragraphlieu thereof, Tenant hereby attorns and agrees to attorn to the purchaser or any entity purchasing successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after its receipt of written request execute such further commercially reasonable instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord's default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise acquiring adversely affect this Lease and the Property at obligations of the Tenant hereunder in the event of any sale or other foreclosure proceeding or pursuant sale. Notwithstanding the foregoing, Landlord shall use commercially reasonable efforts to obtain an SNDA from any future holder of a mortgage or deed of trust for the exercise of any other rightsBuilding, powers or remedies at Tenant's cost, but Landlord's failure to do so shall not be a default under such Encumbrancethis Lease.

Subordination. (a) This Lease is subject and subordinate to the lien, provisions, operation and effect of the Deeds of Trust or other security instruments which may now or hereafter encumber the Improvements or the Land or any ground and underlying leasesinterest therein (collectively, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property ), to all funds and indebtedness intended to be secured thereby, and to all renewals, extensions, modifications, consolidationsrecastings or refinancings thereof. The holder of any Encumbrance to which this Lease is subordinate shall have the right (subject to any required approval of the holders of any superior Encumbrance) at any time to declare this Lease to be superior to the lien, replacements provisions, operation and extensions effect of such Encumbrance, and Tenant shall execute, acknowledge and deliver all documents required by such holder in confirmation thereof. Simultaneous with the execution hereof, Landlord, Tenant, the Credit Facility Provider and the State shall execute the Assignments. In the event that the Improvements and/or the Land become subject to an Encumbrance after the date hereof, Landlord agrees to obtain a non-disturbance agreement from the holder of such Encumbrance, in such holder's standard form, provided that Tenant shall pay or reimburse Landlord for any costs associated with such efforts and agrees to execute such agreement in order to confirm the subordination of this Lease to the Encumbrance, if requested by the holder of such Encumbrance. (b) Tenant shall at Landlord's request promptly execute any requisite or appropriate document confirming such subordination. Tenant waives the provisions of any Law now or hereinafter in effect which may give or purport to give Tenant any right to terminate or otherwise adversely affect this Lease and Tenant's obligations hereunder in the event any foreclosure proceeding is prosecuted or completed or in the event the Improvements, the Land or Landlord's interest therein is transferred by foreclosure, by deed in lieu of foreclosure or otherwise. At the request of such transferee, Tenant shall attorn to such transferee and shall recognize such transferee as the Landlord under this Lease. Tenant agrees that upon any such attornment, such transferee shall not be (i) bound by any payment of Basic Rent or Additional Rent more than one month in advance, except prepayments in the nature of security for the performance by Tenant of its obligations under this Lease, but only to the extent such prepayments have been delivered to such transferee, (ii) bound by any amendment of this Lease made without the consent of the holder of each Encumbrance existing as of the date of such amendment, (iii) liable for damages for any breach, act or omission of any prior landlord, or (iv) subject to any offsets or defenses which Tenant might have against any prior landlord; provided, however, if that after succeeding to Landlord's interest under this Lease, such transferee shall agree to perform in accordance with the holder or holders terms of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) all obligations of Landlord arising after the date of transfer. Within five days of written after the request of Landlord to Tenantsuch transferee, Tenant shall execute, have acknowledged acknowledge and deliver any and all reasonable documents requisite or instruments which Landlord appropriate document submitted to Tenant confirming such attornment. (c) If any prospective or Holder deems necessary or desirable for such purposes. Landlord shall have the right current holder of an Encumbrance requires that modifications to cause this Lease be obtained, and provided that such modifications (i) are reasonable, (ii) do not adversely affect in a material manner Tenant's use of the Leased Premises for the Permitted Use, (iii) do not increase the rent and other sums to be and become and remain subject and subordinate to any and all Encumbrances which are now paid by Tenant, (iv) do not change Tenant's affirmative or may hereafter be executed covering the Premisesnegative covenants set forth herein, or any renewals(v) affect Tenant's option to purchase the Leased Premises as provided in Paragraph 6(b), then Landlord may submit to Tenant an amendment to this Lease incorporating such required modifications, consolidationsand Tenant shall execute, replacements or extensions thereof, for the full amount of all advances made or acknowledge and deliver such amendment to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize within five days after Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancereceipt thereof.

Subordination. This Lease is and all rights of the Tenant hereunder are subject and subordinate to any ground and underlying leasesdeeds of trust, mortgages or other instruments of security which do now or may hereafter cover the building and deeds the land or any interest of trust (collectively "Encumbrances") which may now affect the Property Landlord therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any such deeds of trust, mortgages or instruments of security. This provision is hereby declared by Landlord and Tenant to be self-operative and no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease from time to be prior and superior thereto, time within ten (10) 10 days of written request of Landlord to Tenantdemand, Tenant shall execute, have acknowledged acknowledge and deliver to Landlord any and all reasonable documents or instruments which and certificates that in the judgment of Landlord or Holder deems may be necessary or desirable proper to confirm or evidence such subordination, and Tenant hereby irrevocably appoints Landlord as Tenant's agent and attorney-in-fact for the purpose of executing, acknowledging and delivering any such purposesinstruments and certificates. Landlord This Lease and all rights of Tenant hereunder are further subject and subordinate to all ground or primary leases in existence at the date hereof and to any and all supplements, modifications, and extensions thereof heretofore or hereafter made. However, notwithstanding the foregoing provisions of this Section 31, Tenant agrees that any such mortgagee shall have the right at any time to cause subordinate any such deeds of trust, mortgages or other instruments of security to this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of on such advances, together with interest thereon terms and subject to all such conditions as such mortgagee may deem appropriate in its discretion. Tenant further agrees, upon demand by Landlord's mortgagee at any time, before or after the terms and provisions thereof, so long as Landlord obtains from the Holder institution of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon proceedings for the foreclosure of any such mortgage deeds of trust, mortgages or deed other instruments of trust security, or sale of the Holder shall building pursuant to any such deeds of trust, mortgages or other instruments of security, to attorn to such purchaser upon any such sale and to recognize Tenant's rights such purchaser as Landlord under this Lease as long as Lease. This agreement of Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions attorn upon demand of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, mortgagee shall survive any such foreclosure sale or trustee's sale. Tenant shall execute upon demand at any time or times, or after any such foreclosure sale or trustee's sale, execute, acknowledge and deliver to Landlord's mortgagee any and all documents required by Landlord instruments and certificates that in the judgment of Landlord's mortgagee may be necessary or the Holder proper to make this Lease subordinate to any lien of the Encumbrance so long as confirm or evidence such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphattornment, and Tenant hereby attorns irrevocably appoints Landlord's mortgagee as Tenant's agent and agrees to attorn to attorney-in-fact for the purpose of executing, acknowledging and delivering any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceinstruments and certificates.

Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Real Property and to the lien of any ground mortgages or trust deeds, now or hereafter in force against the Real Property and underlying leasesthe Building, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property if any, and to all renewals, extensions, modifications, consolidationsconsolidations and replacements thereof, replacements and extensions thereof; providedto all advances made or hereafter to be made upon the security of such mortgages or trust deeds, howeverunless the holders of such mortgages or trust deeds, if or the holder lessors under such ground lease or holders underlying leases, require in writing that this Lease be superior thereto. Notwithstanding any contrary provision of this Article 18, a condition precedent to the subordination of this Lease to any future mortgage, deed of trust, ground or underlying lease is that Landlord shall obtain for the benefit of Tenant a commercially reasonable subordination, non-disturbance and attornment agreement from the mortgagee, beneficiary or lessor (collectively, a “Mortgagee”) under such future instrument. Tenant covenants and agrees in the event any proceedings are brought for the foreclosure of any such Encumbrance ("Holder") shall require that mortgage, or if any ground or underlying lease is terminated, to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale, or to the lessor of such ground or underlying lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease to be prior and superior theretoLease. Tenant shall, within ten (10) business days of written request by Landlord, execute such further commercially reasonable instruments or assurances as Landlord may reasonably deem necessary to evidence or confirm the subordination or superiority of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now such mortgages, trust deeds, ground leases or may hereafter be executed covering underlying leases. Tenant waives the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement current or future statute, rule or law which provides that may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of termination any foreclosure proceeding or sale. Landlord represents and warrants to Tenant that as of any such lease or upon the foreclosure of any such mortgage or deed Lease Date, there are no other deeds of trust or ground leases encumbering the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceReal Property.

Subordination. A. This Lease is subject and subordinate in all respects to any all ground leases and/or underlying leases now or hereafter covering the Land and underlying leases, to all mortgages and deeds of trust (collectively "Encumbrances") which may now or hereafter be placed on or affect such leases and/or the Property Land, Buildings, improvements, or any part thereof and/or the Landlord’s interest therein, and to each advance made and/or hereafter to be made under any such mortgages, and to all renewals, modifications, consolidations, replacements and extensions thereof; providedthereof and all substitutions of and for such ground leases and/or underlying leases and/or mortgages. This subparagraph A. shall be self-operative and no further instrument of subordination shall be required. In confirmation of such subordination, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged execute and deliver promptly any and all reasonable documents instrument that the Landlord and/or any mortgagee and/or the lessor under any ground or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or underlying lease and/or their respective successors in interest may hereafter be executed covering the Premisesrequest, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance provided that Tenant is given a non-disturbance agreement from such mortgagee or lessor by which provides such mortgagee or lessor agrees to recognize Tenant as the Tenant under this Lease provided that in Tenant complies with the event of termination terms hereof. B. The Tenant agrees, at the election and upon demand of any owner of the Land, or of any mortgagee in possession thereof, or of any holder of a leasehold hereafter affecting the Land, to attorn, from time to time, to any such lease owner, mortgagee or holder, upon the foreclosure terms and conditions set forth herein for the remainder of the Term of this Lease, provided that the holder or any such owner of the Land or any mortgage or deed of trust the Holder shall recognize have acknowledged and agreed that Tenant's ’s rights under this Lease as shall not be extinguished, limited or in any way affected to any foreclosure or other enforcement proceeding so long as Tenant is not then in default under this Lease subject to applicable grace periods. The foregoing provisions shall inure to the benefit of any such owner, mortgagee or holder, shall apply to the tenancy of the Tenant and continues shall be self-operative upon any such demand, without requiring any further instrument to pay give effect to said provisions. The Tenant, however, upon demand of any such owner, mortgagee or holder, agrees to execute, from time to time, an instrument in confirmation of the Rent foregoing provisions, satisfactory to such owner, mortgagee or holder, in which the Tenant shall acknowledge such attornment and observe shall set forth the terms and perform all conditions of its tenancy, which shall be the provisions same as those set forth herein and shall apply for the remainder of the Term of this Lease to be observed and performed by Lease, provided that said owner, mortgagee or holder acknowledges Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make ’s rights under this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceArticle 19.

Subordination. This Lease is and shall be expressly subject and subordinate at all times to (i) any ground or underlying lease of the Building, now or hereafter existing, and all amendments, renewals and modifications to any such lease, and (ii) the lien of any mortgage or trust deed now or hereafter encumbering fee title to the Premises or the Building and/or the leasehold estate under any such lease, unless such ground lease or ground lessor, or mortgage or mortgagee, expressly provides or elects that the Lease shall be superior to such lease or mortgage. Landlord will use its commercially reasonable efforts to obtain a standard subordination non-disturbance and underlying leasesattornment agreement from its current and all future lenders which will, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewalsamong other things, modifications, consolidations, replacements and extensions thereofprotect Tenant’s tenancy provided that Tenant is not in default hereunder; provided, however, if that the holder or holders of any such Encumbrance ("Holder") shall require that this Lease Landlord and Tenant agree to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged execute and deliver any and all reasonable documents or instruments that certain Non-Disturbance Agreement, wherein Chase is the mortgagee, the form of which Landlord or Holder deems necessary or desirable for such purposesis attached hereto as Exhibit “E” (the “SNDA”). Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of If any such mortgage or trust deed is foreclosed, or if any such lease is terminated, upon request of trust the Holder shall recognize Tenant's rights under this Lease mortgagee, holder or lessor, as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requestcase may be, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything will attorn to the contrary purchaser at the foreclosure sale or to the lessor under such lease, as the case may be as set forth in this paragraphthe SNDA. The foregoing provisions are declared to be self-operative and no further instruments shall be required to effect such subordination and/or attornment (including the SNDA); provided, however, that Tenant hereby attorns agrees upon request by any such mortgagee, holder, lessor or purchaser at foreclosure, to execute and agrees deliver such subordination and/or attornment instruments as may be reasonably required by such person to attorn to any entity purchasing confirm such subordination and/or attornment, or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rightsdocuments required to evidence superiority of the ground lease or mortgage, powers should ground lessor or remedies under mortgage elect such Encumbrancesuperiority. Nothing contained herein shall allow the financial terms to be changed or increased or Tenant’s rights hereunder to be changed or diminished hereunder.

Subordination. This Lease is subject and subordinate to all present and future ground or underlying leases of the Project and to the lien of any ground mortgages or trust deeds, now or hereafter in force against the Project and underlying leasesthe Building, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property if any, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewalsextensions, modifications, consolidations, consolidations and replacements or extensions thereof, for the full amount of and to all advances made or hereafter to be made thereunder and without regard to upon the time or character security of such advancesmortgages or trust deeds, together with interest thereon unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto. Tenant covenants and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that agrees in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage mortgage, or deed if any ground or underlying lease is terminated, to attorn, without any deductions or set-offs whatsoever, to the purchaser upon any such foreclosure sale, or to the lessor of trust such ground or underlying lease, as the Holder shall case may be, if so requested to do so by such purchaser or lessor, and to recognize Tenant's rights such purchaser or lessor as the lessor under this Lease Lease. Tenant shall, within five (5) days of request by Landlord, execute such further instruments or assurances as long as Tenant is not then in default and continues Landlord may reasonably deem necessary to pay evidence or confirm the Rent and observe and perform all the provisions subordination or superiority of this Lease to be observed any such mortgages, trust deeds, ground leases or underlying leases. Tenant hereby irrevocably authorizes Landlord to execute and performed by Tenantdeliver in the name of Tenant any such instrument or instruments if Tenant fails to do so, provided that such authorization shall in no way relieve Tenant from the obligation of executing such In8fruments of subordination or superiority. Within ten (10) days after Landlord's written requestTenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant shall execute any and all documents required by Landlord right or the Holder election to make terminate or otherwise adversely affect this Lease subordinate to any lien and the obligations of the Encumbrance so long as such documents contain non-disturbance provisions substantially Tenant hereunder in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to event of any entity purchasing or otherwise acquiring the Property at any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This The rights of Tenant under this Lease is shall be and are subject and subordinate at all times to any all ground and leases, and/or underlying leases, mortgages if any, now or hereafter in force against the Property, and deeds of trust (collectively "Encumbrances") which to each and every mortgage that may now affect or hereafter be placed by Landlord on its interest in the Property Property, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however. This Article is self-operative and no further instrument of subordination shall be required. In confirmation of such subordination Tenant shall promptly execute such further instruments as may be reasonably requested by Landlord. In the event of the enforcement by such mortgagee or lessor of the remedies provided for by the mortgage or lease, if such mortgagee or lessor or any successors or assigns of such mortgagee or lessor shall succeed to the holder interest of Landlord under this Lease, whether through possessory or holders foreclosure action or a deed in lieu of foreclosure or otherwise, and this Lease shall not be terminated or affected by such foreclosure or any such Encumbrance proceedings, Tenant, at the election of such mortgagee or lessor or its successors or assigns, shall attorn to and recognize such mortgagee or lessor ("Holder"or its successors or assigns) shall require that as its landlord upon the terms contained in this Lease to be prior the same extent and superior theretoin the same manner as if this Lease was a direct lease between such mortgagee or lessor (or its successors or assigns) and Tenant, within ten except that such mortgagee or lessor (10) days of written request or its successors or assigns), whether or not it shall have succeeded to the interest of Landlord under this Lease, shall not (i) have any liability for refusal or failure to Tenant, Tenant shall execute, have acknowledged and deliver perform or complete any and all reasonable documents or instruments which work required to be performed by Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause under this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering prepare the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, Premises for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together occupancy in accordance with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease or otherwise (other than Landlord’s Work), (ii) be liable for any act, omission or default of any prior landlord under this Lease except for a default continuing after any such succession, (iii) be subject to any offsets, claims or defenses which shall have theretofore accrued to Tenant against any prior landlord under this Lease, (iv) be observed and performed bound by Tenantany rent or additional rent which Tenant might have paid to any prior landlord for more than one (1) month in advance, (v) be liable for the return of any security deposit unless such security shall actually be received by such superior mortgagee or superior lessor (or its successor or assigns) and/or (vi) be bound by any cancellation, abridgement, surrender, modification or amendment of this Lease, without the prior written consent of such mortgagee or lessor (or its successors or assigns), unless the same shall be expressly provided in this Lease. Within ten (10) days after Landlord's written requestUpon request by such party, Tenant shall execute any and all documents required by Landlord deliver an instrument or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as instruments confirming such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceattornment.

Subordination. This Lease is and Tenant's interest and rights hereunder are and shall be subject and subordinate at all times to the lien of any ground first mortgage, now existing or hereafter created on or against the Project or the Premises, and underlying leasesall amendments, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all restatements, renewals, modifications, consolidations, replacements refinancing, assignments and extensions thereof; provided, howeverwithout the necessity of any further instrument or act on the part of Tenant. Tenant agrees, if at the election of the holder or holders of any such Encumbrance ("Holder") mortgage, to attorn to any such holder. Tenant agrees upon demand to execute, acknowledge and deliver such instruments, confirming such subordination and such instruments of attornment as shall require that be requested by any such holder. Notwithstanding the foregoing, any such holder may at any time subordinate its mortgage to this Lease to be prior and superior theretoLease, within ten (10) days of written request of Landlord without Tenant's consent, by notice in writing to Tenant, Tenant and thereupon this Lease shall executebe deemed prior to such mortgage without regard to their respective dates of execution, have acknowledged delivery or recording and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for in that event such purposes. Landlord holder shall have the right same rights with respect to cause this Lease as though this Lease had been executed prior to the execution, delivery and recording of such mortgage and had been assigned to such holder. The term "mortgage" whenever used in this Lease shall be deemed to include deeds of trust, security assignments and become any other encumbrances, and remain subject and any reference to the "holder" of a mortgage shall be deemed to include the beneficiary under a deed of trust. Tenant shall not be obligated to subordinate the Lease or its interest therein to any and all Encumbrances which are now future mortgage, deed of trust or may hereafter be executed covering ground lease on the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for Project unless concurrently with such subordination the full amount holder of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust or the Holder shall recognize ground lessor under such ground lease agrees not to disturb Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien possession of the Encumbrance so long as Premises under the terms of the Lease in the event such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything holder or ground lessor acquires title to the contrary set forth Premises through foreclosure, deed in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing lieu of foreclosure or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceotherwise.

Subordination. This Lease is and all rights of Tenant hereunder shall be and are subject and subordinate at all times to any deeds of trust, mortgages, installment sale agreements and other instruments or encumbrances, as well as to any ground and underlying leases or primary leases, mortgages and deeds that now or hereafter cover all or any part of trust (collectively "Encumbrances") which may now affect the Property Building, the Land or an interest of Landlord therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any of such deeds of trust, mortgages, installment sale agreements, instruments, encumbrances or leases, as well as any substitutions therefor, all automatically and without the necessity of any further action on the part of Tenant to effectuate such subordination. Tenant shall, however, upon demand at any time or times execute, acknowledge and deliver to Landlord any and all instruments and certificates that in the reasonable judgment of Landlord may be necessary or proper to confirm or evidence such subordination. Notwithstanding the foregoing, if the holder any mortgagee, trust beneficiary or holders of any such Encumbrance ("Holder") ground lessor shall require that elect to have this Lease treated as if it became effective and Tenant had taken possession prior to the lien of its mortgage or deed of trust or prior to its ground lease, and shall give notice thereof to Tenant, this Lease shall be deemed to have become effective and Tenant's right to possession shall be considered prior to such mortgage, deed of trust, or prior to its ground lease whether this Lease is dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. In the event any mortgage or deed of trust to which this Lease is subordinate is foreclosed or a deed in lieu of foreclosure is given to the mortgagee or beneficiary, Tenant shall attorn to the purchaser at the foreclosure sale or to the grantee under the deed in lieu of foreclosure; in the event any ground lease to which this Lease is subordinate is terminated, Tenant shall attorn to the ground lessor. Tenant shall at any time execute, acknowledge and superior theretodeliver to Landlord's mortgagee (including the beneficiary under any deed of trust) or other holder any and all instruments and certificates that in the judgment of Landlord's mortgagee may be necessary or proper to confirm or evidence such attornment, within ten (10) days of written request of Landlord after such instruments and certificates have been delivered to Tenant. Notwithstanding the foregoing, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right make reasonable efforts to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance obtain a non-disturbance agreement which provides that in the event of termination from all mortgagees and beneficiaries of any such lease or upon the foreclosure of any such mortgage or deed deeds of trust now or hereafter placed on the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues Building, provided that the same can be obtained at no cost, expense, or liability to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten Landlord (10) days after other than Landlord's written requestreasonable legal fees). Landlord shall, however, have no liability to Tenant shall execute as a result of its failure to obtain any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially agreement, provided that Landlord endeavored in conformance with the foregoing. Notwithstanding anything good faith to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under obtain such Encumbrancean agreement.

Subordination. This (a) Subject to any mortgagee's or ground lessor's election, as hereinafter provided for, this Lease is subject and subordinate in all respects to any all matters of record (including, without limitation, deeds and land disposition agreements), ground and leases and/or underlying leases, mortgages and all mortgages, deeds of trust (collectively "Encumbrances") trust, or any other hypothecation or security, any of which may now or hereafter be placed on or affect such leases and/or the Property real property of which the Premises are a part, or any part of such real property, and/or Landlord's interest or estate therein, and to each advance made on the security thereof and/or hereafter to be made under any such mortgages, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder thereof and all substitutions therefor. This Article 23 shall be self-operative and no further instrument or holders subordination shall be required. In confirmation of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenantsubordination, Tenant shall execute, have acknowledged acknowledge and deliver promptly any certificate or instrument that Landlord and/or any mortgagee and/or lessor under any ground or underlying lease and/or their respective successors in interest may request, subject to Landlord's, mortgagee's and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the ground lessor's right to cause do so for, on behalf of and in the name of Tenant under certain circumstances, as hereinafter provided. Tenant agrees to execute and acknowledge any documents required to effectuate an attornment or to make this Lease or any Option granted herein prior to the lien of any mortgage, deed of trust or ground lease, as the case may be. Tenant acknowledges that, where applicable, any consent or approval hereafter given by Landlord may be subject to the further consent or approval of such mortgagee and/or ground lessor, and the failure or refusal of such mortgagee and/or ground lessor to give such consent or approval shall, notwithstanding anything to the contrary in this Lease contained, constitute reasonable justification for Landlord's withholding its consent or approval. (b) Any such mortgagee or ground lessor may from time to time subordinate or revoke such subordination of the mortgage or ground lease held by it to this Lease. Such subordination or revocation, as the case may be, shall be effected by written notice to Tenant and by recording an instrument of subordination or of such revocation, as the case may be, with the appropriate registry of deeds or land records and to be effective without any further act or deed on the part of Tenant. In confirmation of such subordination or of such revocation, as the case may be, Tenant shall execute, acknowledge and become promptly deliver any certificate or instrument that Landlord, any mortgagee or ground lessor may request, subject to Landlord's, mortgagee's and remain subject ground lessor's right to do so for, on behalf and subordinate in the name of Tenant under certain circumstances, as hereinafter provided. (c) Without limitation of any of the provisions of this Lease, if any ground lessor or mortgagee shall succeed to any and all Encumbrances which are now the interest of Landlord by reason of the exercise of its rights under such ground lease or may hereafter be executed covering mortgage (or the Premises, acceptance of voluntary conveyance in lieu thereof) or any renewals, modifications, consolidations, replacements third party including without limitation any foreclosure purchaser or extensions thereof, for the full amount of all advances made or mortgage receiver) shall succeed to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder by reason of any such Encumbrance exercise or the expiration or sooner termination of such ground lease, however caused, then such successor may, upon notice and request to Tenant (which, in the case of a non-disturbance agreement ground lease, shall be within thirty (30) days after such expiration or sooner termination), succeed to the interest of Landlord under this Lease, provided, however, that such successor shall not: (i) be liable for any previous act or omission of Landlord under this Lease; (ii) be subject to any offset, defense, or counterclaim which provides that in shall theretofore have accrued to Tenant against Landlord; (iii) have any obligation with respect to any security deposit unless it shall have been paid over or physically delivered to such successor, or (iv) be bound by any previous modification of this Lease of which it did not have prior written notice or by any previous payment of Yearly Rent for a period greater than one (1) month, made without such ground lessor's or mortgagee's consent where such consent is required by applicable ground lease or mortgage documents. In the event of termination such succession to the interest of any such lease or upon the foreclosure of Landlord -- and notwithstanding that any such mortgage or deed of trust ground lease may antedate this Lease -- the Holder Tenant shall recognize attorn to such successor and shall ipso facto be and become bound directly to such successor in interest to Landlord to perform and observe all the Tenant's rights obligations under this Lease as long as Tenant is not then in default and continues to pay without the Rent and observe and perform all necessity of the provisions execution of this Lease to be observed and performed by Tenantany further instrument. Within ten (10) days after Landlord's written requestNevertheless, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant time and from time to time during the exercise term hereof to execute a suitable instrument in confirmation of any other rightsTenant's agreement to attorn, powers or remedies as aforesaid, subject to Landlord's, mortgagee's and ground lessor's right to do so for, on behalf and in the name of Tenant under such Encumbrancecertain circumstances, as hereinafter provided.

Subordination. This Lease is subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; provided, so long as however, that Landlord obtains from the Holder lender or other party in question a written undertaking in favor of any Tenant to the effect that such Encumbrance a non-disturbance agreement which provides that in the event lender or other party will not disturb Tenant’s right of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights possession under this Lease as long as if Tenant is not then or thereafter in default and continues to pay the Rent and observe and perform all the provisions breach of any covenant or provision of this Lease to be observed and performed by TenantLease. Within Tenant agrees, within ten (10) days after Landlord's ’s written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deed of trust, or leasehold estates. Tenant agrees that in the event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in lieu thereof, to attorn to the purchaser or any successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within ten (10) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord’s default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Encumbrance so long as such documents contain Tenant hereunder in the event of any foreclosure proceeding or sale. Upon Tenant’s written request, Landlord agrees, at no cost to Landlord, to use commercially reasonable efforts to cause any existing or future holder of a mortgage or deed of trust to provide Tenant with a non-disturbance provisions substantially agreement providing that Tenant’s rights herein shall not be disturbed nor this Lease terminated in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise event of a foreclosure of any other rightssuch lien; provided, powers or remedies under however, that Landlord shall not be liable to Tenant for failing to obtain such Encumbrancenon-disturbance agreement for Tenant.

Subordination. 36.1. This Lease is Lease, any amendments, extensions, options (if any) and any other rights granted to Tenant hereunder shall be subject and subordinate at all times in lien and priority to any and all present and future ground and underlying leases, leases affecting all or any part of the Property or Building and to any and all mortgages and deeds of trust (collectively "Encumbrances") which may now or hereafter be placed on or affect such leases, and/or the Property or Building, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if without the holder or holders necessity of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days further instrument or act on the part of written request of Landlord to Tenant, . Tenant shall execute, have acknowledged execute and deliver upon demand any and all reasonable documents further instrument or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have confirming the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions subordination of this Lease to the lien of any such ground and/or underlying lease or mortgage if requested to do so by Landlord, and any further instrument or instruments of attornment that may be observed reasonably desired by any such lessee, mortgagee or Landlord. Tenant hereby irrevocably appoints Landlord attorney-in-fact to execute and performed by Tenant. Within ten deliver any such instrument for Tenant in the event Tenant fails to execute and deliver same within five (105) days after demand by Landlord. Notwithstanding the foregoing, any mortgagee may at any time subordinate its mortgage to this Lease without Tenant's written requestconsent, Tenant by giving notice in writing to Tenant, and thereupon this Lease shall execute be deemed prior to such mortgage without regard to their respective dates of execution and delivery, and in that event, such mortgagee shall have the same rights with respect to this Lease as though this Lease had been executed prior to the execution and delivery of the mortgage and had been assigned to such mortgagee. If requested by Tenant, Landlord agrees to use its best efforts to obtain a nondisturbance agreement from any and all documents required Mortgagee which has agreed to provide same, in form reasonably satisfactory to any such Mortgagee. 36.2. In the event of any act or omission by Landlord or Tenant which would give the Holder other party the right to make terminate this Lease subordinate or claim a partial or total eviction, or claim against Landlord for the payment of money, Tenant will not exercise such right until it has given written notice of such act or omission to Landlord and the mortgagee and a reasonable period for remedying such act or omission shall have elapsed following the giving of such notices, during which period of time the Landlord or the Mortgagee or any lien of them, with reasonable diligence following the giving of such notice, has not commenced and continued diligently to remedy such act or omission. Nothing herein contained shall be deemed to create any rights in Tenant not specifically granted in this Lease or under any applicable provision of law, nor any obligation on the part of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything Mortgagee to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to remedy any entity purchasing act or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise omission of any other rights, powers or remedies under such EncumbranceLandlord.

Subordination. This Lease is and all rights of Tenant hereunder are subject and subordinate (i) to any ground mortgage or deed of trust, blanket or otherwise, which does now or may hereafter affect the Building (and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now also affect the Property other properties) and (ii) to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any such mortgage or deed of trust. This provision is hereby declared by Landlord and Tenant to be self- operative and no further instruments shall be required to affect such subordination of this Lease. Tenant shall, however, if the holder upon demand at any time or holders times execute, acknowledge and deliver to Landlord any and all instruments and certificates that may be necessary or proper to more effectively subordinate this Lease and all rights of Tenant hereunder to any such Encumbrance ("Holder") shall require that this Lease mortgage or deed of trust or to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, confirm or evidence such subordination. In the event Tenant shall fail or neglect to execute, have acknowledged acknowledge and deliver any subordination agreement or certificate, Landlord in addition to any other remedies it may have, as the agent and all reasonable documents or instruments which attorney in fact of Tenant, execute, acknowledge and deliver the same and Tenant hereby irrevocably nominates, constitutes and appoints Landlord or Holder deems necessary or desirable Tenant's proper and legal agent and attorney in fact for such purposes. Landlord Such power of attorney shall have not terminate on disability of the right to cause this Lease to be principal. Tenant covenants and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premisesagrees, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon proceedings are brought for the foreclosure of any such mortgage or deed if the Building is sold to any purchaser, to attorn to and recognize such purchaser as the Landlord under this Lease. Tenant agrees to execute and deliver at any time and from time to time, upon the request of Landlord or of any holder(s) of any of the indebtedness or other obligations secured by any of the mortgages or deeds of trust be necessary or appropriate in any such foreclosure proceeding or otherwise to evidence such attornment. Tenant hereby irrevocably appoints Landlord and the Holder holders of the indebtedness or other obligations secured by the aforesaid mortgages and/or deeds of trust jointly and severally the agent and attorney shall recognize Tenant's rights under this Lease as long as not terminate or disability of the principal. Tenant is not then in default and continues to pay the Rent and observe and perform all further waives the provisions of any statute or rule of law, now or hereafter in effect, which may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease to be observed and performed by Tenant. Within ten (10) days after Landlordthe obligation of Tenant hereunder in the event any such foreclosure proceedings is brought or trustee's written request, Tenant shall execute any sale occurs and all documents required by Landlord or the Holder to make agrees that this Lease subordinate to shall not be affected in any lien way whatsoever by any such foreclosure proceeding or trustee's sale unless the holder(s) of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale indebtedness or other proceeding or pursuant to the exercise obligations secured by said mortgages and/or deeds of any other rights, powers or remedies under such Encumbrancetrust shall declare otherwise.

Subordination. 21.1 This Lease is subject lease and leasehold estate created hereby are and shall be, at the option and upon written declaration of Landlord, subject, subordinate and inferior to any deeds of trust, mortgages or other instruments of security, as well as to any ground and underlying leases, mortgages and deeds master leases or primary leases, that now or hereafter cover all or any part of trust (collectively "Encumbrances") which may now affect the Property Premises, the Shopping Center, or any interest of Landlord therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidationsextensions and replacements thereof. Landlord hereby expressly reserves the right, replacements at its option and extensions thereofdeclaration, to place liens, encumbrances, ground leases and master or primary leases on and against the Premises, the Shopping Center, and/or any part thereof and/or any interest of Landlord therein, superior in effect to this lease and the estate created hereby. To further assure the foregoing subordination, Tenant shall, upon Landlord's request, together with the request of any mortgagee or beneficiary under any such deed of trust or mortgage, or of any lessor under any such ground lease, master lease or primary lease, execute any instrument (including without limitation an amendment to this lease that does not materially and adversely affect Tenant's rights or duties under this lease) or instruments intended to subordinate this lease or to evidence the subordination of this lease to any such mortgage, deed of trust or lease, Tenant hereby constitutes and appoints Landlord Tenant's attorney-in-fact to execute any such instrument for and on behalf of Tenant. 21.2 In the event of the enforcement by the trustee or the beneficiary or mortgage note holder under or with respect to any such mortgage, deed of trust or other security instrument of the remedies provided for by law or by such mortgage, deed of trust or other security instrument, Tenant will, upon request of any person or party succeeding to the interest of Landlord as a result of such enforcement, attorn to and automatically become the tenant of such successor in interest without change in the terms or other provisions of this lease (Tenant hereby waiving any right Tenant may have to terminate this lease or to surrender possession of the Premises), and this lease shall continue in full force and effect; provided, however, if that such successor in interest shall not be bound by (i) any payment of rent or additional rent for more than one month in advance except prepayments in the nature of security for the performance by Tenant of its obligations under this lease or (ii) any amendment or modification of this lease made without the written consent of such trustee, beneficiary, mortgage note holder or holders of any successor in interest. Upon request by such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that successor in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written requestinterest, Tenant shall execute any and all documents required by Landlord or deliver an instrument confirming the Holder to make this Lease subordinate to any lien attornment herein provided for. 21.3 In the event of the Encumbrance so long termination of any ground lease, master lease or primary lease, the landlord under any of same has the right to terminate this lease or may elect to continue this lease in full force and effect as a direct lease between such documents contain non-disturbance provisions substantially in conformance with landlord and Tenant. In the foregoing. Notwithstanding anything event such landlord elects to the contrary set forth in continue this paragraphlease, Tenant hereby attorns and agrees to shall attorn to such landlord (Tenant hereby waiving any entity purchasing right Tenant may have to terminate this lease or otherwise acquiring to surrender possession of the Property at Premises), and this lease shall continue in full force and effect. Upon the request of such landlord, Tenant shall execute and deliver to such landlord a recordable instrument of attornment. 21.4 Landlord shall avail itself of the terms of this Article 21 in a good faith manner and shall not use it for the purpose of attempting to terminate Tenant's leasehold interest. At Tenant's request, Landlord shall use reasonable efforts to obtain a nondisturbance agreement from any sale party to whom Landlord may in the future give a lien or other proceeding or pursuant to mortgage upon the exercise Premises, the Shopping Center and/or any part thereof and/or any interest of any other rights, powers or remedies under such EncumbranceLandlord therein.

Subordination. (a) This Lease is and shall be subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") leases which may now or hereafter affect any Property, to all mortgages which may now or hereafter affect such leases or such Property and to the Property Liens created by the Security Documents and to all renewals, refinancings, modifications, consolidations, replacements and extensions thereof; providedthereof (hereinafter called "Superior Instruments"). The terms "Liens" and "Security Documents" shall have the same meanings provided for in the General Security Agreement by and among AmeriGas Propane, L.P., as Assignor, and Bank of America National Trust and Savings Association, as Collateral Agent, and Mellon Bank, N.A., as Cash Collateral Sub-Agent, dated as of April 19, 1995. The provisions of this Section 17(a) 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, in recordable form if required that Landlord or the holder of any Superior Instrument may reasonably request to evidence such subordination. (b) In the event of a termination of any ground or underlying lease, or if the interests of Landlord under this Lease or to any Property are transferred by reason of, or assigned in lieu of, foreclosure or other proceedings for enforcement of any mortgage, then Tenant shall, at the option of the holder of any such Superior Instrument, attorn to it and perform for its benefit all the terms, covenants and conditions of this Lease on Tenant's part to be performed with the same force and effect as if it were the landlord originally named in this Lease with respect to the applicable Property. The foregoing shall inure to the benefit of such holder of a Superior Instrument, shall be self-operative upon the exercise of such option, and no further instrument shall be required to give effect to such option and to said provisions. Tenant, however, if the holder or holders upon reasonable demand of any such Encumbrance holder of a Superior Instrument, shall promptly execute and deliver instruments in confirmation of the foregoing provisions of this Section 17(b). ("Holder"c) shall require that this Notwithstanding anything contained in the Lease to be prior and superior theretothe contrary, within ten (10) days under no circumstances shall any such holder of written request of Landlord to Tenanta Superior Instrument, Tenant shall execute, have acknowledged and deliver any and all reasonable documents whether or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord not it shall have succeeded to the right to cause interests of the Landlord under this Lease to Lease, be and become and remain (i) liable for any act, omission or default of any prior landlord, (ii) subject and subordinate to any and all Encumbrances offsets, claims or defenses which are now Tenant might have against any prior landlord, (iii) bound by any Base Rent or may hereafter be executed covering the PremisesAdditional Rent which Tenant might have paid to any prior landlord for more than one month in advance or (iv) bound by any modification of this Master Lease, or any renewals, modifications, consolidations, replacements cancellation or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien surrender of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphsame, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancemade without its prior written approval.

Subordination. This Lease is and all rights of the Tenant hereunder are subject and subordinate to any ground and underlying leasesdeeds of trust, mortgages or other instruments of security which do now or may hereafter cover the building and deeds the land or any interest of trust (collectively "Encumbrances") which may now affect the Property Landlord therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any of such deeds of trust, mortgages or instruments of security. This provision is hereby declared by Landlord and Tenant to be self- operative and no further instrument shall be required to effect such subordination of this Lease. Tenant shall, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease from time to be prior and superior theretotime, within ten (10) days of written request of Landlord to Tenantupon demand, Tenant shall execute, have acknowledged acknowledge and deliver to Landlord any and all reasonable documents or instruments which and certificates that in the judgment of Landlord or Holder deems may be necessary or desirable proper to confirm or evidence such subordination, and Tenant hereby irrevocably appoints Landlord as Tenant's agent and attorney-in-fact for the purpose of executing, acknowledging and delivering any such purposesinstruments and certificates. Landlord This Lease and all rights of Tenant hereunder are further subject and subordinate to all ground or primary leases in existence at the date hereof and to any and all supplements, modifications and extensions thereof heretofore or hereafter made. However, notwithstanding the foregoing provisions of this Section 31, Tenant agrees that any such mortgagee shall have the right at any time to cause subordinate any such deeds of Trust, mortgages or other instruments of security to this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of on such advances, together with interest thereon terms and subject to all such conditions as such mortgagee may deem appropriate in its discretion. Tenant further agrees, upon demand by Landlord's mortgagee at any time, before or after the terms and provisions thereof, so long as Landlord obtains from the Holder institution of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon proceedings for the foreclosure of any such mortgage deeds of trust, mortgages or deed other instruments of trust security, or sale of the Holder shall building pursuant to any such deeds of trust, mortgages or other instrument of security, to attorn to such purchaser upon any such sale and to recognize Tenant's rights such purchaser as Landlord under this Lease as long as Lease. This agreement of Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions attorn upon demand of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, mortgagee shall survive any such foreclosure sale or trustee's sale. Tenant shall execute upon demand at any time or times, or after any such foreclosure sale or trustee's sale, execute, acknowledge and deliver to Landlord's mortgagee any and all documents required by Landlord instruments and certificates that in the judgment of Landlord's mortgagee may be necessary or the Holder proper to make this Lease subordinate to any lien of the Encumbrance so long as confirm or evidence such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphattornment, and Tenant hereby attorns irrevocably appoints Landlord's mortgagee as Tenant's agent and agrees to attorn to attorney-in-fact for the purpose of executing, acknowledging and delivering any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceinstruments and certificates.

Subordination. This Lease is and all rights of the Tenant hereunder are subject and subordinate to any ground and underlying leasesdeeds of trust, mortgages or other instruments of security which do now or may hereafter cover the building and deeds the land or any interest of trust (collectively "Encumbrances") which may now affect the Property Landlord therein, and to any and all advances made on the security thereof, and to any and all increases, renewals, modifications, consolidations, replacements and extensions thereof; providedof any of such deeds of trust, mortgages or instruments of security. This provision is hereby declared by Landlord and Tenant to be self-operative and no further instrument shall be required to effect such subordination of this lease. Tenant shall, however, if the holder or holders of any such Encumbrance ("Holder") shall require that this Lease from time to be prior and superior theretotime, within ten (10) days of written request of Landlord to Tenantupon demand, Tenant shall execute, have acknowledged acknowledge and deliver to Landlord any and all reasonable documents or instruments which and certificates that in the judgment of Landlord or Holder deems may be necessary or desirable proper to confirm or evidence such subordination, and Tenant hereby irrevocably appoints Landlord as Tenant's agent and attorney-in-fact for the purpose of executing, acknowledging and delivering any such purposesinstruments and certificates. Landlord This Lease and all rights of Tenant hereunder are further subject and subordinate to all ground or primary leases in existence at the date hereof and to any and all supplements, modifications and extensions thereof heretofore or hereafter made. However, notwithstanding the foregoing provisions of this Section 31, Tenant agrees that any such mortgagee shall have the right at any time to cause subordinate any such deeds of trust, mortgages or other instruments of security to this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of on such advances, together with interest thereon terms and subject to all such conditions as such mortgagee may deem appropriate in its discretion. Tenant further agrees, upon demand by Landlord's mortgagee at any time, before or after the terms and provisions thereof, so long as Landlord obtains from the Holder institution of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon proceedings for the foreclosure of any such mortgage deeds of trust, mortgages or deed other instruments of trust security, or sale of the Holder shall building pursuant to any such deeds of trust, mortgages or other instrument of security, to attorn to such purchaser upon any such sale and to recognize Tenant's rights such purchaser as Landlord under this Lease as long as Lease. This agreement of Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions attorn upon demand of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, mortgagee shall survive any such foreclosure sale or trustee's sale. Tenant shall execute upon demand at any time or times, or after any such foreclosure sale or trustee's sale, execute, acknowledge and deliver to Landlord's mortgagee any and all documents required by Landlord instruments and certificates that in the judgment of Landlord's mortgagee may be necessary or the Holder proper to make this Lease subordinate to any lien of the Encumbrance so long as confirm or evidence such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphattornment, and Tenant hereby attorns irrevocably appoints Landlord's mortgagee at Tenant's agent and agrees to attorn to attorney-in-fact for the purpose of executing, acknowledging and delivering any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbranceinstruments and certificates.

Subordination. 25.01. This Lease is and shall be subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") leases which may now or hereafter affect the Property real property of which the demised premises forms a part and to all mortgages which may now or hereafter affect such leases or such real property, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders . The provisions of any this Section 25.01 shall be self operative and no further instrument of subordination shall be required. In confirmation of such Encumbrance ("Holder") shall require that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenantsubordination, Tenant shall execute, have acknowledged promptly execute and deliver at its own cost and expense any and all reasonable documents instrument, in recordable form if required, that Landlord, the lessor of the ground or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such underlying lease or upon the foreclosure holder of any such mortgage or deed any of trust the Holder shall recognize their respective successors in interest may request to evidence such subordination, and Tenant hereby constitutes and appoints Landlord or its successors in interest to be Tenant's rights attorney in fact, irrevocably and coupled with an interest, to execute and deliver any such instrument for and on behalf of Tenant. 25.02. In the event of a termination of any ground or underlying lease, or if the interests of Landlord under this Lease are transferred by reason of, or assigned in lieu of, foreclosure or other proceedings for enforcement of any mortgage, or if the holder of any mortgage acquires a lease in substitution therefor, then Tenant under this Lease will, at the option to be exercised in writing by the lessor under such ground or underlying lease or such mortgagee or purchaser, assignee or lessee, as long as Tenant is not then in default the case may be, either (i) attorn to it and continues to pay the Rent and observe and will perform for its benefit all the terms, covenants and conditions of this Lease on Tenant's part to be performed with the same force and effect as if said lessor, such mortgagee or purchaser, assignee or lessee, were the landlord originally named in this Lease, or (ii) enter into a new lease with said lessor or such mortgagee or purchaser, assignee or lessee, as landlord, for the remaining term of this Lease and otherwise on the same terms and conditions and with the same options, if any, then remaining. The foregoing provisions of clause (i) of this Section 25.02 shall enure to the benefit of such lessor, mortgagee, purchaser, assignee or lessee, shall be self operative upon the exercise of such option, and no further instrument shall be required to give effect to said provisions. Tenant, however, upon demand of any such lessor, mortgagee, purchaser, assignee or lessee agrees to execute, from time to time, instruments in confirmation of the foregoing provisions of this Lease Section 25.02, reasonably satisfactory to any such lessor, mortgagee, purchaser, assignee or lessee, acknowledging such attornment and setting forth the terms and conditions of its tenancy. Tenant hereby constitutes and appoints Landlord or its successors in interest to be observed the Tenant's attorney in fact, irrevocably and performed by Tenantcoupled with an interest, to execute and deliver such instrument of attornment, or such new lease, if the Tenant refuses or fails to do so promptly upon request. 25.03. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything Anything herein contained to the contrary set forth in notwithstanding, under no circumstances shall the aforedescribed lessor under the ground lease or mortgagee or purchaser, assignee or lessee, as the case may be, whether or not it shall have succeeded to the interests of the landlord under this paragraphLease, Tenant hereby attorns and agrees to attorn be (a) liable for any act, omission or default of any prior landlord; or (b) subject to any entity purchasing offsets, claims or otherwise acquiring defenses which Tenant might have against any prior landlord; or (c) bound by any rent or additional rent which Tenant might have paid to any prior landlord for more than one month in advance of the Property at due date; or (d) bound by any sale modification, amendment or other proceeding abridgment of the Lease, or pursuant to any cancellation or surrender of the exercise of any other rightssame, powers or remedies under such Encumbrancemade without its prior written approval.

Subordination. This Lease is subject and subordinate to any all ground and or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to property or the Project, including all renewals, modifications, consolidations, replacements and extensions thereof; providedPROVIDED, howeverHOWEVER, if the lessor under any such lease or the holder or holders of any such Encumbrance ("Holder") mortgage or deed of trust shall advise Landlord that they desire or require that this Lease to be prior and superior thereto, within ten (10) days of upon written request of Landlord to Tenant, Tenant shall agrees to promptly execute, have acknowledged acknowledge and deliver any and all reasonable documents or instruments which Landlord or Holder deems such lessor, holder or holders deem necessary or desirable for such purposespurposes thereof. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances ground or underlying leases, mortgages or deeds of trust which are now or may hereafter be executed covering the Premises, the Project or the property or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof; PROVIDED, so long as HOWEVER, that Landlord obtains from the Holder lender or other party in question a written undertaking in favor of any Tenant to the effect that such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease lender or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize other party will not disturb Tenant's rights right of possession under this Lease as long as if Tenant is not then or thereafter in default and continues to pay the Rent and observe and perform all the provisions breach of any covenant or provision of this Lease to be observed and performed by TenantLease. Within Tenant agrees, within ten (10) days after Landlord's written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver upon request any and all documents required or instruments requested by Landlord or necessary or proper to assure the Holder to make subordination of this Lease subordinate to any lien such mortgages, deeds of trust, or leasehold estates. Tenant agrees that in the Encumbrance so long as such documents contain non-disturbance provisions substantially event any proceedings are brought for the foreclosure of any mortgage or deed of trust or any deed in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraphlieu thereof, Tenant hereby attorns and agrees to attorn to the purchaser or any entity purchasing successors thereto upon any such foreclosure sale or deed in lieu thereof as so requested to do so by such purchaser and to recognize such purchaser as the lessor under this Lease; Tenant shall, within five (5) days after request execute such further instruments or assurances as such purchaser may reasonably deem necessary to evidence or confirm such attornment. Tenant agrees to provide copies of any notices of Landlord's default under this Lease to any mortgagee or deed of trust beneficiary whose address has been provided to Tenant and Tenant shall provide such mortgagee or deed of trust beneficiary a commercially reasonable time after receipt of such notice within which to cure any such default. Tenant waives the provisions of any current or future statute, rule or law which may give or purport to give Tenant any right or election to terminate or otherwise acquiring adversely affect this Lease and the Property at obligations of the Tenant hereunder in the event of any sale or other foreclosure proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.

Subordination. This Tenant subordinates this Lease is subject and subordinate all rights of Tenant under this Lease to any mortgage, deed of trust, ground and underlying leaseslease or vendor’s lien, mortgages and deeds of trust (collectively "Encumbrances") or similar instrument which may now affect from time to time be placed upon the Property Premises (and to all renewals, modifications, consolidations, replacements and extensions thereof; providedof such encumbrances), howeverand each such mortgage, if deed of trust, ground lease or lien or other instrument shall be superior to and prior to this Lease provided that the holder of any such mortgage or other such beneficiary or party has agreed in writing to and for the benefit of Tenant not to disturb Tenant’s right to use and occupy the Premises pursuant to the terms of this Lease so long as Tenant is not in default hereunder beyond any applicable notice and cure periods provided in this Lease. Notwithstanding the foregoing, the holder or holders beneficiary of any such Encumbrance ("Holder") shall require that this Lease to be prior and superior theretomortgage, within ten (10) days deed of written request of Landlord to Tenanttrust, Tenant shall executeground lease, have acknowledged and deliver any and all reasonable documents vendor’s lien or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord similar instrument shall have the right to subordinate or cause to be subordinated any such mortgage, deed of trust, ground lease, vendor’s lien or similar instrument to this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance execute a non-disturbance agreement which provides that in favor of Tenant on the event standard form utilized by such lender or ground lessor. At the request of termination Landlord, the holder of any such lease or upon the foreclosure of any such mortgage or deed of trust or any ground lessor, Tenant shall execute, acknowledge and deliver promptly in recordable form any commercially reasonable instrument or subordination agreement that Landlord or such holder may request. Tenant further covenants and agrees that if the Holder lender or ground lessor acquires the Premises as a purchaser at any foreclosure sale or otherwise, Tenant shall recognize Tenant's rights and attorn to such party as landlord under this Lease as long as Lease, and shall make all payments required hereunder to such new landlord in accordance with the terms of this Lease, and, upon the request of such purchaser or other successor, execute, deliver and acknowledge documents confirming such attornment. Tenant is not then in default and continues to pay the Rent and observe and perform all waives the provisions of any law or regulation, now or hereafter in effect, which may give or purport to give Tenant any right to terminate or otherwise adversely affect this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to obligations of Tenant hereunder in the event that any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing foreclosure or otherwise acquiring the Property at any sale termination or other proceeding is prosecuted or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancecompleted.

Subordination. This Subject to the provisions of Section 24(d) hereof, this Lease is subject and subordinate to any mortgage, deed of trust, ground and underlying leaseslease, mortgages and deeds master lease (each such mortgage or deed of trust (collectively shall hereinafter be referred to as the "EncumbrancesDeed of Trust") which may now affect hereafter affects the Property real property of which the Demised Premises form a part, and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if . In the holder or holders of any such Encumbrance ("Holder") shall require event that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and becomes subordinate to any such Deed of Trust, this Lease shall not have priority to (i) the prior right, claim and lien of such mortgages in, to and upon any award or other compensation heretofore or hereafter to be made for any taking by eminent domain of any part of the Demised Premises, and to the right of disposition thereof in accordance with the provisions of the said mortgages, (ii) the prior right, claim and lien of such mortgages in, to and upon any proceeds payable under all Encumbrances policies of fire and rent insurance upon the Demised Premises and to the right of disposition thereof in accordance with the terms of the said mortgages, and (iii) any lien, right, power or interest, if any, which are now may have arisen or may hereafter be executed covering intervened in the Premisesperiod between the recording of the mortgages and the execution of this Lease, or any renewals, modifications, consolidations, replacements lien or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the judgment which may arise any time or character of such advances, together with interest thereon and subject to all under the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in this Lease. In the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under that this Lease as long as becomes subordinate to any Deed of Trust hereafter affecting the real property of which the Demised Premises form a part, Tenant is not then in default agrees to execute and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten deliver, within fifteen (1015) days after Landlord's written request, Tenant such further instrument or instruments confirming such subordination as shall execute any and all documents required be desired by Landlord or by any ground lessor, mortgagee or proposed mortgagee. Tenant shall be liable for any loss incurred by Landlord resulting from Tenant's failure to timely execute and deliver any instrument requested by Landlord confirming such subordination, and shall reimburse Landlord for the Holder to make amount of any such loss upon demand, as Additional Rent. Tenant further agrees that, at the option of the holder of any mortgage or of the trustee under any deed of trust affecting the real property of which the Demised Premises form a part, this Lease subordinate may be made superior to any lien said mortgage or first deed of trust by the Encumbrance so long insertion therein of a declaration that this Lease is superior thereto, with such exceptions as to proceeds of insurance and takings or other matters as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing holder or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancetrustee may specify.

Subordination. This (a) Subject to Subparagraph 17.3(b), this Lease is subject and subordinate subordinate, in lien and operation, to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") mortgages, other title exceptions or objections, which may now affect the Property Leased Premises and are of public record as of the Commencement Date, and to all renewals, modifications, consolidations, supplements, replacements and extensions thereof; provided, however, if the holder and all advances made or holders of any such Encumbrance ("Holder") shall require that this Lease to be prior made thereunder for the full amount of such advances and superior thereto, within ten (10) days without regard for the time or character of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposesadvances. Landlord shall have the right to cause this This Lease to be and become and remain is also subject and subordinate to any and all Encumbrances future mortgages affecting the Leased Premises which are now or may hereafter be executed covering and placed of public record by Landlord after the PremisesCommencement Date, or any renewals, modifications, consolidations, supplements, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all . Without limitation on the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the foregoing provisions of this Section 17.3(a), this Lease is subject and subordinate to be observed that certain Mortgage dated June 30, 1992 from Landlord to Blue Xxxx Funding, Inc., as mortgagee, now held by United States Trust Company of New York, as trustee, mortgagee, and performed this Lease has been assigned as collateral security by TenantLandlord to United States Trust Company of New York, as trustee, mortgagee under such Mortgage. Within Tenant agrees, within ten (10) days after Landlord's written requestrequest therefor, Tenant shall execute to execute, acknowledge and deliver to Landlord any and all documents required or instruments requested by Landlord or any Lender as may be reasonably necessary or proper to assure the Holder subordination of this Lease to any such mortgage provided that such documents and instruments shall not impose upon Tenant obligations other than those set forth in this Lease. However, if the lessor under any such lease or any Lender holding any such mortgage, shall advise Landlord that it desires or requires this Lease to be prior and superior thereto, then, upon written request of Landlord to Tenant, Tenant shall promptly execute, acknowledge and deliver any and all documents or instruments which Landlord or such lessor or Lender deems necessary or desirable to make this Lease subordinate prior thereto in lien and operation. (b) Any automatic subordination of this Lease to any lien of mortgage held by a Lender as provided in Subparagraph 17.3(a), shall be subject to and conditioned upon Landlord's obtaining from each Lender and delivering a copy thereof to Tenant an agreement (the Encumbrance "Nondisturbance and Subordination Agreement") providing that, even though this Lease LOT C is subordinate as set forth in Subparagraph 17.3(a), so long as Tenant is not in default under the terms of this Lease, insurance proceeds will be disbursed in accordance with Paragraph 11.1 hereof, notwithstanding anything in any such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything mortgage to the contrary set forth contrary, any action or proceeding to foreclose a mortgage held by such Lender will not result in the cancellation or termination of this Lease, and that in the event of the sale of the Leased Premises as the result of any action or proceeding to foreclosure any such mortgage, this Lease shall continue in full force and effect as a direct lease between Tenant and the then owner of the Leased Premises upon all of the terms, covenants and conditions in this paragraphLease. So long as the Nondisturbance and Subordination Agreement contains the Tenant protections provided in the immediately preceding sentence, the Nondisturbance and Subordination Agreement shall be in form and content reasonably acceptable to the applicable Lender and may contain, among other provisions, the following terms and conditions: Tenant's confirmation of the subordination of the Lease to the mortgage held by the Lender; the agreement by Tenant hereby attorns and agrees to attorn that neither the Lender nor any purchaser at any foreclosure sale shall be liable for any act or omission of Landlord under the Lease, or subject to any entity purchasing offsets or otherwise acquiring the Property defenses which Tenant may have at any sale time against Landlord; providing that Lender shall not be bound by any Rent which Tenant may have paid to Landlord for more than the current quarterly rental payment period; providing that Lender shall not be bound by any amendment or other proceeding modification of the Lease made without Lender's consent, and; providing that Tenant agrees that any Lender, or pursuant to the exercise of any other rightsentity or person which becomes the purchaser at foreclosure sale shall be liable only for the performance of the obligations of the Landlord under the Lease which arise and accrue during the period of such Lender's, powers entities' or remedies under such Encumbranceperson's ownership of the Leased Premises.

Subordination. This Lease is subject and subordinate to any all ground and ------------- or underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property Building or any part of the Building and to all renewals, modifications, consolidations, replacements and extensions thereof; provided. This Lease may, howeverat the option of Landlord, if be subordinate to any ground or underlying leases, mortgages, deeds of trust or other lien which may hereafter affect the holder Building or holders any part thereof and Tenant will execute and deliver upon the demand of Landlord from time to time any such Encumbrance ("Holder") shall require that and all instruments desired by Landlord, subordinating, in the manner requested by Landlord, this Lease to be prior and superior theretosuch lease, within ten (10) days mortgage, deed of written request trust or other lien, provided such lease, mortgage, deed of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents trust or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which lien provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or mortgage, deed of trust or lien, any successor to any interest of Landlord in the Holder shall recognize Building will not disturb Tenant's rights possession of the Premises if Tenant attorns to such successor as Landlord and otherwise performs its obligations under this Lease as long as Lease. Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, agrees that Tenant shall execute attorn to any and all documents Landlord under any ground lease affecting the Building in the event of the termination or cancellation of such ground lease or to any purchaser upon foreclosure or sale pursuant to any lien. In the event of termination of such ground lease or foreclosure of such mortgage, deed or trust or other lien, any successor to any interest of Landlord in the Building shall have no liability to repay to Tenant any security deposit paid to any prior Landlord. Landlord may from time to time grant or declare such restrictions or covenants as may be reasonably required by Landlord or adopt and record such parcel maps, subdivision maps or condominium plans as may be reasonably required by Landlord relating to all or any portion of the Holder Building and the provisions of all such documents shall be senior to make this Lease and Tenant shall sign any of such documents upon receipt of Landlord provided such documents do not unreasonably interfere with the use of the Premises by Tenant as permitted by this Lease. Tenant acknowledges the right of the holder of any first mortgage or other first security interest in all or any part of the Building to subordinate its first mortgage or other first security interest either in whole or in part to this Lease. Tenant agrees at any time, and from time to time, upon not less than five (5) days notice, to execute, acknowledge and deliver to such holder the Tenant's agreement to such subordination in such form as such holder may require. Without limiting the generality of the foregoing, the form of subordination of the first mortgage or other first security interest may provide that it does not affect, is not applicable to, and expressly excludes the following: (i) the prior right, claim and lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially first mortgage or first security interest in, to and upon any award or other compensation heretofore or hereafter to be made for any taking by eminent domain of any part of the Building, and to the right of disposition thereof in conformance accordance with the foregoing. Notwithstanding anything provisions of the first mortgage or first security interest; (ii) the prior right, claim and lien of the first mortgage or first security interest in, to and upon any proceeds payable under all policies of fire and rent insurance upon the Building, or any part thereof, and as to the contrary set forth right of disposition thereof in accordance with the terms of the first mortgage or first security interest; and (iii) any lien, right, power or interest, if any, which may have arisen or intervened in the period between the recording of the first mortgage or first security interest and the execution of this paragraphLease, Tenant hereby attorns and agrees to attorn to or any entity purchasing lien or otherwise acquiring the Property judgment which may arise at any sale or other proceeding or pursuant to time under the exercise terms of any other rights, powers or remedies under such Encumbrancethis Lease.

Subordination. This Lease is and shall be expressly subject and subordinate at all times to (i) any ground or underlying lease of the Building, now or hereafter existing, and all amendments, renewals and modifications to any ground such lease, and underlying leases, mortgages and deeds (ii) the lien of any mortgage or deed of trust (collectively "Encumbrances") which may now affect or hereafter encumbering fee title to the Property and to all renewals(or any part thereof) or the leasehold estate, modificationsor both, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of under any such Encumbrance ("Holder") shall require that this Lease to be prior and superior theretolease, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right amendments, renewals and modifications to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now or may hereafter be executed covering the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under trust, unless such ground lease or ground lessor, or mortgage or mortgagee, expressly provides or elects that this Lease shall be superior to such lease or mortgage. If any such mortgage or trust deed is foreclosed, or if any such lease is terminated, upon request of the mortgagee, holder or lessor, as long the case may be, Tenant will attom to the purchaser at the foreclosure sale or to the lessor under such lease, as Tenant is not then in default the case may be, and continues to pay at the Rent request of such purchaser enter into a new lease with such purchaser or lessor with the identical terms and observe and perform all the provisions conditions of this Lease Lease. The foregoing provisions are declared to be observed self-operative and performed no further instruments shall be required to effect such subordination or attornment, or both; provided, however, that Tenant agrees upon request by Tenantany such mortgagee, holder, lessor or purchaser at foreclosure, to execute and deliver such subordination or attornment, or both, instruments as may be required by such person to confirm such subordination or attornment, or both, or any other documents required to evidence superiority of the ground lease or mortgage, should ground lessor or mortgagee elect such superiority. Within If Tenant fails to execute and deliver any such instrument or document within ten (10) business days after Landlord's written request, Tenant shall be deemed to have irrevocably appointed Landlord and Landlord's beneficiaries as Tenant's attorneys-in-fact, coupled with an interest, to execute any and all documents required by Landlord deliver such instrument or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially document in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such EncumbranceTenant's name.

Subordination. This Lease is subject and subordinate to any ground and underlying leases, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property and to all renewals, modifications, consolidations, replacements and extensions thereof; provided, however, if the holder or holders of any such Encumbrance ("Holder") shall require Tenant agrees that this Lease to be prior and superior thereto, within ten (10) days of written request of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any all present and all Encumbrances which are now future mortgages, deeds to secure debt or may hereafter be executed covering other security instruments (the "Security Deeds") affecting the Building or the Premises, and Tenant, shall promptly execute and deliver to Landlord such certificate or certificates in writing as Landlord may request, showing the subordination of the Lease to such Security Deeds, and in default of Tenant so doing, Landlord shall be and is hereby authorized and empowered to execute such certificate in the name of and as the act and deed of Tenant, this authority being hereby declared to be coupled with an interest and to be irrevocable, Tenant shall upon request from Landlord at any renewalstime and from time to time execute, modifications, consolidations, replacements acknowledge and deliver to Landlord a written statement certifying as follows: (a) that this Lease is unmodified and in full force and effect (or extensions if there has been modification thereof, that the same is in full force and effect as modified and stating the nature thereof); (b) that to the best of its knowledge there are no uncured defaults on the part of Landlord (or if any such default exists, the specific nature and extent thereof); (c) the date to which any rents and other charges have been paid in advance, if any; and (d) such other matters as Landlord may request. Tenant irrevocably appoints Landlord as its attorney-in-fact, coupled with an interest, to execute and deliver, for and in the full amount name of all advances made Tenant, any document or instrument provided for in this Paragraph. Any holder of a mortgage or security deed encumbering property which includes the Premises may, at any time, subordinate such mortgage or security deed to this lease, without Tenant's consent, by notice to Tenant, and thereupon this Lease shall be made thereunder and deemed prior in lien to such mortgage or security deed without regard to the time or character respective dates of execution, delivery and recordation thereof. In that event, such advances, together holder shall have the same rights with interest thereon respect to this lease as though this Lease had been executed and subject delivered prior to all the terms execution and provisions thereof, so long as Landlord obtains from the Holder delivery of any such Encumbrance a non-disturbance agreement which provides that in the event of termination of any such lease or upon the foreclosure of any such mortgage or security deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant and had been assigned to such mortgagee or security deed holder. The above right is supplementary to and not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise derogation of any other rights, powers rights such mortgagee or remedies under such Encumbrancesecurity deed holder may otherwise have.

Subordination. This Subject to the terms of this Article 18, this Lease is subject and subordinate to all present and future ground or underlying leases of the Project and to the lien of any ground mortgages or trust deeds, now or hereafter in force against the Project and underlying leasesthe Building, mortgages and deeds of trust (collectively "Encumbrances") which may now affect the Property if any, and to all renewals, extensions, modifications, consolidations and replacements thereof, and to all advances made or hereafter to be made upon the security of such mortgages or trust deeds (unless the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases, require in writing that this Lease be superior thereto), provided that with respect to any subordination, the holders of such mortgages or trust deeds, or the lessors under such ground lease or underlying leases (as applicable) agree in writing not to disturb Tenant’s possession of the Premises or to name Tenant in any enforcement action for so long as no Default by Tenant exists hereunder, as provided the next sentence. In consideration of Tenant’s agreement to permit its interest pursuant to this Lease to be subordinated to any particular future ground or underlying lease of the Building or Project or to the lien of any mortgage or trust deed hereafter enforced against the Building or the Project, and to any renewals, extensions, modifications, consolidations, and replacements and extensions thereof; provided, however, if Landlord shall deliver to Tenant a non-disturbance agreement (an “SNDA”) executed by the landlord under such ground lease or underlying lease or the holder of such mortgage or holders trust deed, substantially in the form attached hereto as Exhibit J. Tenant covenants and agrees in the event any proceedings are brought for the foreclosure of any such Encumbrance ("Holder") mortgage, or if any ground or underlying lease is terminated, to attorn to the purchaser upon any such foreclosure sale, or to the lessor of such ground or underlying lease, as the case may be, if so requested to do so by such purchaser or lessor, and to recognize such purchaser or lessor as the lessor under this Lease, under the terms of any non-disturbance agreement if one shall require that have been executed by Tenant, and otherwise pursuant to this Lease to be prior and superior theretosentence. Tenant shall, within ten (10) days Business Days of written request by Landlord, execute an SNDA and such further customary and commercially reasonable instruments as Landlord may reasonably deem necessary to evidence or confirm the subordination or superiority of Landlord to Tenant, Tenant shall execute, have acknowledged and deliver any and all reasonable documents or instruments which Landlord or Holder deems necessary or desirable for such purposes. Landlord shall have the right to cause this Lease to be and become and remain subject and subordinate to any and all Encumbrances which are now such mortgages, trust deeds, ground leases or may hereafter be executed covering underlying leases. Tenant waives the Premises, or any renewals, modifications, consolidations, replacements or extensions thereof, for the full amount of all advances made or to be made thereunder and without regard to the time or character of such advances, together with interest thereon and subject to all the terms and provisions thereof, so long as Landlord obtains from the Holder of any such Encumbrance a non-disturbance agreement current or future statute, rule or law which provides that may give or purport to give Tenant any right or election to terminate or otherwise adversely affect this Lease and the obligations of the Tenant hereunder in the event of termination of any such lease or upon the foreclosure of any such mortgage or deed of trust the Holder shall recognize Tenant's rights under this Lease as long as Tenant is not then in default and continues to pay the Rent and observe and perform all the provisions of this Lease to be observed and performed by Tenant. Within ten (10) days after Landlord's written request, Tenant shall execute any and all documents required by Landlord or the Holder to make this Lease subordinate to any lien of the Encumbrance so long as such documents contain non-disturbance provisions substantially in conformance with the foregoing. Notwithstanding anything to the contrary set forth in this paragraph, Tenant hereby attorns and agrees to attorn to any entity purchasing or otherwise acquiring the Property at any sale or other proceeding or pursuant to the exercise of any other rights, powers or remedies under such Encumbrancesale.