Common use of Rights of Mortgagee Clause in Contracts

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present and future mortgages or ground leases which may affect the Building and to all recastings, renewals, modifications, consolidations, replacements, and extensions of any such mortgage(s), and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision of this Lease, and no event has occurred that has continued to exist for a period of time (after notice, if any, required by this Lease) as would entitle Landlord to terminate this Lease or would cause without further action by Landlord, the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether Lessee accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present and future mortgages any recorded lease, mortgage or ground leases which may affect deed of trust lien presently existing, if any, or hereafter encumbering the Building Property and to all recastingsexisting ordinances and recorded restrictions, renewalscovenants, modifications, consolidations, replacementseasements, and extensions agreements with respect to the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non- judicially, of any such mortgage(s)mortgage, and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument or the sale of subordination will be required. In the event that the holder ("Lender") Property in lieu of any encumbrance ("Mortgage") on the Building foreclosure, or any other person acquires title transfer of Lessor's interest in the Property, whether or not in connection with a mortgage, Lessee hereby does, and hereafter agrees to attorn to the Building pursuant purchaser at such foreclosure sale or to the exercise of grantee under any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, or to any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlordtransferee of Lessor's interest, and except shall recognize such purchaser, grantee, or other transferee as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default Lessor under any provision of this Lease, and no event has occurred that has continued further attornment or other agreement shall be required to exist for a period effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment all on substantially the same terms as those herein as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time (after notice, if any, required by this Lease) as would entitle Landlord to terminate subordinate any such mortgage to this Lease or would cause without further action by Landlord, on such terms and subject to such conditions as the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. Landlord has the unrestricted right represents and warrants to conveyTenant that, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether Execution Date of this Lease is in full force and effectLease, and listing any modifications. This estoppel certificate is intended to be for no mortgage, deed of trust or ground lease encumbers or affects the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may requestProperty. This Lease is and at all times will shall be subject and subordinate to all present the lien of any mortgage now or hereafter on the Site or the Building, or both, and future mortgages to each advance made or ground leases which may affect the Building hereafter to be made under any mortgage, and to all recastings, renewals, modifications, consolidations, replacementsreplacements and extensions thereof and all substitutions therefor provided, however, and extensions notwithstanding anything to the contrary contained in this Lease, that as a condition precedent to Tenant’s agreement to subordinate this Lease to mortgages hereafter placed on the Site or the Building or both, the holder of any such mortgage(s)mortgage shall enter into with Tenant a non-disturbance agreement in which such holder agrees, subject to commercially reasonable limitations, to recognize the rights of Tenant under this Lease (including, without limitation, the right to use and to all increases occupy the Premises) so long as no Event of Default continues uncured hereunder. In confirmation of such subordination and voluntary recognition, Tenant shall execute and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument deliver promptly such instruments of subordination will be requiredand recognition as such mortgagee may reasonably request subject to receipt of such instruments of recognition from such mortgagee as Tenant may reasonably request. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building mortgagee or any other person acquires its respective successor in title shall succeed to the Building pursuant to the exercise interest of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided belowthen, this Lease shall nevertheless continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its landlord. If any provision holder of a mortgage which includes the Premises, executed and recorded prior to the date of this Lease, shall so elect, this Lease and no event has occurred that has continued the rights of Tenant hereunder, shall be superior in right to exist for the rights of such holder, with the same force and effect as if this Lease had been executed, delivered and recorded, or a period statutory notice hereof recorded, prior to the execution, delivery and recording of time (after notice, if any, required any such mortgage. The election of any such holder shall become effective upon either notice from such holder to Tenant in the same fashion as notices from Landlord to Tenant are to be given hereunder or by the recording in the appropriate registry or recorder’s office of an instrument in which such holder subordinates its rights under such mortgage to this Lease) as would entitle Landlord to terminate this Lease or would cause without further action by Landlord, the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present any recorded mortgage, deed of trust or other lien presently existing or hereafter to exist with respect to the Leased Premises. Landlord is hereby irrevocably vested with full power and future mortgages authority to subordinate Tenant's interest under this Lease to any mortgage, deed of trust or ground leases which may affect other hen hereafter placed on the Building and to all recastings, renewals, modifications, consolidations, replacementsLeased Premises, and extensions Tenant agrees upon demand to execute such additional instruments subordinating this Lease as Landlord or the holder of any such mortgage(s)mortgage, and to all increases and voluntary and involuntary advances made thereunderdeed of trust, or lien may require. The foregoing will If the interests of Landlord under this Lease shall be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or transferred by reason of foreclosure or other proceedings for enforcement of any mortgage on the acceptance of a deed in lieu of foreclosure Leased Premises. Tenant shall be bound to the transferee (the Lender, any other such person and their participants, successors and assigns being referred to herein as sometimes called the "Purchaser")) under the terms and conditions of this Lease for the balance of the remaining lease term, including any extensions or renewals, with the same force and effect as if the Purchaser were Landlord under this Lease. Tenant covenants and further agrees to attorn to and recognize and the Purchaser, including the mortgagee under any such mortgagee if it be bound to Purchaser the Purchaser, as its new Landlord, . Such attornment shall be effective without the execution of any further instruments upon the Purchaser succeeding to the interest of Landlord under this Lease. The respective rights and except as provided below, this Lease shall continue in full force and effect as a direct Lease between obligations of Tenant and Purchaserthe Purchaser upon the attornment, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions extent of the Mortgage will govern with respect to then remaining balance of the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision term of this Lease, and no event has occurred that has continued to exist for a period of time (after noticeany extensions and renewals, if any, required by shall be and are the same as those set forth in this Lease) as would entitle Landlord to terminate this Lease . Each such holder of any mortgage, deed of trust, or would cause without further action by Landlordlien, and each such Purchaser, shall be a third-party beneficiary of the termination provisions of this Lease or would entitle Landlord to dispossess the Tenant thereunder:Paragraph.

Rights of Mortgagee. Landlord has It is understood and agreed that the unrestricted right to convey, mortgage rights and refinance the Building, or any part thereof. interests of Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether under this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will shall be subject and subordinate to all present and future any mortgages or ground leases which deeds of trust that may affect hereafter be placed upon the Commercial Unit and/or the Building and/or the Lot, and/or any part of the foregoing, and to any and all recastingsadvances to be made thereunder, and to the interest thereon, and all renewals, modifications, consolidationsreplacements and extensions thereof, replacementsif the mortgagee or trustee named in said mortgages or deeds of trust shall elect by notice delivered to Tenant to subject and subordinate the rights and interest of Tenant under this Lease to the lien of its mortgage or deed of trust; it is further agreed that any mortgagee or trustee may elect to give the rights and interest of Tenant under this Lease priority over the lien of its mortgage or deed of trust. In the event of either such election, and extensions upon notification by such mortgagee or trustee to Tenant to that effect, the rights and interest of any Tenant under this Lease shall be deemed to be subordinate to, or to have priority over, as the case may be, the lien of said mortgage or deed of trust, whether this Lease is dated prior to or subsequent to the date of said mortgage or deed of trust. Tenant shall execute and deliver whatever instruments may be required for such mortgage(s)purposes, and in the event Tenant fails so to all increases do within ten (10) days after demand in writing, Txxxxx does hereby make, constitute and voluntary irrevocably appoint Landlord as its attorney-in-fact and involuntary advances made thereunder. The foregoing will be self-operative in its name, place and no further instrument of subordination will be requiredstead so to do. In the event that the any holder ("Lender") or prospective holder of any encumbrance ("Mortgage") on mortgage which includes the Building or Premises as part of the mortgaged premises, shall request any modification of any of the provisions of this Lease, other person acquires title than a provision directly related to the Building pursuant to rents payable hereunder, the exercise of any remedy provided for in the Mortgage or by reason duration of the acceptance term hereof, or the size, use or location of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser")Premises, Tenant covenants agrees that Tenant will enter into a written agreement in recordable form with Landlord or such holder or prospective holder which shall effect such modification and agrees to attorn to provide that such modification shall become effective and recognize binding upon Tenant and be bound to Purchaser as its new Landlord, and except as provided below, this Lease shall continue in full have the same force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything an amendment to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision of this Lease, and no event has occurred that has continued to exist for a period of time (after notice, if any, required by this Lease) as would entitle Landlord to terminate this Lease or would cause without further action by Landlord, the termination for all purposes. Tenant hereby appoints such holder as Txxxxx's attorney-in-fact to execute any such modification upon default of this Lease or would entitle Landlord to dispossess the Tenant thereunder:in complying with such holder's request.

Rights of Mortgagee. Landlord has the unrestricted right to conveyExcept as otherwise provided herein, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be Agreement subject and subordinate to all present and future mortgages any recorded mortgage or ground leases deed to secure debt presently existing or hereafter created upon the building or project of which may affect the Building and to all recastings, renewals, modifications, consolidations, replacements, and extensions of any such mortgage(s)Premises are a part, and to all increases recorded restrictions, covenants, easements and voluntary agreements with respect to the building or project of which the Premises are a part, whether presently existing or hereafter created, and involuntary advances made thereunder. The foregoing will be self-operative all amendments, modifications or restatements thereof and no further instrument of subordination will be required. In the event all replacements and substitutions therefor provided, however, that the subordination of this Agreement to any deed to secure debt or mortgage hereafter placed on the building or project of which the Premises are a part shall be expressly conditioned upon the receipt by Tenant of a non-disturbance agreement in a form reasonably satisfactory to Tenant from the holder ("Lender") of any encumbrance such security deed or mortgage. Landlord further agrees to use its best efforts to obtain a non-disturbance agreement in a form reasonably satisfactory to Tenant from the holder of any deed to secure debt or mortgage presently encumbering the building or project of which the Premises are a part within sixty ("Mortgage"60) days of the date hereof. Landlord is hereby irrevocably vested with full power and authority to subordinate Tenant's interest under this Agreement to the lien and security title of any mortgage or deed to secure debt and to any such recorded restrictions, covenants, easements and agreements hereafter placed on the Building Premises, and to any future instrument amending, modifying, restating, replacing or substituting for any other person acquires title such existing recorded restrictions, covenants, easements and agreements, and Tenant agrees upon demand to execute such additional instruments subordinating this Agreement as Landlord may require so long as Landlord provides Tenant with a non-disturbance agreement from the Building pursuant to holder of the exercise security deed presently encumbering the building or project of any remedy provided for in which the Mortgage or Premises are a part. If the interests of Landlord under this Agreement shall be transferred by reason of foreclosure or other proceedings for enforcement of any mortgage or deed to secure debt on the acceptance of a Premises, or by any deed in lieu of foreclosure thereof, Tenant shall be bound to the transferee (the Lender, any other such person and their participants, successors and assigns being referred to herein as sometimes called the "Purchaser")) at the option of the Purchaser, under the terms, covenants and conditions of this Agreement for the balance of the Term remaining, including any extensions or renewals, with the same force and effect as if the Purchaser were Landlord under this Agreement, and, if requested by the Purchaser, Tenant covenants and agrees to attorn to and recognize and the Purchaser (including the mortgagee or the grantee under any such mortgage or deed to secure debt if it be bound to Purchaser the Purchaser) as its new Landlord, and except as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision of this Lease, and no event has occurred that has continued to exist for a period of time (after notice, if any, required by this Lease) as would entitle Landlord to terminate this Lease or would cause without further action by Landlord, the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:landlord.

Rights of Mortgagee. Landlord has It is understood and agreed that the unrestricted right to convey, mortgage rights and refinance the Building, or any part thereof. interests of Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether under this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will shall be subject and subordinate to all present and future any mortgages or ground leases which deeds of trust that may affect hereafter be placed upon the Building and/or the Land, and to any and all recastingsadvances to be made thereunder, and to the interest thereon, and all renewals, modifications, consolidationsreplacements and extensions thereof, replacementsif the mortgagee or trustee named in said mortgages or deeds of trust shall elect by notice delivered to Tenant to subject and subordinate the rights and interest of Tenant under this Lease to the lien of its mortgage or deed of trust; it is further agreed that any mortgagee or trustee may elect to give the rights and interest of Tenant under this Lease priority over the lien of its mortgage or deed of trust. In the event of either such election, and extensions upon notification by such mortgagee or trustee to Tenant to that effect, the rights and interest of any Tenant under this Lease shall be deemed to be subordinate to, or to have priority over, as the case may be, the lien of said mortgage or deed of trust, whether this Lease is dated prior to or subsequent to the date of said mortgage or deed of trust. Tenant shall execute and deliver whatever instruments may be required for such mortgage(s)purposes, and in the event Tenant fails so to all increases do within ten (10) days after demand in writing, Xxxxxx does hereby make, constitute and voluntary irrevocably appoint Landlord as its attorney-in-fact coupled with an interest and involuntary advances made thereunder. The foregoing will be self-operative given as security and no further instrument of subordination will be requiredin its name, place and stead so to do. In the event that the any holder ("Lender") or prospective holder of any encumbrance ("Mortgage") on mortgage which includes the Building or Premises as part of the mortgaged premises, shall request any modification of any of the provisions of this Lease, other person acquires title than a provision directly related to the Building pursuant to rents payable hereunder, the exercise of any remedy provided for in the Mortgage or by reason duration of the acceptance term hereof, or the size, use or location of the Premises, or Tenant's subletting and assignment rights, Xxxxxx agrees that Tenant will enter into a deed written agreement in lieu of foreclosure (recordable form with Landlord or such holder or prospective holder which shall effect such modification and provide that such modification shall become effective and binding upon Tenant and shall have the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided below, this Lease shall continue in full same force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything an amendment to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision of this Lease, and no event has occurred that has continued to exist for a period of time (after notice, if any, required by this Lease) as would entitle Landlord to terminate this Lease or would cause without further action by Landlord, the termination for all purposes. Tenant hereby appoints such holder as Xxxxxx's attorney-in-fact as aforesaid to execute any such modification upon default of this Lease or would entitle Landlord to dispossess the Tenant thereunder:in complying with such holder's request.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will shall be subject and subordinate to all present and future mortgages any mortgage now or ground leases which may affect hereafter on the Building or the Land or any part thereof (“Mortgage”), and to all recastings, renewals, modifications, consolidations, replacements, replacements and extensions thereof and all substitutions therefor, provided that in the case of any a future Mortgage the holder of such mortgage(s)Mortgage agrees to recognize the right of Tenant to use and occupy the Premises upon the payment of rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder. In confirmation of such subordination and recognition, Tenant shall execute and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument deliver promptly such instruments of subordination will be requiredas such mortgagee may reasonably request, subject to receipt of such instruments of recognition from such mortgagee as Tenant may reasonably request. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building mortgagee or any other person acquires its respective successor in title shall succeed to the Building pursuant to the exercise interest of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided below, then this Lease shall nevertheless continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its landlord. If any provision holder of a Mortgage, executed and recorded prior to the Date of this Lease, and no event has occurred that has continued to exist for a period of time (after noticeshall so elect, if any, required by this Lease) , and the rights of Tenant hereunder, shall be superior in right to the rights of such holder, with the same force and effect as would entitle Landlord to terminate if this Lease had been executed, delivered and recorded, or would cause without further action a statutory Notice hereof recorded, prior to the execution, delivery and recording of any such Mortgage. The election of any such holder shall become effective upon either notice from such holder to Tenant or by Landlordthe recording in the appropriate registry or recorder’s office of an instrument in which such holder subordinates its rights under such Mortgage to this Lease. If in connection with obtaining financing a bank, the termination of insurance company, pension trust or other institutional lender shall request reasonable modifications in this Lease as a condition to such financing, Tenant will not unreasonably withhold, delay or would entitle Landlord to dispossess condition its consent thereto, provided that such modifications do not increase the monetary obligations of Tenant thereunder:hereunder or materially adversely affect the leasehold interest hereby created or Tenant’s rights hereunder.

Rights of Mortgagee. Landlord has This Lease shall be subordinate to any mortgage from time to time encumbering the unrestricted right Premises, whether executed and delivered prior to conveyor subsequent to the Commencement Date, if the holder of such mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effectshall so elect, and listing Tenant agrees to attorn to any modifications. This estoppel certificate is intended party who acquires title to be for the benefit of Landlord, Premises pursuant to the rights granted pursuant to any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's such mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This subordination of this Lease is and at all times will be subject and subordinate to all present and future mortgages or ground leases which may affect the Building and to all recastings, renewals, modifications, consolidations, replacements, and extensions of any such mortgage(s), Mortgage and Tenant's agreement to all increases and voluntary and involuntary advances made thereunder. The foregoing will attorn to any such party shall be self-self operative and no further instrument of subordination will or attornment shall be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided below, this Lease shall continue execute such instruments of subordination and/or attornment in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, confirmation of the provisions of this section as such holder may request, within fifteen (15) days after being notified of such request, and any default of Tenant in complying with such holder's request shall constitute a Default of Tenant hereunder. Upon entry and taking possession of the Mortgage will govern with respect Premises for any purpose other than foreclosure, the holder of a mortgage shall have all rights of Landlord and, during the period of such possession, the duty to the disposition perform all Landlord's obligations hereunder. Except during such period of proceeds possession, no such holder shall be liable, either as mortgagee or as holder of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision a collateral assignment of this Lease, to perform, or be liable in damages for failure to perform, any of the obligations of Landlord. No Basic Rent, additional rent, or any other charge shall be paid more than ten (10) days prior to the due dates thereof, and payments made in violation of this provision shall (except to the extent that such payments are actually received by a mortgagee in possession or in the process of foreclosing its mortgage) be a nullity as against such mortgagee, and Tenant shall be liable for the amount of such payments to such mortgagee. No assignment of this Lease and no event has occurred that has continued agreement to exist for make or accept any surrender, termination or cancellation of this Lease and no agreement to modify this Lease so as to reduce the rent, change the Term, or otherwise materially change the rights of Landlord under this Lease, or to relieve Tenant of any obligations or liability under this Lease, shall be valid as against any mortgagee unless consented to in writing by Landlord's mortgagees of record, if any. No act or failure to act out on the part of Landlord which would entitle Tenant under the terms of this Lease, or by law, to be relieved of any or any portion of Tenant's obligations hereunder to any Basic Rent or additional rent, or which would permit Tenant to terminate this Lease, shall result in such a period release or termination of time such obligations or a termination of this Lease unless: (after noticei) Tenant shall have first given written notice of Landlord's act or failure to act to Landlord's mortgagees of record, if any, required by this Lease) as would entitle specifying the act or failure to act on the part of Landlord to terminate this Lease which could or would cause without further action by Landlordgive basis to Tenant's rights; and, (ii) such mortgagees, after receipt of such notice, have failed or refused to correct or cure the termination condition complained of within a reasonable time thereafter, but nothing contained in this Lease Section shall be deemed to impose any obligation on any such mortgagee to correct or would entitle Landlord cure any such condition. "Reasonable time" as used above means and includes a reasonable time to dispossess obtain possession of the Tenant thereunder:mortgaged premises. If the mortgagee elects to do so, and a reasonable time to correct or cure the condition if such condition is determined to exist.

Rights of Mortgagee. Landlord has the unrestricted right Tenant accepts this Lease subject and ------------------- subordinate to conveyany recorded lease, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering the Property and refinance to all existing ordinances and recorded restrictions, covenants easements, and agreements with respect to the BuildingProperty. Landlord hereby is irrevocably vested with full power and authority to subordinate Tenant's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non-judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee other transfer of Landlord's interest in the Property, whether or not in connection with a mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present and future mortgages or ground leases which may affect the Building and to all recastings, renewals, modifications, consolidations, replacementsTenant hereby does, and extensions of any such mortgage(s), and hereafter agrees to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title attorn to the Building pursuant purchaser at such foreclosure sale or to the exercise of grantee under any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, or to any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new transferee of Landlord's interest, and except shall recognize such purchaser, grantee, or other transferee as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default Landlord under any provision of this Lease, and no event has occurred that has continued further attornment or other agreement shall be required to exist effect or evidence Tenant's attornment to and recognition of such purchaser or grantee as Landlord hereunder. Such agreement of Tenant to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Landlord's interest in the Property. Tenant, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgage a Lease Subordination, Non-Disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment as the mortgagee or other prospective transferee may reasonably require, and Tenant hereby irrevocably appoints Landlord as Tenant's agent and attorney-in-fact for a period the purpose of executing, acknowledging, and delivering any such instruments and certificates. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time (after notice, if any, required by this Lease) as would entitle Landlord to terminate subordinate any such mortgage to this Lease or would cause without further action by Landlord, on such terms and subject to such conditions as the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. Landlord has Subject to the unrestricted right to conveyterms of any non-disturbance agreement with any Lender, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present any recorded lease, mortgage, deed to secure debt or deed of trust lien presently existing, if any, or hereafter encumbering the Property and future mortgages or ground leases which may affect the Building and to all recastings, any renewals, modifications, consolidations, replacements, and extensions of any such mortgage(s), or replacements thereof and to all increases existing ordinances and voluntary recorded restrictions, covenants, easements, and involuntary advances made thereunderagreements with respect to the Property. The foregoing will be self-operative Landlord hereby is irrevocably vested with full power and no further instrument authority to subordinate Tenant’s interest under this Lease to any mortgage, deed to secure debt or deed of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") trust lien hereafter placed on the Building Property, and Tenant agrees upon demand to execute additional instruments subordinating this Lease as Landlord may require. Upon any foreclosure, or any other person acquires title transfer of Landlord’s interest in the Property, whether or not in connection with a mortgage, Tenant hereby does, and hereafter agrees to attorn to the Building pursuant purchaser at such foreclosure sale or to the exercise of grantee under any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, or to any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new transferee of Landlord’s interest, and except shall recognize such purchaser, grantee, or other transferee as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default Landlord under any provision of this Lease, and no event has occurred further attornment or other agreement shall be required to effect or evidence Tenant’s attornment to and recognition of such purchaser or grantee as Landlord hereunder. Such agreement of Tenant to attorn shall survive any such foreclosure sale, trustee’s sale, conveyance in lieu thereof, or any other transfer of Landlord’s interest in the Property. Tenant, upon demand, at any time, before or after any such foreclosure sale, trustee’s sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge and deliver to the mortgagee any written instruments and certificates evidencing such attornment as the mortgagee or other prospective transferee may reasonably require, and Tenant hereby irrevocably appoints Landlord as Tenant’s agent and attorney-in-fact for the purpose of executing, acknowledging, and delivering any such instruments and certificates. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate. Landlord agrees that has continued it shall exercise reasonable efforts to exist obtain a non-disturbance and attornment agreement (“SNDA”) for Tenant from any grantee or transferee, at Tenant’s sole cost and expense, upon written request from Tenant; provided, however, Tenant shall submit to Landlord with any such request a period check in the amount of time two thousand dollars (after notice, if any, required by this Lease$2,000.00) as would entitle for Landlord to terminate this Lease or would cause without further action by Landlord, hold in escrow to apply towards the termination costs of this Lease or would entitle Landlord to dispossess the Tenant thereunder:such SNDA.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present and future mortgages any recorded lease, mortgage or ground leases which may affect deed of trust lien presently existing, if any, or hereafter encumbering the Building Property and to all recastingsexisting ordinances and recorded restrictions, renewalscovenants, modifications, consolidations, replacementseasements, and extensions agreements with respect to the Property. Landlord hereby is irrevocably vested with full power and authority to subordinate Tenant's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non-judicially, of any such mortgage(s)mortgage, and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument or the sale of subordination will be required. In the event that the holder ("Lender") Property in lieu of any encumbrance ("Mortgage") on the Building foreclosure, or any other person acquires title transfer of Landlord's interest in the Property, whether or not in connection with a mortgage, Tenant hereby does, and hereafter agrees to attorn to the Building pursuant purchaser at such foreclosure sale or to the exercise of grantee under any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, or to any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new transferee of Landlord's interest, and except shall recognize such purchaser, grantee, or other transferee as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default Landlord under any provision of this Lease, and no event has occurred that has continued further attornment or other agreement shall be required to exist effect or evidence Tenant's attornment to and recognition of such purchaser or grantee as Landlord hereunder. Such agreement of Tenant to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Landlord's interest in the Property. Tenant, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and or mortgagee a leases subordination, non-disturbance and attornment agreement and any additional written instruments and certificates evidencing such attornment as the mortgagee or other prospective transferee may reasonably require, and Tenant hereby irrevocably appoints Landlord as Tenant's agent and attorney-in-fact for a period the purpose of executing, acknowledging, and delivering any such instruments and certificates. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time (after notice, if any, required by this Lease) as would entitle Landlord to terminate subordinate any such mortgage to this Lease or would cause without further action by Landlord, on such terms and subject to such conditions as the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this The Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will shall be subject and subordinate to all present and future mortgages or ground leases which may affect any first mortgage on the Building and Building, now in effect, unless the holder of such mortgage elects by notice to all recastings, renewals, modifications, consolidations, replacements, and extensions of any such mortgage(s), and Tenant to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument of subordination will be requiredhave this Lease superior to its mortgage. In addition, Landlord shall have the event option to subordinate this Lease to any other mortgage or deed of trust which includes the Premises as part of the mortgaged Premises, provided that the holder thereof enters into an agreement with Tenant by the terms of which ("Lender"a) of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage event of acquisition of title by such holder through foreclosure proceedings or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlordotherwise, and except as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default hereunder, the holder will agree to recognize the rights of Tenant under this Lease and to accept Tenant as Tenant of the Premises under the terms and conditions of this Lease and (b) Tenant will agree to recognize the holder of such mortgage as Landlord in such event. This agreement shall be made to expressly bind and inure to the benefit of the successors and assigns of Tenant and of the holder and upon anyone purchasing said Premises at any provision foreclosure sale. Any such mortgage to which the Lease shall be subordinated may contain such terms, provisions and conditions as the holder deems usual or customary. The Lot or Building, or both, are separately and together hereinafter in this Section 13.13 referred to as "the mortgaged Premises". The word "mortgagee" as used in this Lease shall include the holder for the time being whenever the context permits. Upon entry and taking possession of the mortgaged Premises for any purpose other than foreclosure, the holder of a mortgage shall have all rights of Landlord and during the period of such possession, the duty to perform all Landlord's obligations under this Lease. No such holder shall be liable to perform any other of Landlord's covenants and obligations under this Lease. Except as otherwise provided in Section 13.13 hereof, no such holder or a mortgage shall be liable, either as mortgagee or as holder of a collateral assignment of this Lease, to perform, or be liable in damages for failure to perform, any of the obligations of Landlord unless and no event has occurred that has continued until such holder shall enter and take possession of the mortgaged Premises for the purpose of foreclosing a mortgage. Upon entry for the purpose of foreclosing a mortgage, such holder shall be liable to exist for a period perform all of time (after notice, if any, required by this Lease) as would entitle Landlord to terminate this Lease or would cause without further action by the subsequent obligations of Landlord, subject to the termination provisions of this Lease Section 13.13 and subject to and with the benefit of the provisions of Section 13.13, Provided that a discontinuance of any foreclosure proceeding shall be deemed a conveyance under said provisions to the owner of the equity of the mortgaged Premises. No fixed rent, additional rent, or would entitle Landlord any other charge shall be paid more then ten (10) days prior to dispossess the due dates hereof and payments made in violation of this provision shall (except to the extent that such payments are actually received by a mortgagee in possession or in the process of foreclosing its mortgage) be a nullity as against such mortgagee and Tenant thereunder:shall be liable for the amount of such payments to such mortgagee.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present any recorded lease, mortgage, deed to secure debt or deed of trust lien presently existing, if any, or hereafter encumbering the Property and future mortgages or ground leases which may affect the Building and to all recastings, any renewals, modifications, consolidations, replacements, and extensions of any such mortgage(s), or replacements thereof and to all increases existing ordinances and voluntary recorded restrictions, covenants, easements, and involuntary advances made thereunderagreements with respect to the Property. The foregoing will be self-operative Landlord hereby is irrevocably vested with full power and no further instrument authority to subordinate Tenant’s interest under this Lease to any mortgage, deed to secure debt or deed of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") trust lien hereafter placed on the Building Property, and Tenant agrees upon demand to execute additional instruments subordinating this Lease as Landlord may require. Upon any foreclosure, or any other person acquires title transfer of Landlord’s interest in the Property, whether or not in connection with a mortgage, Tenant hereby does, and hereafter agrees to attorn to the Building pursuant purchaser at such foreclosure sale or to the exercise of grantee under any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, or to any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new transferee of Landlord’s interest, and except shall recognize such purchaser, grantee, or other transferee as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default Landlord under any provision of this Lease, and no event has occurred that has continued further attornment or other agreement shall be required to exist effect or evidence Tenant’s attornment to and recognition of such purchaser or grantee as Landlord hereunder. Such agreement of Tenant to attorn shall survive any such foreclosure sale, trustee’s sale, conveyance in lieu thereof, or any other transfer of Landlord’s interest in the Property. Tenant, upon demand, at any time, before or after any such foreclosure sale, trustee’s sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge and deliver to the mortgagee any written instruments and certificates evidencing such attornment as the mortgagee or other prospective transferee may reasonably require, and Tenant hereby irrevocably appoints Landlord as Tenant’s agent and attorney-in-fact for a period the purpose of executing, acknowledging, and delivering any such instruments and certificates. Notwithstanding anything to the contrary contained or implied in this Section (i), any mortgagee under any mortgage shall have the right at any time (after notice, if any, required by this Lease) as would entitle Landlord to terminate subordinate any such mortgage to this Lease or would cause without further action by Landlord, on such terms and subject to such conditions as the termination mortgagee in its discretion may consider appropriate and (ii) the rights and obligations of this Lease or would entitle Landlord Tenant hereunder are subject to dispossess the Tenant thereunder:applicable banking regulations.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present any recorded mortgage, deed of trust or other lien presently existing or hereafter to exist with respect to the Leased Premises. Landlord is hereby irrevocably vested with full power and future mortgages authority to subordinate Tenant's interest under this Lease to any mortgage, deed of trust or ground leases which may affect other lien hereafter placed on the Building and to all recastings, renewals, modifications, consolidations, replacementsLeased Premises, and extensions Tenant agrees upon demand to execute such additional instruments subordinating this Lease as Landlord or the holder of any such mortgage(s)mortgage, and to all increases and voluntary and involuntary advances made thereunderdeed of trust, or lien may require. The foregoing will If the interests of Landlord under this Lease shall be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or transferred by reason of foreclosure or other proceedings for enforcement of any mortgage on the acceptance of a deed in lieu of foreclosure Leased Premises. Tenant shall be bound to the transferee (the Lender, any other such person and their participants, successors and assigns being referred to herein as sometimes called the "Purchaserpurchaser")) under the terms and conditions of this Lease for the balance of the remaining lease term, including any extensions or renewals, with the same force and effect as if the Purchaser were Landlord under this Lease. Tenant covenants and further agrees to attorn to and recognize and the Purchaser, including the mortgagee under any such mortgage if it be bound to Purchaser the Purchaser, as its new Landlord, . Such attornment shall be effective without the execution of any further instruments upon the Purchaser succeeding to the interest of Landlord under this Lease. The respective rights and except as provided below, this Lease shall continue in full force and effect as a direct Lease between obligations of Tenant and Purchaserthe Purchaser upon the attornment, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions extent of the Mortgage will govern with respect to then remaining balance of the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision term of this Lease, and no event has occurred that has continued to exist for a period of time (after noticeany extensions and renewals, if any, required by shall be and are the same as those set forth in this Lease) as would entitle Landlord to terminate this Lease . Each such holder of any mortgage, deed of trust, or would cause without further action by Landlordlien, and each such Purchaser, shall be a third-party beneficiary of the termination provisions of this Lease or would entitle Landlord to dispossess the Tenant thereunder:Paragraph.

Rights of Mortgagee. Landlord has Section 15.1. The rights of the unrestricted right Tenant under this Lease shall be and are subject and subordinate at all times to convey, mortgage and refinance the lien of any mortgages or deeds of trust now or hereafter in force against the Property or the Building, or any part thereof. Tenant agreesboth of them, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present and future mortgages or ground leases which may affect the Building and to all recastingsadvances made or hereafter to be made upon the security thereof, and to all renewals, modifications, amendments, consolidations, replacements, replacements and extensions of any such mortgage(s), and to all increases and voluntary and involuntary advances made thereunderthereof. The foregoing will be This Article is self-operative and no further instrument of subordination will shall be required. Any mortgagee or beneficiary under a deed of trust may, however, elect to have this Lease be superior to its mortgage or deed of trust. At Landlord's request, Xxxxxx shall execute a document in recordable form confirming that this Lease is subordinate (or at the mortgagee's or beneficiary's election, superior) to any mortgage or deed of trust. Tenant, at the option of any mortgagee or beneficiary under a deed of trust ("Landlord's Mortgagee"), agrees (a) to attorn to such mortgagee or beneficiary in the event of a foreclosure sale or deed in lieu thereof, and (b) to execute such attornment, security, assignment or related agreements as Landlord's Mortgagee may reasonably require. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on act or omission by Landlord which would give Tenant the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision of this Lease, and no event has occurred that has continued to exist for a period of time (after notice, if any, required by this Lease) as would entitle Landlord right to terminate this Lease or would to claim a partial or total eviction from the Premises, Tenant shall not exercise any such right (a) until it has notified in writing the Landlord's Mortgagee of such act or omission, and (b) until a reasonable period for remedying such act or omission shall have elapsed following the giving of such notice, and Landlord's Mortgagee shall not with reasonable diligence have commenced and continued to remedy such act or omission or to cause without further action by the same to be remedied. Xxxxxxxx will notify Xxxxxx in writing of the name and address of each Landlord, 's Mortgagee upon the termination execution of this Lease and subsequently inform Xxxxxx of any new Landlord's Mortgagee immediately upon the execution of a mortgage or would entitle Landlord deed of trust encumbering title Building. No Landlord's Mortgagee shall be bound by any cancellation, amendment or modification of this Lease, or waiver of any provision of this Lease which has not been consented to dispossess the Tenant thereunder:in writing by that Landlord's Mortgagee.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present any recorded lease, mortgage, deed to secure debt or deed of trust lien presently existing, if any, or hereafter encumbering the Property and future mortgages or ground leases which may affect the Building and to all recastings, any renewals, modifications, consolidations, replacements, and extensions of any such mortgage(s), or replacements thereof and to all increases existing ordinances and voluntary recorded restrictions, covenants, easements, and involuntary advances made thereunderagreements with respect to the Property. The foregoing will be self-operative Landlord hereby is irrevocably vested with full power and no further instrument authority to subordinate Tenant’s interest under this Lease to any mortgage, deed to secure debt or deed of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") trust lien hereafter placed on the Building Property, and Tenant agrees upon demand to execute additional instruments subordinating this Lease as Landlord may require. Upon any foreclosure, or any other person acquires title transfer of Landlord’s interest in the Property, whether or not in connection with a mortgage, Tenant hereby does, and hereafter agrees to attorn to the Building pursuant purchaser at such foreclosure sale or to the exercise of grantee under any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, or to any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new transferee of Landlord’s interest, and except shall recognize such purchaser, grantee, or other transferee as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default Landlord under any provision of this Lease, and no event has occurred that has continued further attornment or other agreement shall be required to exist effect or evidence Tenant’s attornment to and recognition of such purchaser or grantee as Landlord hereunder. Such agreement of Tenant to attorn shall survive any such foreclosure sale, trustee’s sale, conveyance in lieu thereof, or any other transfer of Landlord’s interest in the Property. Tenant, upon demand, at any time, before or after any such foreclosure sale, trustee’s sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge and deliver to the mortgagee any written instruments and certificates evidencing such attornment as the mortgagee or other prospective transferee may reasonably require, and Tenant hereby irrevocably appoints Landlord as Tenant’s agent and attorney-in-fact for a period the purpose of executing, acknowledging, and delivering any such instruments and certificates. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time (after notice, if any, required by this Lease) as would entitle Landlord to terminate subordinate any such mortgage to this Lease or would cause without further action by Landlord, on such terms and subject to such conditions as the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. Landlord has the unrestricted right to conveyExcept as otherwise provided herein, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be Agreement subject and subordinate to all present and future mortgages any recorded mortgage or ground leases deed to secure debt presently existing or hereafter created upon the building or project of which may affect the Building and to all recastings, renewals, modifications, consolidations, replacements, and extensions of any such mortgage(s)Premises are a part, and to all increases recorded restrictions, covenants, easements and voluntary agreements with respect to the building or project of which the Premises are a part, whether presently existing or hereafter created, and involuntary advances made thereunder. The foregoing will be self-operative all amendments, modifications or restatements thereof and no further instrument of subordination will be required. In the event all replacements and substitutions therefor provided, however, that the subordination of this Agreement to any deed to secure debt or mortgage hereafter placed on the building or project of which the Premises are a part shall be expressly conditioned upon the receipt by Tenant of a non-disturbance agreement in a form reasonably satisfactory to Tenant from the holder ("Lender") of any encumbrance such security deed or mortgage. Landlord further agrees to use its best efforts to obtain a non-disturbance agreement in a form reasonably satisfactory to Tenant from the holder of any deed to secure debt or mortgage presently encumbering the building or project of which the Premises are a part within sixty ("Mortgage"60) days of the date hereof. Landlord is hereby irrevocably vested with full power and authority to subordinate Tenant's interest under this Agreement to the lien and security title of any mortgage or deed to secure debt and to any such recorded restrictions, covenants, easements and agreements hereafter placed on the Building Premises, and to any future instrument amending, modifying, restating, replacing or substituting for any other person acquires title such existing recorded restrictions, covenants, easements and agreements, and Tenant agrees upon demand to execute such additional instruments subordinating this Agreement as Landlord may require so long as Landlord provides Tenant with a non-disturbance agreement from the Building pursuant to holder of the exercise security deed presently encumbering the building or project of any remedy provided for in which the Mortgage or Premises are a part. If the interests of Landlord under this Agreement shall be transferred by reason of foreclosure or other proceedings for enforcement of any mortgage or deed to secure debt on the acceptance of a Premises, or by any deed in lieu of foreclosure thereof, Tenant shall be bound to the transferee (the Lender, any other such person and their participants, successors and assigns being referred to herein as sometimes called the "Purchaser")) at the option of the Purchaser, Tenant under the terms, covenants and conditions of this Agreement for the balance of the Term remaining, including any extensions or renewals, with the same force and effect as if the Purchaser were Landlord under this Agreement, and, if requested by the Purchaser, Xxxxxx agrees to attorn to and recognize and the Purchaser (including the mortgagee or the grantee under any such mortgage or deed to secure debt if it be bound to Purchaser the Purchaser) as its new Landlord, and except as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision of this Lease, and no event has occurred that has continued to exist for a period of time (after notice, if any, required by this Lease) as would entitle Landlord to terminate this Lease or would cause without further action by Landlord, the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:landlord.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will shall be subject and subordinate to all present any mortgage now or hereafter on the Site or the Building, or both, and future mortgages to each advance made or ground leases which may affect the Building hereafter to be made under any mortgage, and to all recastings, renewals, modifications, consolidations, replacements, replacements and extensions thereof and all substitutions therefor provided that in the case of any a future mortgage the holder of such mortgage(s)mortgage agrees to recognize the rights of Tenant under this Lease (including the right to use and occupy the Premises) upon the payment of rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder. In confirmation of such subordination and recognition, Tenant shall execute and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument deliver promptly such instruments of subordination will be requiredand recognition as such mortgagee may reasonably request subject to receipt of such instruments of recognition from such mortgagee as Tenant may reasonably request (Tenant hereby agreeing to pay any legal or other fees charged by the mortgagee in connection with providing the same). Tenant hereby appoints such mortgagee (from time to time) as Tenant’s attorney-in-fact to execute such subordination upon default of Tenant in complying with such mortgagee’s (from time to time) request. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building mortgagee or any other person acquires its respective successor in title shall succeed to the Building pursuant to the exercise interest of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided belowthen, this Lease shall nevertheless continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its landlord. If any provision holder of a mortgage which includes the Premises, executed and recorded prior to the date of this Lease, shall so elect, this Lease and no event has occurred that has continued the rights of Tenant hereunder, shall be superior in right to exist for the rights of such holder, with the same force and effect as if this Lease had been executed, delivered and recorded, or a period statutory notice hereof recorded, prior to the execution, delivery and recording of time (after notice, if any, required any such mortgage. The election of any such holder shall become effective upon either notice from such holder to Tenant in the same fashion as notices from Landlord to Tenant are to be given hereunder or by the recording in the appropriate registry or recorder’s office of an instrument in which such holder subordinates its rights under such mortgage to this Lease) as would entitle Landlord to terminate . If in connection with obtaining financing for the Building or Complex, a bank, insurance company, pension trust or other institutional lender shall request reasonable modifications in this Lease as a condition to such financing, Tenant will not unreasonably withhold, delay or would cause without further action by Landlordcondition its consent thereto, provided that such modifications do not increase the termination monetary obligations of this Lease Tenant hereunder or would entitle Landlord to dispossess materially adversely affect the Tenant thereunder:leasehold interest hereby created.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present and future mortgages any recorded mortgage or ground leases which may affect deed of trust lien presently existing or hereafter created upon the Building and to all recastingsexisting recorded restrictions, renewalscovenants, modifications, consolidations, replacementseasements and agreements with respect to the Building. Landlord is hereby irrevocably vested with full power and authority to subordinate Tenant's interest under this Lease to any first mortgage or deed of trust lien hereafter placed on the Premises, and extensions Tenant agrees upon demand to execute additional instruments subordinating this lease as Landlord may require. If the interests of any such mortgage(s), and to all increases and voluntary and involuntary advances made thereunder. The foregoing will Landlord under this Lease shall be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or transferred by reason of foreclosure or other proceedings for enforcement of any first mortgage or deed of trust on the acceptance of a deed in lieu of foreclosure Premises, Tenant shall be bound to the transferee (the Lender, any other such person and their participants, successors and assigns being referred to herein as sometimes called the "Purchaser")) at the option of the Purchaser, under the terms, covenants and conditions of this Lease for the balance of the term remaining, including any extensions or renewals, with the same force and effect as if the Purchaser were Landlord under this Lease, and, if requested by the Purchaser, Tenant covenants and agrees to attorn to and recognize and the Purchaser, including the first mortgagee under any such mortgage if it be bound to Purchaser the Purchaser, as its new Landlord. Notwithstanding the foregoing, and except as provided belowLandlord shall, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision within thirty (30) days after Tenant's execution of this Lease, provide Tenant with evidence reasonably satisfactory to Tenant that each mortgagee whose lien is superior to the leasehold estate created by this Lease has entered into a written agreement, reasonably satisfactory in form and substance to Tenant, by which such mortgagee has agreed that so long as no event default by Tenant under this Lease has occurred that or has continued beyond any applicable grace period. Tenant will not be disturbed in Tenant's possession and enjoyment of the Premises by any foreclosure or other action to exist for a period of time (after noticeenforce such mortgagee's lien. If Landlord fails to provide such evidence within such 30-day period, if anyTenant may, required by this Lease) as would entitle Landlord to at Tenant's option, terminate this Lease or would cause without further action by notice to Landlord. In addition, the termination subordination of this Lease to any future mortgage or would entitle Landlord deed of trust is conditioned upon the execution by the mortgagee or beneficiary of a similar written agreement, also reasonably satisfactory in form and substance to dispossess the Tenant thereunder:Tenant.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will shall be subject and subordinate to all present and future mortgages any mortgage now or ground leases which may affect hereafter on the Building or the Lot or any part thereof (“Mortgage”), and to all recastings, renewals, modifications, consolidations, replacements, replacements and extensions thereof and all substitutions therefor, provided that in the case of any a future Mortgage the holder of such mortgage(s)Mortgage agrees to recognize the right of Tenant to use and occupy the Premises upon the payment of rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder. In confirmation of such subordination and recognition, Tenant shall execute and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument deliver promptly such instruments of subordination will be requiredas such mortgagee may reasonably request, subject to receipt of such instruments of recognition from such mortgagee as Tenant may reasonably request. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building mortgagee or any other person acquires its respective successor in title shall succeed to the Building pursuant to the exercise interest of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided below, then this Lease shall nevertheless continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its landlord. If any provision holder of a Mortgage, executed and recorded prior to the Date of this Lease, and no event has occurred that has continued to exist for a period of time (after noticeshall so elect, if any, required by this Lease) , and the rights of Tenant hereunder, shall be superior in right to the rights of such holder, with the same force and effect as would entitle Landlord to terminate if this Lease had been executed, delivered and recorded, or would cause without further action a statutory Notice hereof recorded, prior to the execution, delivery and recording of any such Mortgage. The election of any such holder shall become effective upon either notice from such holder to Tenant or by Landlordthe recording in the appropriate registry or recorder’s office of an instrument in which such holder subordinates its rights under such Mortgage to this Lease. If in connection with obtaining financing a bank, the termination of insurance company, pension trust or other institutional lender shall request reasonable modifications in this Lease as a condition to such financing, Tenant will not unreasonably withhold, delay or would entitle Landlord to dispossess condition its consent thereto, provided that such modifications do not increase the monetary obligations of Tenant thereunder:hereunder or materially adversely affect the leasehold interest hereby created or Tenant’s rights hereunder.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present and future mortgages any recorded Lease, mortgage or ground leases which may affect deed of trust lien presently existing, if any, or hereafter encumbering the Building Property and to all recastingsexisting ordinances and recorded restrictions, renewalscovenants, modifications, consolidations, replacementseasements, and extensions agreements with respect to the Property. Landlord hereby is irrevocably vested with full power and authority to subordinate Tenants interest under this lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non-judicially, of any such mortgage(s)mortgage, and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument or the sale of subordination will be required. In the event that the holder ("Lender") Property in lieu of any encumbrance ("Mortgage") on the Building foreclosure, or any other person acquires title transfer of Landlord's interest in the Property, whether or not in connection with a mortgage, Tenant hereby does, and hereafter agrees to attorn to the Building pursuant purchaser at such foreclosure sale or to the exercise of grantee under any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, or to any other transfer of Landlord's interest, and shall recognize such person purchaser, grantee, or other transferee as Landlord under this Lease, end no further attornment or other agreement shall be required to effect evidence Tenant's attornment to and their participantsrecognition of such purchaser or grantee as Landlord hereunder. Such agreement of Tenant to attorn shall survive any such foreclosure sale, successors trustee's sale, conveyance in lieu thereof, or any other transfer of Landlord's interest in the Property. Tenant, within ten (10 days after receipt of a request to do so, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge and assigns being referred deliver to herein the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement attached hereto as Exhibit C and incorporated by reference herein, and any additional written instruments and certificates evidencing such attornment as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlordmortgagee or other prospective transferee may reasonably require, and except Tenant hereby irrevocably appoints Landlord as provided belowTenants agent and attorney-in-fact for the purpose of executing, acknowledging, and delivering any such instruments and certificates, in the event Tenant fails to furnish the requested non-disturbance and attornment agreement as required by this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding Article 9.4 . Notwithstanding anything to the contrary herein or implied in this Section any mortgagee under any mortgage shall have the Lease, the provisions of the Mortgage will govern with respect right at any time to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long subordinate any such mortgage to this Lease on such terms and subject to such conditions as the Lease is mortgagee in full force and effect and Tenant is not in default under any provision of this Lease, and no event has occurred that has continued to exist for a period of time (after notice, if any, required by this Lease) as would entitle Landlord to terminate this Lease or would cause without further action by Landlord, the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:its discretion may consider appropriate.

Rights of Mortgagee. Tenant accepts this Lease subject and subordinate to any recorded mortgage, deed of trust or other lien (a "Mortgage") presently existing or hereafter to exist with respect to the Leased Premises. Further, but without limiting the preceding sentence, Landlord has is hereby irrevocably vested with full power and authority to subordinate and/or to evidence such subordination of Tenant's interest under this Lease to any Mortgage hereafter placed on the unrestricted right Leased Premises, and Tenant agrees upon demand to conveyexecute such additional instruments subordinating this Lease, mortgage and refinance further defining the Buildingterms of such subordination, as well as the attornment discussed below, as Landlord or the holder of any such Mortgage, may require. Tenant agrees to provide to the holder of any such Mortgage, whose name and address have been provided to Tenant (a "Mortgagee"), a copy of each notice to Landlord which alleges any act, omission, or condition that might constitute a default by Landlord hereunder and Mortgagee, in its sole discretion, shall have all rights of Landlord hereunder to cure any such default. If the interests of Landlord under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any Mortgage on the Leased Premises, at the election of the transferee (sometimes called the "Purchaser") Tenant shall be bound to the Purchaser under the terms and conditions of this Lease for the balance of the remaining Lease term, including any extensions or renewals, with the same force and effect as if the Purchaser were Landlord under this Lease; provided, however, that such Purchaser shall not be liable or bound to Tenant (i) for any act or omission of any prior landlord, (ii) for any offsets or defenses which Tenant might have against any prior landlord, (iii) for or by any Rent which Tenant might have paid for more than the current month, (iv) by any amendment or modification of, or consensual termination agreement with respect to, the Lease made without the Mortgagee's consent, (v) for any Security Deposit given by Tenant to a prior landlord unless such COMMERCIAL LEASE AGREEMENT - PAGE 22 -------------------------- LEASE 2 deposit is actually received by such Purchaser, (vi) for any repairs or replacements required by this Lease arising prior to the date Purchaser takes possession of the Leased Premises, or (vii) for any moving, relocation or refurbishment allowance or any construction of or payment or allowance for tenant improvements to the Leased Premises or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be thereof for the benefit of Tenant except as set forth in this Lease. Tenant further agrees at the election of the Purchaser to attorn to the Purchaser, including the Mortgagee if it be the Purchaser, as its Landlord, . Such attornment shall be effective without the execution of any purchaser or mortgagee further instruments upon the Purchaser's succeeding to the interest of Landlord, or, any purchaser or assignee of Landlord's mortgageLandlord under this Lease. The estoppel certificate will also contain respective rights and obligations of Tenant and the Purchaser upon the attornment, to the extent of the then remaining balance of the term of this Lease and any extensions and renewals, shall be and are the same as those set forth in this Lease, but Tenant agrees upon demand to execute such other information additional instruments defining the terms of such attornment as Landlord or its designee the Purchaser may requestrequire. This Lease is Each such Mortgagee and at all times will each such Purchaser shall be subject and subordinate to all present and future mortgages or ground leases which may affect the Building and to all recastings, renewals, modifications, consolidations, replacements, and extensions a third-party beneficiary of any such mortgage(s), and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awardsthis Paragraph. So long as the Lease is in full force *Upon written request by Tenant and effect and provided Tenant is not in default under of any provision terms, conditions, or provisions of this the Lease, and no event has occurred that has continued Landlord agrees to exist for use best efforts to obtain a period of time (after notice, if any, required by this Lease) as would entitle Landlord to terminate this Lease non-disturbance agreement from any lender or would cause without further action by Landlord, the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:purchaser.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will shall be subject and subordinate to all present any mortgage now or hereafter on the Site or the Building, or both, and future mortgages to each advance made or ground leases which may affect the Building hereafter to be made under any mortgage, and to all recastings, renewals, modifications, consolidations, replacements, replacements and extensions thereof and all substitutions therefor provided that in the case of any a future mortgage the holder of such mortgage(s)mortgage agrees to recognize the rights of Tenant under this Lease (including the right to use and occupy the Premises) upon the payment of rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder. In confirmation of such subordination and recognition, Tenant shall execute and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument deliver promptly such instruments of subordination will be requiredand recognition as such mortgagee may reasonably request subject to receipt of such instruments of recognition from such mortgagee as Tenant may reasonably request (Tenant hereby agreeing to pay any legal or other fees charged by the mortgagee in connection with providing the same). Tenant hereby appoints such mortgagee (from time to time) as Tenant’s attorney-in-fact to execute such subordination upon default of Tenant in complying with such mortgagee’s (from time to time) request. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building mortgagee or any other person acquires its respective successor in title shall succeed to the Building pursuant to the exercise interest of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided belowthen, this Lease shall nevertheless continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its landlord. If any provision holder of a mortgage which includes the Premises, executed and recorded prior to the date of this Lease, shall so elect, this Lease and no event has occurred that has continued the rights of Tenant hereunder, shall be superior in right to exist for the rights of such holder, with the same force and effect as if this Lease had been executed, delivered and recorded, or a period statutory notice hereof recorded, prior to the execution, delivery and recording of time (after notice, if any, required any such mortgage. The election of any such holder shall become effective upon either notice from such holder to Tenant in the same fashion as notices from Landlord to Tenant are to be given hereunder or by the recording in the appropriate registry or recorder’s office of an instrument in which such holder subordinates its rights under such mortgage to this Lease) as would entitle Landlord to terminate . If in connection with obtaining financing for the Building or Office Park, a bank, insurance company, pension trust or other institutional lender shall request reasonable modifications in this Lease as a condition to such financing, Tenant will not unreasonably withhold, delay or would cause without further action by Landlordcondition its consent thereto, provided that such modifications do not increase the termination monetary obligations of this Lease Tenant hereunder or would entitle Landlord to dispossess materially adversely affect the Tenant thereunder:leasehold interest hereby created.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present and future mortgages any recorded lease, mortgage or ground leases which may affect deed of trust lien presently existing, if any, or hereafter encumbering the Building Property and to all recastingsexisting ordinances and recorded restrictions, renewalscovenants, modifications, consolidations, replacementseasements, and extensions agreements with respect to the Property. Landlord hereby is irrevocably vested with full power and authority to subordinate Tenant’s interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non-judicially, of any such mortgage(s)mortgage, and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument or the sale of subordination will be required. In the event that the holder ("Lender") Property in lieu of any encumbrance ("Mortgage") on the Building foreclosure, or any other person acquires title transfer of Landlord’s interest in the Property, whether or not in connection with a mortgage, Tenant hereby does, and hereafter agrees to attorn to the Building pursuant purchaser at such foreclosure sale or to the exercise of grantee under any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, or to any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new transferee of Landlord’s interest, and except shall recognize such purchaser, grantee, or other transferee as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default Landlord under any provision of this Lease, and no event has occurred that has continued further attornment or other agreement shall be required to exist for effect or evidence Tenant’s attornment to and recognition of such purchaser or grantee as Landlord hereunder provided Tenant is given a period Non-Disturbance and Attornment Agreement. Such agreement of Tenant to attorn shall survive any such foreclosure sale, trustee’s sale, conveyance in lieu thereof, or any other transfer of Landlord’s interest in the Property. Tenant, upon demand, at any time, before or after any such foreclosure sale, trustee’s sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgage a Lease Subordination, Non-Disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time (after notice, if any, required by this Lease) as would entitle Landlord to terminate subordinate any such mortgage to this Lease or would cause without further action by Landlord, on such terms and subject to such conditions as the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. Tenant accepts this Lease subject and subordinate to any recorded mortgage, deed of trust or other lien (a "Mortgage") presently existing or hereafter to exist with respect to the Leased Premises. Further, but without limiting the preceding sentence, Landlord has is hereby irrevocably vested with full power and authority to subordinate and/or to evidence such subordination of Tenant's interest under this Lease to any Mortgage hereafter placed on the unrestricted right Leased Premises, and Tenant agrees upon demand to conveyexecute such additional instruments subordinating this Lease, mortgage and refinance further defining the Buildingterms of such subordination, as well as the attornment discussed below, as Landlord or the holder of any such Mortgage, may require. Tenant agrees to provide to the holder of any such Mortgage, whose name and address have been provided to Tenant (a "Mortgagee"), a copy of each notice to Landlord which alleges any act, omission, or condition that might constitute a default by Landlord hereunder and Mortgagee, in its sole discretion, shall have all rights of Landlord hereunder to cure any such default. If the interests of Landlord under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any Mortgage on the Leased Premises, at the election of the transferee (sometimes called the "Purchaser") Tenant shall be bound to the Purchaser under the terms and conditions of this Lease for the balance of the remaining Lease term, including any extensions or renewals, with the same force and effect as if the Purchaser were Landlord under this Lease; provided, however, that such Purchaser shall not be liable or bound to Tenant (i) for any act or omission of any prior landlord, (ii) for any offsets or defenses which Tenant might have against any prior landlord, (iii) for or by any Rent which Tenant might have paid for more than the current month, (iv) by any amendment modification of, or consensual termination agreement with respect to, the Lease made without the Mortgagee's consent, (v) for any Security Deposit given by Tenant to a prior landlord unless such deposit is actually received by such Purchaser, (vi) for any repairs or replacements required by this Lease arising prior to the date Purchaser takes possession of the Leased Premises, or (vii) for any moving, relocation or refurbishment allowance or any construction of or payment or allowance for tenant improvements to the Leased Premises or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be thereof for the benefit of Tenant except as set forth in this Lease. Tenant further agrees at the election of the Purchaser to attorn to the Purchaser, including the Mortgagee if it be the Purchaser, as its Landlord, . Such attornment shall be effective without the execution of any purchaser or mortgagee further instruments upon the Purchaser's succeeding to the interest of Landlord, or, any purchaser or assignee of Landlord's mortgageLandlord under this Lease. The estoppel certificate will also contain respective rights and obligations of Tenant and the Purchaser upon the attornment, to the extent of the then remaining balance of the term of this Lease and any extensions and renewals, shall be and are the same as those set forth in this Lease, but Tenant agrees upon demand to execute such other information additional instruments defining the terms of such attornment as Landlord or its designee the Purchaser may requestrequire. This Lease is Each such Mortgagee and at all times will each such Purchaser shall be subject and subordinate to all present and future mortgages or ground leases which may affect the Building and to all recastings, renewals, modifications, consolidations, replacements, and extensions a third-party beneficiary of any such mortgage(s), and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision of this Lease, and no event has occurred that has continued to exist for a period of time (after notice, if any, required by this Lease) as would entitle Landlord to terminate this Lease or would cause without further action by Landlord, the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:Paragraph.

Rights of Mortgagee. Landlord has shall have the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject to mortgage or hypothecate its ownership of the Leased Premises and subordinate to all present and future mortgages or ground leases which may affect its lessor's interest in this Lease. At the Building and to all recastings, renewals, modifications, consolidations, replacements, and extensions option of the mortgagee of any such mortgage(s), and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") mortgage or beneficiary of any encumbrance ("Mortgage") deed of trust constituting a lien on the Building all or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or by reason part of the acceptance of a deed in lieu of foreclosure Leased Premises (the Lender, any other such person and their participants, successors and assigns said mortgagee or beneficiary being referred to called herein as the "PurchaserMortgagee"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided below, this Lease shall continue in full force be either (i) subject and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything subordinated to or (ii) prior to the contrary herein lien of any mortgage placed on or against the Leased Premises on or against Landlord's interest or estate therein without the necessity of having further instruments on the part of Tenant to effectuate such subordination. Notwithstanding the foregoing, in the Leaseevent of a foreclosure of any such mortgage, or of any other action or proceeding for the provisions enforcement thereof, or of any sale thereunder, this Lease will not be barred, terminated, cut off or foreclosed, nor will the Mortgage will govern with respect to the disposition rights and possession of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is hereunder be disturbed, if Tenant shall not then be in default under in the payment of rent due or the performance of Tenant's other obligations hereunder. Upon the request of any provision Mortgagee, Tenant agrees to execute any amendment to this Lease which does not, in the reasonable opinion of Tenant's counsel, materially adversely affect Tenant's rights hereunder. Upon receipt of written request of Tenant to so do, Landlord shall obtain a non-disturbance agreement from the Mortgagee. Concurrently with the mutual execution and delivery of this Lease, and no event has occurred that has continued Landlord shall deliver to exist for Tenant a period of time (after notice, if any, required by this Lease) as would entitle Landlord to terminate this Lease non-disturbance agreement from any existing Mortgagee or would cause without further action by Landlord, the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:other lienholder.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will shall be subject and subordinate to all present any mortgage now or hereafter on the Site or the Building, or both, and future mortgages to each advance made or ground leases which may affect the Building hereafter to be made under any mortgage, and to all recastings, renewals, modifications, consolidations, replacements, replacements and extensions thereof and all substitutions therefor provided that the holder of any such mortgage(s)mortgage agrees to recognize the rights of Tenant under this Lease (including the right to use and occupy the Premises) upon the payment of rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant's obligations hereunder. In confirmation of such subordination and recognition, Tenant shall execute and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument deliver such instruments of subordination will be requiredand recognition as such mortgagee may reasonably request within ten (10) business days after written request. Tenant hereby appoints such mortgagee (from time to time) as Tenant's attorney-in-fact to execute such subordination upon default of Tenant in complying with such mortgagee's (from time to time) request. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building mortgagee or any other person acquires its respective successor in title shall succeed to the Building pursuant to the exercise interest of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided belowthen, this Lease shall nevertheless continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under shall and does hereby agree to attorn to such mortgagee or successor and to recognize such mortgagee or successor as its landlord. If any provision holder of a mortgage which includes the Premises, executed and recorded prior to the date of this Lease, shall so elect, this Lease and no event has occurred that has continued the rights of Tenant hereunder, shall be superior in right to exist for the rights of such holder, with the same force and effect as if this Lease had been executed, delivered and recorded, or a period statutory Notice hereof recorded, prior to the execution, delivery and recording of time (after notice, if any, required any such mortgage. The election of any such holder shall become effective upon either notice from such holder to Tenant in the same fashion as notices from Landlord to Tenant are to be given hereunder or by the recording in the appropriate registry or recorder's office of an instrument in which such holder subordinates its rights under such mortgage to this Lease) as would entitle Landlord to terminate . If in connection with obtaining financing a bank, insurance company, pension trust or other institutional lender shall request reasonable modifications in this Lease as a condition to such financing, Tenant will not unreasonably withhold, delay or would cause without further action by Landlordcondition its consent thereto, provided that such modifications do not increase the termination monetary obligations of this Lease Tenant hereunder or would entitle Landlord to dispossess materially adversely affect the Tenant thereunder:leasehold interest hereby created.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present any recorded lease, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering the Property and future mortgages or ground leases which may affect the Building and to all recastings, any renewals, modifications, consolidationsextensions or replacements thereof and to all existing ordinances and recorded restrictions, replacementscovenants, easements, and extensions agreements with respect to the Property. Landlord hereby is irrevocably vested with full power and authority to subordinate Tenant's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property, and Tenant agrees upon demand to execute additional instruments subordinating this Lease as Landlord may require. Upon any foreclosure, judicially or non-judicially, of any such mortgage(s)mortgage, and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument or the sale of subordination will be required. In the event that the holder ("Lender") Property in lieu of any encumbrance ("Mortgage") on the Building foreclosure, or any other person acquires title transfer of Landlord's interest in the Property, whether or not in connection with a mortgage, Tenant hereby does, and hereafter agrees to attorn to the Building pursuant purchaser at such foreclosure sale or to the exercise of grantee under any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, or to any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new transferee of Landlord's interest, and except shall recognize such purchaser, grantee, or other transferee as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default Landlord under any provision of this Lease, and no event has occurred that has continued further attornment or other agreement shall be required to exist for a period effect or evidence Tenant's attornment to and recognition of such purchaser or grantee as Landlord hereunder. Such agreement of Tenant to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Landiord's interest in the Property. Tenant, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the mortgagee any written instruments and certificates evidencing such attornment as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Article, any mortgagee under any mortgage shall have the right at any time (after notice, if any, required by this Lease) as would entitle Landlord to terminate subordinate any such mortgage to this Lease or would cause without further action by Landlord, on such terms and subject to such conditions as the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. Landlord has (a) If any holder of a mortgage or holder of a ground lease of property which includes the unrestricted Premises, originally given to a lender, and executed and recorded subsequent to the date of this Lease, shall so elect, the interest of the Tenant hereunder shall be subordinate to the rights of such holder. If any holder of a mortgage or holder of a ground lease of property which includes the premises, originally given to a lender, and executed and recorded prior to the date of this Lease, shall so elect, this Lease, and the rights of the Tenant hereunder, shall be superior in right to conveythe rights of such holder, mortgage with the same force and refinance effect as if this Lease had been executed and delivered, and recorded, or a statutory notice hereof recorded, prior to the execution, delivery and recording of any such mortgage. If in connection with obtaining financing for the Building, a bank, insurance company, pension trust or other institutional lender shall request reasonable modifications in this Lease as a condition to such financing, the Tenant will not unreasonably withhold, delay or condition its consent thereto, provided that such modifications do not materially increase the obligations of the Tenant hereunder or materially adversely affect the Tenant or the leasehold interest hereby created. No assignment of this Lease and no agreement to make or accept any part thereofsurrender, termination or cancellation of this Lease and no agreement to modify so as to reduce the rent, change the term, or otherwise materially change the rights of the Landlord under this Lease, or to relieve the Tenant of any obligations or liability under this Lease, shall be valid unless consented to in writing by the Landlord's mortgagees of record, if any. Tenant agrees, within seven (7) days after notice, agrees on request of the Landlord to execute and deliver from time to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing time any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present and future mortgages or ground leases agreement which may affect the Building and reasonably be deemed necessary to all recastings, renewals, modifications, consolidations, replacements, and extensions of any such mortgage(s), and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, implement the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision of this Lease, and no event has occurred that has continued to exist for a period of time (after notice, if any, required by this Lease) as would entitle Landlord to terminate this Lease or would cause without further action by Landlord, the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:Section 17.12.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether Lessee accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present any recorded mortgage, deed of trust or other lien presently existing upon the Leased Premises. Lessee further agrees that this Lease is subject and future mortgages subordinate to any mortgage, deed of trust or ground leases which may affect other lien hereafter placed on the Building and to all recastingsLeased Premises, renewalsand, modifications, consolidations, replacements, and extensions of any such mortgage(s), and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be although this provision is self-operative and no further instrument operative, Lessee agrees upon demand to execute additional instruments subordinating this Lease as Lessor may require. If the interests of subordination will Lessor under this Lease shall be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or transferred by reason of foreclosure or other proceedings for enforcement of any mortgage, deed of trust or other lien on the acceptance of a deed in lieu of foreclosure Leased Premises, Lessee shall be bound to the transferee (the Lender, any other such person and their participants, successors and assigns being referred to herein as sometimes called the "Purchaser")) under the terms, Tenant covenants and conditions of this Lease for the balance of the term remaining, and any extensions or renewals, with the same force and effect as if the Purchaser were Lessor under this Lease, and Lessee agrees to attorn to and recognize and upon the request of the Purchaser including the mortgagee or beneficiary under any such mortgage or deed of trust if it be bound to Purchaser the Purchaser, as its new Landlordlessor, the attornment to be effective and except as provided below, self-operative without the execution of any further instruments upon the Purchaser succeeding to the interest of Lessor under this Lease shall continue in full force and effect as a direct Lease between Tenant requiring such attornment. The respective rights and Purchaserobligations of Lessee and the Purchaser upon the attornment, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions extent of the Mortgage will govern with respect to then remaining balance of the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision term of this Lease, and no event has occurred that has continued to exist for a period of time (after noticeany extensions and renewals, if any, required by shall be and are the same as those set forth in this Lease) . Notwithstanding that such attornment is self-operative, Lessee agrees to execute such further agreements in confirmation thereof as would entitle Landlord shall be reasonably requested by Lessor or such mortgagee or beneficiary, and Lessee further agrees to terminate this Lease include in such agreements such other provisions as may be reasonably requested by Lessor or would cause such mortgagee or beneficiary, including without further action by Landlord, limitation provisions for notice of default and opportunity to cure to such mortgagee or beneficiary and the termination non-liability of this Lease such mortgagee or would entitle Landlord to dispossess beneficiary for claims against the Tenant thereunder:Lessor.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will shall be subject and subordinate to all present and future mortgages or ground leases which may affect any first mortgage on the Building and and/or the Land, now or at any time hereafter in effect, unless the holder of such mortgage elects by notice to all recastings, renewals, modifications, consolidations, replacements, and extensions of any such mortgage(s), and Tenant to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument of subordination will be requiredhave this Lease superior to its mortgage. In addition, Landlord shall have the event option to subordinate this Lease to any other first mortgage or deed of trust which includes the Premises as part of the premises encumbered by such mortgage or deed of trust. Any such subordination to any first mortgage hereafter in effect shall be subject to the condition that the holder thereof enters into an agreement with Tenant by the terms of which ("Lender"a) of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage event of acquisition of title by such holder through foreclosure proceedings or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlordotherwise, and except as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default hereunder, the holder will agree to recognize the rights of Tenant under this Lease and to accept Tenant as tenant of the Premises under the terms and conditions of this Lease and (b) Tenant will agree to recognize the holder of such mortgage as Landlord in such event. This agreement shall be made to expressly bind and inure to the benefit of the successors and assigns of Tenant and of the holder and upon anyone purchasing said Premises at any provision foreclosure sale. Any such mortgage to which the Lease shall be subordinated may contain such terms, provisions and conditions as the holder deems usual or customary. The Land or Building, or both, are separately and together hereinafter in this Article 13.13 referred to as the “Mortgaged Premises”. The word “mortgagee” as used in this Lease shall mean the holder of such mortgage at the time being in question. Upon entry and taking possession of the Mortgaged Premises for any purpose other than foreclosure, the mortgagee shall have all rights of Landlord and during the period of such possession, the duty to perform all Landlord’s obligations under this Lease. Unless and until the holder of the mortgage so takes possession of the Mortgaged Premises or takes title to the Mortgage Premises after a foreclosure of its mortgage, no such holder shall be liable to perform any other of Landlord’s covenants and obligations under this Lease, except as may be agreed upon by any mortgagee and Tenant. Except as otherwise provided in Article 13.13 hereof, no such holder of a mortgage shall be liable, either as mortgagee or as holder of a collateral assignment of this Lease, to perform, or be liable in damages for failure to perform, any of the obligations of Landlord unless and no event has occurred until such holder shall enter and take possession of the Mortgaged Premises for the purpose of foreclosing a mortgage or takes title to the Mortgaged Premises after a foreclosure of its mortgage. Upon entry for the purpose of foreclosing a mortgage or taking title to the Mortgaged Premises, such holder shall be liable to perform all of the subsequent obligations of Landlord, subject to the provisions of this Article 13.13 and subject to and with the benefit of the provisions of Article 13. 13, provided that has continued a discontinuance of any foreclosure proceeding shall be deemed a conveyance under said provisions to exist for the owner of the equity of the Mortgaged Premises. No act or failure to act on the part of Landlord which would entitle Tenant under the terms of this Lease, or by law, to be relieved of Tenant’s obligations hereunder or to terminate this Lease, shall result in a period release or termination of time such obligations or a termination of this Lease unless (after noticei) Tenant shall have first given written notice of Landlord’s act or failure to act to Landlord’s mortgagees of record, if any, required by specifying the act or failure to act on the part of Landlord which could or would give basis to Tenant’s rights (provided, that, Landlord or such mortgagees have sent Tenant written notice of the existence of the applicable mortgages and the addresses of the holders thereof); and (ii) such mortgagees, after receipt of such notice, have failed or refused to correct or cure the condition complained of within a reasonable time thereafter; but nothing contained in this LeaseArticle 13.13 shall be deemed to impose any obligation on any such mortgagee to correct or cure any such condition. “Reasonable time” as used above means and includes a reasonable time to obtain possession of the Mortgaged Premises, if the mortgagee elects to do so, and a reasonable time to correct or cure the condition if such condition is determined to exist. No assignment of this Lease (other than to a Permitted Transferree) and no agreement to make or accept any surrender, termination or cancellation of this Lease and no agreement to modify this Lease so as would entitle to reduce the rent, change the Term or otherwise materially change the rights of Landlord to terminate under this Lease or would cause without further action to relieve Tenant of any obligations or liability under this Lease, shall be valid unless consented to in writing by Landlord’s mortgagees of record, if any. In connection therewith, Tenant shall be entitled to rely (without independent investigation) on the representation of Landlord as to whether any mortgages of record exist relating to the Premises and, if so, as to the holders thereof. The covenants and agreements contained in this Lease with respect to the rights, powers and benefits of a mortgagee (particularly, without limitation thereby, the termination covenants and agreement contained in this Article 13.13) constitute a continuing offer to any person, corporation or other entity, which by accepting or requiring an assignment of this Lease or would entitle by entry or foreclosure assumes the obligations herein set forth with respect to such mortgagee; such mortgagee is hereby constituted a party to this Lease as an obligee hereunder to the same extent as though its name were written hereon as such, and such mortgagee shall be entitled to enforce such provisions in its own name. Tenant agrees on request of Landlord to dispossess execute and deliver from time to time any agreement, in form and substance reasonably acceptable to the holder of any mortgage encumbering the Premises (provided, that such holder is a commercial bank or other financial institution), which may reasonably be deemed necessary to implement the provisions of this Article 13.13. Tenant thereunder:shall execute and deliver such subordination agreement to the holder within twenty (20) days of Tenant’s receipt of such request (and the form of agreement).

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present any recorded mortgage, deed of trust or other lien presently existing or hereafter to exist with respect to the Leased Premises. Landlord is hereby irrevocably vested with full power and future mortgages authority to subordinate Tenant's interest under this Lease to any mortgage, deed of trust or ground leases which may affect other lien hereafter placed on the Building and to all recastings, renewals, modifications, consolidations, replacementsLeased Premises, and extensions Tenant agrees upon demand to execute such additional instruments subordinating this Lease as Landlord or the holder of any such mortgage(s)mortgage, and to all increases and voluntary and involuntary advances made thereunderdeed of trust, or lien my require. The foregoing will If the interests of Landlord under this Lease shall be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or transferred by reason of foreclosure or other proceedings for enforcement of any mortgage on the acceptance of a deed in lieu of foreclosure Leased Premises. Tenant shall be bound to the transferee (the Lender, any other such person and their participants, successors and assigns being referred to herein as sometimes called the "Purchaser")) under the terms and conditions of this lease for the balance of the remaining Lease term, including any extensions or renewals, with the same force and effect as if the Purchaser were Landlord under this Lease. Tenant covenants and further agrees to attorn to and recognize and the Purchaser, including the mortgagee under any such mortgage if it be bound to Purchaser the Purchaser, as its new Landlord, . Such attornment shall be effective without the execution of any further instruments upon the Purchaser succeeding to the interest of Landlord under this Lease. The respective rights and except as provided below, this Lease shall continue in full force and effect as a direct Lease between obligations of Tenant and Purchaserthe Purchaser upon the attornment, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions extent of the Mortgage will govern with respect to then remaining balance of the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision term of this Lease, and no event has occurred that has continued to exist for a period of time (after noticeany extensions and renewals, if any, required by shall be and are the same as those set forth in this Lease) as would entitle Landlord to terminate this Lease . Each such holder of any mortgage, deed of trust, or would cause without further action by Landlordlien, and each such Purchaser, shall be a third-party beneficiary of the termination provisions of this Lease or would entitle Landlord to dispossess the Tenant thereunder:Paragraph.

Rights of Mortgagee. Landlord has This Lease shall be subordinate to any existing mortgage currently encumbering the unrestricted right Premises and to convey, mortgage any and refinance the Building, all advances made or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for made thereunder and any extensions, renewals or modifications thereof, unless the benefit holder of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's such mortgage elects to cause the Lease to be superior to such mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will shall be subject and subordinate to all present and any future mortgages or ground leases which may affect from time to time encumbering the Building Premises, executed or delivered subsequent to the date of this Lease and to any and all recastingsadvances made or to be made thereunder and any extensions, renewals, modifications, consolidations, replacements, and extensions of any renewals or modifications thereof (unless the holder or ground lessor elects to cause the Lease to be superior to such mortgage(smortgage or ground lease), provided such mortgagee or ground lessor enters into an agreement (upon such terms as are customarily required by institutional lenders) recognizing Tenant under this Lease and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument of subordination will be required. In providing that in the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided below, shall remain undisturbed under this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and if Tenant is not in default (after applicable notice and grace periods) under any provision of the terms and conditions of this LeaseLease (a “nondisturbance agreement”). Tenant agrees to execute such instruments of subordination in confirmation of the foregoing agreement as such holder may request within ten (10) business days of receipt thereof. Tenant hereby acknowledges and agrees that Landlord’s ability to obtain a nondisturbance agreement from Tenant is an important component of Landlord’s ability to finance, sell and/or obtain investors for the Project and, accordingly, at Landlord’s option, Tenant’s failure to execute and no event has occurred that has continued to exist for a period deliver such subordination agreement within the foregoing time frame shall be an immediate default of time (after notice, if any, required by Tenant’s obligations under this Lease) as would Lease and shall entitle Landlord to terminate exercise any of its rights or remedies under this Lease or would cause without further action by Landlord, notice or demand in the termination event such failure continues for three (3) business days after notice of this Lease or would entitle such failure. Landlord agrees to dispossess use reasonable efforts to obtain a nondisturbance agreement from the Tenant thereunder:holder of the existing mortgage on the Premises.

Rights of Mortgagee. Landlord has represents that Landlord is the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount current fee simple owner of the Security Deposit Project, and whether Tenant accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present the liens, interests, mortgages and/or deeds of trust set forth on Exhibit "C-1" attached hereto (the "Existing Mortgages") copies of which have ------------- ------------------ been provided to Tenant prior to the date hereof. Tenant agrees contemporaneously to provide to the holder of any Existing Mortgage, whose name and future mortgages or ground leases which may affect the Building address are set forth on Exhibit "C-1" and to all recastingsany future holder of a ------------- mortgagee or deed of trust whose name and address have been provided to Tenant (each a "Mortgagee"), renewalsa copy of each notice to Landlord which alleges any act, modifications--------- omission, consolidations, replacementsor condition that might constitute a default by Landlord hereunder or otherwise give rise to any Tenant remedy hereunder or at law, and extensions Mortgagee, in its sole discretion, shall have all rights of Landlord hereunder to cure any such default. Landlord reserves the right to OFFICE LEASE AGREEMENT - Page - 27 ---------------------- subject and subordinate this Lease at all times to the lien of any such mortgage(s)other deeds of trust, and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building vendor's liens, or any other person acquires title to the Building pursuant to the exercise of any remedy provided for mortgages now or hereafter affecting Landlord's interest in the Mortgage or by reason Project (any one of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being which shall be referred to herein as the "PurchaserDeed of Trust"); provided, Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlordhowever, and except as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So that so long as the Lease is in full force and effect and Tenant is not in default of ------------- its obligations beyond the applicable notice and grace periods provided herein (i) no default by Landlord under any provision such Deed of Trust shall affect Tenant's rights under this Lease; (ii) Tenant will not be named by the holder or Landlord as a party in any foreclosure or other proceeding with respect to such Deed of Trust unless required by law; (iii) the holder of any such Deed of Trust agrees that the insurance proceeds resulting from any fire or other casualty or from any taking by eminent domain will be available for restoration of the Building and Project under terms and conditions acceptable to the holder; (iv) the holder of the Deed of Trust shall recognize the Lease and any amendments allowed under the Deed of Trust or otherwise approved by the Mortgagee in writing in advance of execution and be bound thereto; and (v) the holder of any such Deed of Trust will execute with Tenant and Landlord a Subordination, Non-Disturbance and Attornment Agreement in the form required by such holder and reasonably Acceptable to Tenant. Attached hereto as Exhibit "C" is the form of such ----------- agreement that the current Mortgagee has agreed to sign with Landlord and Tenant, subject to such Mortgagee's review of this Lease. If Tenant has not received such agreement signed by the Lender, Landlord and no event has occurred that has continued Guarantor to exist for a period of time be named therein within thirty (30) days after noticethe full execution hereof, if any, required by this Lease) as would entitle Landlord to Tenant may terminate this Lease or would cause without by written notice to Landlord within the following five (5) days and receive the return of the Security Deposit and Base Rent deposit, and neither party shall have any further action by Landlordliability hereunder, the failing in which timely termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:such right shall automatically end.

Rights of Mortgagee. Tenant accepts this Lease subject and subordinate to any recorded mortgage, deed of trust or other lien (a "Mortgage") presently existing or hereafter to exist with respect to the Leased Premises. Further, but without limiting the preceding sentence, Landlord has is hereby irrevocably vested with full power and authority to subordinate and/or to evidence such subordination of Tenant's interest under this Lease to any Mortgage hereafter placed on the unrestricted right Leased Premises, and Tenant agrees upon demand to conveyexecute such additional instruments subordinating this Lease, mortgage and refinance further defining the Buildingterms of such subordination, as well as the attornment discussed below, as Landlord or the holder of any such Mortgage, may require. Tenant agrees to provide to the holder of any such Mortgage, whose name and address have been provided to Tenant (a "Mortgagee"), a copy of each notice to Landlord which alleges any act, omission, or condition that might constitute a default by Landlord hereunder and Mortgagee, in its sole discretion, shall have all rights of Landlord hereunder to cure any such default. If the interests of Landlord under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any Mortgage on the Leased Premises, at the election of the transferee (sometimes called the "Purchaser") Tenant shall be bound to the Purchaser under the terms and conditions of this Lease for the balance of the remaining Lease term, including any extensions or renewals, with the same force and effect as if the Purchaser were Landlord under this Lease; provided, however, that such Purchaser shall not be liable or bound to Tenant (i) for any act or omission of any prior landlord, (ii) for any offsets or defenses which Tenant might have against any prior landlord, (iii) for or by any Rent which Tenant might have paid for more than the current month, (iv) by any amendment or modification of, or consensual termination agreement with respect to, the Lease made without the Mortgagee's consent, (v) for any Security Deposit given by Tenant to a prior landlord unless such deposit is actually received by such Purchaser, (vi) for any repairs or replacements required by this Lease arising prior to the date Purchaser takes possession of the Leased Premises, or (vii) for any moving, relocation or refurbishment allowance or any construction of or payment or allowance for tenant improvements to the Leased Premises or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be thereof for the benefit of Tenant except as set forth in this Lease. Tenant further agrees at the election of the Purchaser to attorn to the Purchaser, including the Mortgagee if it be the Purchaser, as its Landlord, . Such attornment shall be effective without the execution of any purchaser or mortgagee further instruments upon the Purchaser's succeeding to the interest of Landlord, or, any purchaser or assignee of Landlord's mortgageLandlord under this Lease. The estoppel certificate will also contain respective rights and obligations of Tenant and the Purchaser upon the attornment, to the extent of the then remaining balance of the term of this Lease and any extensions and renewals, shall be and are the same as those set forth in this Lease, but Tenant agrees upon demand to execute such other information additional instruments defining the terms of such attornment as Landlord or its designee the Purchaser may requestrequire. This Lease is Each such Mortgagee and at all times will each such Purchaser shall be subject and subordinate to all present and future mortgages or ground leases which may affect the Building and to all recastings, renewals, modifications, consolidations, replacements, and extensions a third-party beneficiary of any such mortgage(s), and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awardsthis Paragraph. So long as the Lease is in full force *Upon written request by Tenant and effect and provided Tenant is not in default under of any provision terms, conditions, or provisions of this the Lease, and no event has occurred that has continued Landlord agrees to exist for use best efforts to obtain a period of time (after notice, if any, required by this Lease) as would entitle Landlord to terminate this Lease non-disturbance agreement from any lender or would cause without further action by Landlord, the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:purchaser.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether Lessee accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present and future mortgages any recorded mortgage or ground leases which may affect deed of trust lien presently or hereafter created upon the Building building or project and to all recastingsexisting recorded restrictions, renewalscovenants, modifications, consolidations, replacements, easements and extensions of any such mortgage(s), and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlord, and except as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern agreements with respect to the disposition building or project, provided such mortgage or other document provides that the Lessee shall not be disturbed in its possession of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Leased Premises in accordance with this Lease is in full force and effect and Tenant provided Lessee is not in default under this Lease. Lessor is hereby irrevocably vested with full power and authority to subordinate Lessee's interest under this Lease to any provision mortgagor deed of trust hereafter placed on the Leased Premises, and Lessee agrees upon demand to execute additional instruments subordinating this Lease as Lessor may require, provided such mortgage or other document provides that the Lessee shall not be disturbed in its possession of the Leased Premises in accordance with this Lease provided Lessee is not in default under this Lease. If the interest of Lessor under this Lease shall be transferred by reason of foreclosure or other proceedings for enforcement of any first mortgage or deed of trust on the Leased Premises, Lessee shall be bound to the transferee (sometimes called the "Purchaser") at the option of the Purchaser, under the terms, covenants and conditions of this Lease for the balance of the term remaining, including any extensions or renewals, with the same force and effect as if the Purchaser were Lessor under this Lease, and no event has occurred that has continued to exist for a period of time (after noticeand, if anyrequested by Purchaser, required by this Lease) Lessee agrees to attorn to the Purchaser, including the first mortgage under any such mortgage if it be the Purchaser, as would entitle Landlord to terminate this Lease or would cause without further action by Landlord, the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:its Lessor.

Rights of Mortgagee. Landlord has the unrestricted right Tenant accepts this Lease subject and ------------------- subordinate to conveyany recorded lease, mortgage or deed of trust lien presently existing, if any, or hereafter encumbering the Property and refinance to all existing ordinances and recorded restrictions, covenants, easements, and agreements with respect to the BuildingProperty. Landlord hereby is irrevocably vested with full power and authority to subordinate Tenant's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non-judicially, of any such mortgage, or the sale of the Property in lieu of foreclosure, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee other transfer of Landlord's interest in the Property, whether or not in connection with a mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present and future mortgages or ground leases which may affect the Building and to all recastings, renewals, modifications, consolidations, replacementsTenant hereby does, and extensions of any such mortgage(s), and hereafter agrees to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title attorn to the Building pursuant purchaser at such foreclosure sale or to the exercise of grantee under any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, or to any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new transferee of Landlord's interest, and except shall recognize such purchaser, grantee, or other transferee as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default Landlord under any provision of this Lease, and no event has occurred that has continued further attornment or other agreement shall be required to exist for effect or evidence Tenant's attornment to and recognition of such purchaser or grantee as Landlord hereunder provided Tenant is given a period Non-Disturbance and Attornment Agreement. Such agreement of Tenant to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Landlord's interest in the Property. Tenant, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgage a Lease Subordination, Non-Disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment as the mortgagee or other prospective transferee may reasonably require. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time (after notice, if any, required by this Lease) as would entitle Landlord to terminate subordinate any such mortgage to this Lease or would cause without further action by Landlord, on such terms and subject to such conditions as the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:mortgagee in its discretion may consider appropriate.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present and future mortgages any recorded lease, mortgage or ground leases which may affect deed of trust lien presently existing, if any, or hereafter encumbering the Building and Property to all recastingsexisting ordinances and recorded restrictions, renewalscovenants, modifications, consolidations, replacementseasements, and extensions agreements with respect to the Property. Landlord hereby is irrevocably vested with full power and authority to subordinate Tenant's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non-judicially, of any such mortgage(s)mortgage, and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument or the sale of subordination will be required. In the event that the holder ("Lender") Property in lieu of any encumbrance ("Mortgage") on the Building foreclosure, or any other person acquires title transfer of Landlord's interest in the Property, whether or not in connection with a mortgage, Tenant hereby does, and hereafter agrees to attorn to the Building pursuant purchaser at such foreclosure sale or to the exercise of grantee under any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, or to any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new transferee of Landlord's interest, and except shall recognize such purchaser, grantee, or other transferee as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default Landlord under any provision of this Lease, and no event has occurred that has continued further attornment or other agreement shall be required to exist effect of evidence Tenant's attornment to and recognition of such purchaser or grantee as Landlord hereunder. Such agreement of Tenant to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Landlord's interest in the Property. Tenant, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee a Lease Subordination, Non-disturbance and Attornment Agreement, and any additional written instruments and certificates evidencing such attornment as the mortgagee or other prospective transferee may reasonably require, and Tenant hereby irrevocably appoints Landlord as Tenant's agent and attorney-in-fact for a period the purpose of executing, acknowledging and delivering any such instruments and certificates. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have right at any time (after notice, if any, required by this Lease) as would entitle Landlord to terminate subordinate any such mortgage to this Lease or would cause without further action by Landlord, on such terms and subject to such conditions as the termination of this Lease or would entitle mortgagee in its discretion may consider appropriate. Landlord shall use its best efforts to dispossess the Tenant thereunder:obtain a "Nondisturbance" agreement in form reasonably satisfactory to Tenant.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether Lessee accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present and future mortgages any recorded lease, mortgage or ground leases which may affect deed of trust lien presently existing, if any, or hereafter encumbering the Building Property and to all recastingsexisting ordinances and recorded restrictions, renewalscovenants, modifications, consolidations, replacementseasements, and extensions agreements with respect to the Property, Lessor hereby is irrevocably vested with full power and authority to subordinate Lessee's interest under this Lease to any mortgage or deed of trust lien hereafter placed on the Property. Upon any foreclosure, judicially or non-judicially, of any such mortgage(s)mortgage, and to all increases and voluntary and involuntary advances made thereunder. The foregoing will be self-operative and no further instrument or the sale of subordination will be required. In the event that the holder ("Lender") Property in lieu of any encumbrance ("Mortgage") on the Building foreclosure, or any other person acquires title transfer of Lessor's interest in the Property, whether or not in connection with a mortgage, Lessee hereby does, and hereafter agrees to attorn to the Building pursuant purchaser at such foreclosure sale or to the exercise of grantee under any remedy provided for in the Mortgage or by reason of the acceptance of a deed in lieu of foreclosure (the Lender, or to any other such person and their participants, successors and assigns being referred to herein as the "Purchaser"), Tenant covenants and agrees to attorn to and recognize and be bound to Purchaser as its new Landlordtransferee of Lessor's interest, and except shall recognize such purchaser, grantee, or other transferee as provided below, this Lease shall continue in full force and effect as a direct Lease between Tenant and Purchaser, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions of the Mortgage will govern with respect to the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default Lessor under any provision of this Lease, and no event has occurred that has continued further attornment or other agreement shall be required to exist effect or evidence Lessee's attornment to and recognition of such purchaser or grantee as Lessor hereunder. Such agreement of Lessee to attorn shall survive any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or any other transfer of Lessor's interest in the Property. Lessee, upon demand, at any time, before or after any such foreclosure sale, trustee's sale, conveyance in lieu thereof, or other transfer shall execute, acknowledge, and deliver to the prospective transferee and/or mortgagee the Lease Subordination, Non-disturbance and Attornment Agreement and any additional written instruments and certificates evidencing such attornment as the mortgagee or other prospective transferee may reasonably require, and Lessee hereby irrevocably appoints Lessor as Lessee's agent and attorney-in-fact for the purpose of executing, acknowledging, and delivering any such instruments and certificates. Notwithstanding anything to the contrary implied in this Section, any mortgagee under any mortgage shall have the right at any time to subordinate any such mortgage to this Lease on such terms and subject to such conditions as the mortgagee in its discretion may consider appropriate. Any actions or instruments executed by Lessee shall be conditioned upon the mortgagee or transferee executing a period letter of time (after notice, if any, required non-disturbance reasonably satisfactory in form and substance to Lessee. Any instrument executed by Lessee under this Section shall not in any manner limit the rights and privileges granted to Lessee in this Lease, nor shall it relieve Lessor's successors in interest (including mortgagees) as would entitle Landlord to terminate of any of Lessor's obligations and duties under this Lease or would cause without further action by Landlord, the termination of this Lease or would entitle Landlord to dispossess the Tenant thereunder:Lease.

Rights of Mortgagee. Landlord has the unrestricted right to convey, mortgage and refinance the Building, or any part thereof. Tenant agrees, within seven (7) days after notice, to execute and deliver to Landlord or its mortgagee or designee such instruments as Landlord or its mortgagee may require, certifying the amount of the Security Deposit and whether accepts this Lease is in full force and effect, and listing any modifications. This estoppel certificate is intended to be for the benefit of Landlord, any purchaser or mortgagee of Landlord, or, any purchaser or assignee of Landlord's mortgage. The estoppel certificate will also contain such other information as Landlord or its designee may request. This Lease is and at all times will be subject and subordinate to all present any recorded mortgage, deed of trust or other lien presently existing or hereafter to exist with respect to the Leased Premises. Landlord and future mortgages its mortgagee is hereby irrevocably vested with full power and authority to subordinate Tenant's interest under this Lease to any mortgage, deed of trust or ground leases which may affect other lien hereafter placed on the Building and to all recastings, renewals, modifications, consolidations, replacementsLeased Premises, and extensions Tenant agrees upon demand to execute such additional instruments subordinating this Lease as Landlord or the holder of any such mortgage(s)mortgage, and to all increases and voluntary and involuntary advances made thereunderdeed of trust, or lien may require. The foregoing will If the interests of Landlord under this Lease shall be self-operative and no further instrument of subordination will be required. In the event that the holder ("Lender") of any encumbrance ("Mortgage") on the Building or any other person acquires title to the Building pursuant to the exercise of any remedy provided for in the Mortgage or transferred by reason of foreclosure or other proceedings for enforcement of any mortgage on the acceptance of a deed in lieu of foreclosure Leased Premises, Tenant shall be bound to the transferee (the Lender, any other such person and their participants, successors and assigns being referred to herein as sometimes called the "Purchaser")) under the terms and conditions of this Lease for the balance of the remaining lease term, including any extensions or renewals, with the same force and effect as if the Purchaser were Landlord under this Lease. Tenant covenants and further agrees to attorn to and recognize and the Purchaser, including the mortgagee under any such mortgage if it be bound to Purchaser the Purchaser, as its new Landlord, . Such attornment shall be effective without the execution of any further instruments upon the Purchaser succeeding to the interest of Landlord under this Lease. The respective rights and except as provided below, this Lease shall continue in full force and effect as a direct Lease between obligations of Tenant and Purchaserthe Purchaser upon the attornment, except that, notwithstanding anything to the contrary herein or in the Lease, the provisions extent of the Mortgage will govern with respect to then remaining balance of the disposition of proceeds of insurance policies or condemnation or eminent domain awards. So long as the Lease is in full force and effect and Tenant is not in default under any provision term of this Lease, and no event has occurred that has continued to exist for a period of time (after noticeany extensions and renewals, if any, required by shall be the same as those set forth in this Lease) as would entitle Landlord to terminate this Lease . Each such holder of any mortgage, deed of trust, or would cause without further action by Landlordlien, and each such Purchaser, shall be a third-party beneficiary of the termination provisions of this Lease or would entitle Landlord to dispossess the Tenant thereunder:Paragraph.