Common use of SUBORDINATION AND NON-DISTURBANCE Clause in Contracts

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.

SUBORDINATION AND NON-DISTURBANCE. At Tenant agrees that, upon the request from time of Landlord made in writing, Tenant will subordinate this Lease to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, First Mortgage and any and to all renewals, replacements, modifications, consolidations, spreaders replacements and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers the First Mortgagee shall enter into a written binding agreement (athe “Non-Disturbance Agreement”) consenting to this Lease with Tenant providing that for so long as Tenant is not in default hereunder beyond any applicable notice and agreeing thatcure period, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees Tenant shall not be disturbed in peaceful enjoyment its possession of the Leased Property or its rights hereunder terminated or impaired by the subleased property (as applicable) nor shall First Mortgagee, purchaser at foreclosure or other such party and that this Lease (nor the applicable subleases) shall continue in full force and effect following any foreclosure thereof or any deed given in lieu thereof, except that this Lease may nonetheless be terminated or canceled at any timepursuant to the provisions of this Lease providing for such termination, except in including without limitation pursuant to Article 17. In the event Lessee the First Mortgagee or other purchaser at foreclosure sale succeeds to the interest of Landlord under this Lease, Tenant will automatically become the tenant of and shall be deemed to have attorned to such applicable subtenant or sublessee is successor in default interest as Landlord under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under without change in the terms and or provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunderof this Lease, it will performprovided, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trusthowever, that all proceeds of the casualty insurance described such successor in Article XIV interest shall not be bound by any amendment or modification of this Lease made after Tenant enters into the Non-Disturbance Agreement without the written consent of such First Mortgagee or such successor in interest. Upon written request by such successor in interest, Tenant and all Awards described such successor shall execute and deliver an instrument or instruments whereby Tenant confirms the attornment herein provided for and in Article XV will be made available for restoration which such successor shall acknowledge its obligations and responsibilities to Tenant under the Lease and, with respect thereto, shall recognize this Lease and the tenancy hereunder of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofTenant.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereofFacility Lenders, within thirty ten (3010) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders Facility Lender a written agreement in a form reasonably acceptable to such holder Facility Lender whereby Lessee and such subtenants and sublessees subordinate subordinates this Lease and all of their its rights and estate hereunder (except for Lessee's purchase options as expressly provided in this Lease) to each such mortgage or deed of trust Facility Instrument that encumbers the Leased Property or any part thereof and agree agrees with each such holder Facility Lender that Lessee and such subtenants and sublessees will attorn to and recognize such holder Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trustFacility Instrument, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder Facility Lender simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.

SUBORDINATION AND NON-DISTURBANCE. At Subject to the request from time to time by one or more holders terms of a mortgage or deed of trust this paragraph, Landlord and Tenant agree that may hereafter be placed by Lessor upon the Leased Property or any part thereofLease is hereby made, and shall at all times continue to be, subject, subordinate and inferior in each and every respect to the Deed of Trust and to any and all renewals, replacements, modifications, consolidationsextensions, spreaders and extensions thereofsubstitutions, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees replacements and/or consolidations of the Leased Deed of Trust and to all liens, assignments and security interests created thereby. Bank hereby agrees that (a) as long as no default (after any applicable cure periods) by Tenant exists under the Lease, the Lease shall not be terminated, nor shall Tenant’s use, possession or enjoyment of the Property execute in accordance with the Lease, or any of Tenant’s rights and deliver, privileges under the Lease be diminished or interfered with nor shall any renewal or expansion options under the Lease be impaired in any foreclosure or other action or proceeding pursuant to or in connection with the Deed of Trust or in the event that Bank or any successor-in-interest thereto takes possession of any part of the Property pursuant to such holders a written agreement Deed of Trust or otherwise, and (b) Tenant shall not be joined in a form reasonably acceptable any such foreclosure or other action or proceeding, unless required by state law provisions. If any part of the Property is acquired by Bank or any successor-in-interest thereto by foreclosure or otherwise, Bank or such successor shall take title to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn subject to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance terms of the Term then remainingLease and this Agreement, subject to all and Tenant’s use, enjoyment or occupancy of the Property in accordance with the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees Lease shall not be disturbed or otherwise affected except in peaceful enjoyment accordance with the terms of the Leased Property Lease and this Agreement. As between Bank and Landlord, nothing herein contained shall be deemed or construed as limiting or restricting the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or enforcement by Bank of any of the Other Leasesterms, Lessor shall have the right to terminate this Lease covenants, provisions or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds remedies of the casualty insurance described in Article XIV Deed of this Lease and all Awards described in Article XV will be made available for restoration of Trust, whether or not consistent with the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.

SUBORDINATION AND NON-DISTURBANCE. At Subject to the request from time terms and conditions of this Paragraph 17, this Lease shall be and is hereby declared to time by one be subject and subordinate at all times to: (a) all ground leases or more holders of a underlying leases which may now exist or hereafter be executed affecting the Premises and/or the land upon which the Building and Project are situated, or both; and (b) any mortgage or deed of trust that which may hereafter now exist or be placed by Lessor upon the Leased Property Building, the Project and/or the land upon which the Building or the Project are situated, or said ground leases or underlying leases, or Landlord’s interest or estate in any part thereofof said items which is specified as security (such leases, mortgages and deeds of trust are referred to herein, collectively, as “Superior Interests”), and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from advances made upon the date security of request, Lessee shall execute and deliver and shall have all subtenants such mortgages or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed deeds of trust, all without the necessity of any further instrument executed or delivered by or on the part of Tenant for the purpose of effectuating such subordination, unless the holder of any such Superior Interest (each, a “Security Holder”) requires in writing that this Lease be superior thereto. Upon any termination or foreclosure (or any delivery of a deed in lieu of foreclosure) of any Superior Interest, Tenant, upon request, shall attorn to the Security Holder or foreclosure sale purchaser or any successor thereto and shall recognize such party as the case may belessor hereunder provided such Security Holder, as Lessor under this Lease for the balance of the Term then remaining, subject to purchaser or successor thereto accepts all of the terms terms, covenants and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV conditions of this Lease and all Awards described in Article XV will be made available for restoration agrees not to disturb Tenant’s occupancy so long as there is no Event of the Leased Property as and Default hereunder. Tenant agrees with Security Holder that if Security Holder or any foreclosure sale purchaser or successor thereto shall succeed to the extent required by interest of Landlord under this Lease, such Security Holder, purchaser or any successor thereto shall not be (i) liable for any action or omission of any Landlord under this Lease arising prior to such Security Holder, purchaser or successor acquiring title to and possession of the Premises, or (ii) subject only to any offsets, defenses or counterclaims which Tenant might have against any prior Landlord, or (iii) bound by any Rent which Tenant might have paid for more than the current month to any prior Landlord, or (iv) bound by any modification or amendment of this Lease not consented to by such Security Holder, purchaser or any successor thereto. Within ten (10) Business Days after request by Landlord, Tenant covenants and agrees to execute and deliver commercially reasonable regulation regarding instruments evidencing such subordination of this Lease to any such Superior Interest, and such attornment, as may be required by Landlord or by the disbursement Security Holder of such Superior Interest. Landlord, Tenant and application thereofthe existing Security Holder shall enter into a Subordination, Non Disturbance and Attornment Agreement substantially in the Security Holder’s form as previously presented to Tenant with modifications mutually acceptable to Landlord, Tenant and the Security Holder.

SUBORDINATION AND NON-DISTURBANCE. At the request LESSOR's option, this Agreement shall be subordinate to any future master lease, ground lease, mortgage, deed of trust or other security interest (a “Mortgage”) by LESSOR which from time to time by one may encumber all or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this LeaseProperty; provided, however, that each such holder simultaneously executes as a condition precedent to LESSEE being required to subordinate its interest in this Agreement to any future Mortgage covering the Property, LESSOR shall obtain for LESSEE's benefit a non-disturbance and delivers a written attornment agreement for LESSEE's benefit in the form reasonably satisfactory to LESSEE, and containing the terms described below (athe “Non-Disturbance Agreement”), and shall recognize LESSEE's rights under this Agreement. The Non-Disturbance Agreement shall include the encumbering party's (“Lender's”) consenting to this Lease and agreeing agreement that, notwithstanding any such other mortgage, deed of trust, right, title if Lender or interest, its successor-in-interest or any defaultpurchaser of Lender’s or its successor’s interest (a “Purchaser”) acquires an ownership interest in the Property, expirationLender or such successor-in-interest or Purchaser will honor all of the terms of the Agreement. Such Non-Disturbance Agreement must be binding on all of Lender's participants in the subject loan (if any) and on all successors and assigns of Lender and/or its participants and on all Purchasers. In return for such Non-Disturbance Agreement, termination, foreclosure, sale, entry LESSEE will execute an agreement for Lender's benefit in which LESSEE (1) confirms that the Agreement is subordinate to the Mortgage or other act or omission underreal property interest in favor of Lender, pursuant (2) agrees to or affecting attorn to Lender if Lender becomes the owner of the Property and (3) agrees to accept a cure by Lender of any of LESSOR's defaults, provided such cure is completed within the foregoingdeadline applicable to LESSOR. In the event LESSOR defaults in the payment and/or other performance of any mortgage or other real property interest encumbering the Property, Lessee LESSEE, may, at its sole option and such subtenants without obligation, cure or correct LESSOR's default and sublessees upon doing so, LESSEE shall not be disturbed in peaceful enjoyment subrogated to any and all rights, titles, liens and equities of the Leased Property holders of such mortgage or the subleased other real property (as applicable) nor interest and LESSEE shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default entitled to deduct and setoff against all rents that may otherwise become due under this Lease Agreement the sums paid by LESSEE to cure or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofcorrect such defaults.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, the Lessor shall obtain and deliver to the Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (i) the Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or canceled at any time, except in the event that the Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) the Lessee's options to purchase the Leased Property pursuant to Articles 13, 14 and 18 of this Lease shall remain in force and effect pursuant to the terms hereof and (iii) in the event that the Lessee elects its option to purchase the Leased Property pursuant to this Lease and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by the Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to the Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon any Fee Mortgagee, the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their the Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust Fee Mortgagee and (b) agree that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, Fee Mortgage as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all . To effect the intent and purpose of the terms immediately preceding sentence, the Lessee agrees to execute and provisions of this Leasedeliver such instruments in recordable from as are reasonably requested by the Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. At Subject to the request from time to time by one or more holders last sentence of a mortgage or deed of trust this Section 19, Tenant agrees that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver this Lease is and shall have all subtenants or sublessees of the Leased Property execute and deliver, be subordinate to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, rightground lease, title underlying lease or interestother prior lien (hereinafter “Prior Lien”) that may heretofore or hereafter be placed upon the Project or the Building, and all renewals, replacements and extensions thereof. If any Prior Lien holder wishes to have this Lease prior to its Prior Lien, then and in such event, upon such Prior Lxxx xxxxxx’x notifying Tenant to that effect, this Lease shall be deemed prior to the Prior Lien. If any ground lease or underlying lease terminates for any reason or any defaultmortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, expirationTenant shall, terminationnotwithstanding any subordination, foreclosure, sale, entry or other act or omission under, pursuant attorn to or affecting any and become the tenant of the foregoingsuccessor in interest to Landlord, Lessee and provided that such subtenants and sublessees shall not be disturbed successor in peaceful enjoyment interest recognizes the interest of the Leased Property or the subleased property (as applicable) nor shall Tenant under this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in if no default under this Lease then exists beyond all applicable notice and cure periods. Within fifteen (15) days of presentation, Tenant shall execute any documents which any such Prior Lien holder may require to effectuate the provisions of this Section 19. Notwithstanding anything to the contrary contained herein, Tenant’s obligation to subordinate this Lease to the holder of any Prior Lien hereafter placed upon the Project or any the Building shall be conditioned upon such Prior Lxxx xxxxxx’x executing and delivering to Tenant an agreement of subordination, non-disturbance and adornment with Tenant in commercially reasonable form reasonably designated by such Prior Lien holder and reasonably acceptable to Tenant in which the Prior Lien holder agrees not to disturb Tenant in its possession of the Other LeasesPremises. Landlord represents and warrants to Tenant that as of the date hereof, Lessor shall have the right Building and Project are not subject to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunderground lease, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereoflien.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereofFacility Lender, within thirty ten (3010) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliverwithin such ten (10) day period, to such holders Facility Lender, a written agreement in a form and content reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate Facility Lender whereby Lessee subordinates this Lease and all of their its rights and estate hereunder to each such mortgage or deed of trust Facility Instrument that encumbers the Leased Property or any part thereof and agree agrees with each such holder Facility Lender that Lessee and such subtenants and sublessees will attorn to and recognize such holder Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, Facility Instrument as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder Facility Lender simultaneously executes and delivers to Lessee a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee of a Default or such applicable subtenant or sublessee is in default under this Lease or any Event of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases Default under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, the Lessor shall obtain and deliver to the Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (i) the Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or canceled at any time, except in the event that the Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) the Lessee's options to purchase the Leased Property pursuant to Articles 13 and 14 of this Lease shall remain in force and effect pursuant to the terms hereof and (iii) in the event that the Lessee elects its option to purchase the Leased Property pursuant to Article 13 or Article 14 of this Lease and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by the Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to the Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon any Fee Mortgagee, the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their the Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust Fee Mortgagee and (b) agree that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, Fee Mortgage as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all . To effect the intent and purpose of the terms immediately preceding sentence, the Lessee agrees to execute and provisions of this Leasedeliver such instruments in recordable from as are reasonably requested by the Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. LESSOR shall obtain not later than fifteen (15) days following the execution of this Agreement, a Non-Disturbance Agreement, as defined below, from its existing mortgagee(s), ground lessors and master lessors, if any, of the Property. At the request LESSOR's option, this Agreement shall be subordinate to any future master lease, ground lease, mortgage, deed of trust or other security interest (a “Mortgage”) by LESSOR which from time to time by one may encumber all or more holders part of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Leaseright-of-way; provided, however, that each such holder simultaneously executes as a condition precedent to LESSEE being required to subordinate its interest in this Agreement to any future Mortgage covering the Property, LESSOR shall obtain for LESSEE's benefit a non-disturbance and delivers a written attornment agreement for LESSEE's benefit in the form reasonably satisfactory to LESSEE, and containing the terms described below (athe “Non-Disturbance Agreement”), and shall recognize LESSEE's right to remain in occupancy of and have access to the Premises as long as LESSEE is not in default of this Agreement beyond applicable notice and cure periods. The Non-Disturbance Agreement shall include the encumbering party's (“Lender's”) consenting to this Lease and agreeing agreement that, notwithstanding any such other mortgage, deed of trust, right, title if Lender or interest, its successor-in-interest or any defaultpurchaser of Lender’s or its successor’s interest (a “Purchaser”) acquires an ownership interest in the Property, expirationLender or such successor-in-interest or Purchaser will (1) honor all of the terms of the Agreement, termination(2) fulfill LESSOR's obligations under the Agreement, foreclosureand (3) promptly cure all of the then-existing LESSOR defaults under the Agreement. Such Non-Disturbance Agreement must be binding on all of Lender's participants in the subject loan (if any) and on all successors and assigns of Lender and/or its participants and on all Purchasers. In return for such Non-Disturbance Agreement, sale, entry LESSEE will execute an agreement for Lender's benefit in which LESSEE (1) confirms that the Agreement is subordinate to the Mortgage or other act or omission underreal property interest in favor of Lender, pursuant (2) agrees to or affecting any attorn to Lender if Lender becomes the owner of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.and

SUBORDINATION AND NON-DISTURBANCE. At This Lease shall be subject and subordinate to any first mortgage and to any junior mortgage that has been approved by the request from time to time by one or more holders of a mortgage or deed of trust first mortgagee that may now or hereafter be placed by Lessor upon the Leased Property or Building and/or the Land and to any part thereofand all advances to be made under such mortgages and to the interest thereon, and any and all renewals, replacements, modifications, consolidations, spreaders extensions and extensions consolidations thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes subordination to any future mortgages shall be conditioned upon the receipt by Tenant of a subordination, nondisturbance and delivers a written attornment agreement (a) consenting to this Lease and agreeing thatin the mortgagees' standard form for comparably sized tenants, notwithstanding any such other mortgage, deed which form shall provide that Tenant's rights of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees possession shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (so long as applicable) nor Tenant shall this Lease (nor the applicable subleases) not be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or of any of the Other Leases, Lessor shall have the right to terminate this Lease terms or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described Tenant shall attorn to any mortgagee or purchaser at a foreclosure or pursuant to a deed in Article XV will lieu thereof. Tenant agrees to execute and deliver such agreement within ten (10) business days after request by Landlord. Any mortgagee may elect to give this Lease priority to its mortgage, except that the Lease shall not have priority to (i) the prior right, claim and lien of such mortgagees in, to and upon any insurance proceeds and the disposition thereof under the mortgage; (ii) the prior right, claim and lien of such mortgagees in, to and upon any award or compensation heretofore or hereafter to be made available for restoration any taking by eminent domain of any part of the Leased Property as Premises, and to the extent required by right of disposition thereof under the mortgage; and (iii) any lien, right, power or interest, if any, which may have arisen or intervened in the period between the recording of the mortgages and the execution of this Lease, subject only or any lien or judgment which may arise any time under the terms of this Lease. In the event of such election and upon notification by such mortgagee, this Lease shall be deemed prior in lien to the said mortgage. This Section shall be self-operative, but in confirmation thereof, Tenant shall execute and deliver the Subordination, Nondisturbance and Attornment Agreement attached as Exhibit E or whatever other instruments may be required by the first mortgagee or junior mortgagee to acknowledge such subordination or priority in a recordable form, and if Tenant fails to do so within ten (10) days after written demand by Landlord, which demand includes a warning stating that failure to respond within ten (10) days shall result in Landlord executing the Subordination, Nondisturbance and Attornment Agreement as Tenant's attorney-in-fact, Tenant hereby irrevocably appoints Landlord as Tenant's attorney-in-fact, in its name, place and stead to do so. Within a reasonable regulation regarding time after the disbursement Term Commencement Date, Landlord shall obtain its mortgage lender's signature on the Subordination, Non- Disturbance and application thereofAttornment Agreement attached hereto as Exhibit E following execution by Tenant at the sole cost and expense of Tenant including payment of the mortgagee's standard processing fee, which fee is currently $500.00.

SUBORDINATION AND NON-DISTURBANCE. At This Lease shall be subject and subordinate to any first mortgage and to any junior mortgage that has been approved by the request from time to time by one or more holders of a mortgage or deed of trust first mortgagee that may now or hereafter be placed by Lessor upon the Leased Property or Building and/or the Land and to any part thereofand all advances to be made under such mortgages and to the interest thereon, and any and all renewals, replacements, modifications, consolidations, spreaders extensions and extensions consolidations thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate ; provided that this Lease shall only be subject and all of their rights and estate hereunder subordinate to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed if the mortgagee executes a subordination and non-disturbance agreement (in mortgagee’s standard form) whereby such mortgagee agrees that, in consideration of trust, as the case may be, as Lessor under this Lease for the balance Tenant’s subordination of the Term then remaining, subject Lease to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees mortgagee shall not be disturbed in peaceful enjoyment of disturb the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except Tenant’s leasehold interest in the event Lessee or such applicable subtenant or sublessee Premises so long as Tenant is not in default under this Lease (subject to any applicable notice and cure period). Any mortgagee may elect to give this Lease priority to its mortgage, except that the Lease shall not have priority to (i) the prior right, claim and lien of such mortgagees in, to and upon any insurance proceeds and the disposition thereof under the mortgage; (ii) the prior right, claim and lien of such mortgagees in, to and upon any award or compensation heretofore or hereafter to be made for any taking by eminent domain of any part of the Premises, and to the right of disposition thereof under the mortgage; and (iii) any lien, right, power or interest, if any, which may have arisen or intervened in the period between the recording of the mortgages and the execution of this Lease, or any of the Other Leases, Lessor shall have the right to terminate this Lease lien or the applicable subleases judgment which may arise any time under the terms of this Lease. In the event of such election and provisions expressly set forth herein; (b) agreeing upon notification by such mortgagee, this Lease shall be deemed prior in lien to the said mortgage. This Article X shall be self-operative, but in confirmation thereof, Tenant shall execute and deliver whatever commercially reasonable instruments may be required by the first mortgagee or junior mortgagee to acknowledge such subordination or priority in a recordable form. Landlord hereby represents that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds as of the casualty insurance described in Article XIV date of this Lease and all Awards described in Article XV will be made available for restoration of there is no mortgage encumbering the Leased Property as and to Building or the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofLand.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, Lessor shall obtain and deliver to Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (i) Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or cancelled at any time, except in the event that Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) Lessee's option to purchase the Leased Property shall remain in force and effect pursuant to the terms hereof and (iii) in the event that Lessee elects its option to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of requestFee Mortgagee, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust that encumbers the Leased Property or any part thereof Fee Mortgagee and (b) agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, Fee Mortgage as Lessor under this Lease for the balance of the Term then remaining, subject to all . To effect the intent and purpose of the terms immediately preceding sentence, Lessee agrees to execute and provisions of this Leasedeliver such instruments in recordable from as are reasonably requested by Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. Within 15 days of the Effective Date, LESSOR shall obtain a Non-Disturbance Agreement, as defined below, from its existing mortgagee(s), ground lessors and master lessors, if any, of the Property. At the request LESSOR's option, this Agreement shall be subordinate to any future master lease, ground lease, mortgage, deed of trust or other security interest (a “Mortgage”) by LESSOR which from time to time by one may encumber all or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this LeaseProperty; provided, however, that each such holder simultaneously executes as a condition precedent to LESSEE being required to subordinate its interest in this Agreement to any future Mortgage covering the Property, LESSOR shall obtain for LESSEE's benefit a non-disturbance and delivers a written attornment agreement for LESSEE's benefit in the form reasonably satisfactory to LESSEE, and containing the terms described below (athe “Non-Disturbance Agreement”), and shall recognize LESSEE's rights under this Agreement. The Non-Disturbance Agreement shall include the encumbering party's (“Lender's”) consenting to this Lease and agreeing agreement that, notwithstanding any such other mortgage, deed of trust, right, title if Lender or interest, its successor-in-interest or any defaultpurchaser of Lender’s or its successor’s interest (a “Purchaser”) acquires an ownership interest in the Property, expirationLender or such successor-in-interest or Purchaser will honor all of the terms of the Agreement. Such Non-Disturbance Agreement must be binding on all of Lender's participants in the subject loan (if any) and on all successors and assigns of Lender and/or its participants and on all Purchasers. In return for such Non-Disturbance Agreement, termination, foreclosure, sale, entry LESSEE will execute an agreement for Lender's benefit in which LESSEE (1) confirms that the Agreement is subordinate to the Mortgage or other act or omission underreal property interest in favor of Lender, pursuant (2) agrees to or affecting attorn to Lender if Lender becomes the owner of the Property and (3) agrees to accept a cure by Lender of any of LESSOR's defaults, provided such cure is completed within the foregoingdeadline applicable to LESSOR. In the event LESSOR defaults in the payment and/or other performance of any mortgage or other real property interest encumbering the Property, Lessee LESSEE, may, at its sole option and such subtenants without obligation, cure or correct LESSOR's default and sublessees upon doing so, LESSEE shall not be disturbed in peaceful enjoyment subrogated to any and all rights, titles, liens and equities of the Leased Property holders of such mortgage or the subleased other real property (as applicable) nor interest and LESSEE shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default entitled to deduct and setoff against all rents that may otherwise become due under this Lease Agreement the sums paid by LESSEE to cure or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofcorrect such defaults.

SUBORDINATION AND NON-DISTURBANCE. At the request LESSOR's option, this Agreement shall be subordinate to any future master lease, ground lease, mortgage, deed of trust or other security interest (a “Mortgage”) by LESSOR which from time to time by one may encumber all or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this LeaseProperty; provided, however, that each such holder simultaneously executes as a condition precedent to LESSEE being required to subordinate its interest in this Agreement to any future Mortgage covering the Property, LESSOR shall obtain for LESSEE's benefit a non-disturbance and delivers a written attornment agreement for XXXXXX's benefit in the form reasonably satisfactory to LESSEE, and containing the terms described below (athe “Non-Disturbance Agreement”), and shall recognize LESSEE's rights under this Agreement. The Non-Disturbance Agreement shall include the encumbering party's (“Lender's”) consenting to this Lease and agreeing agreement that, notwithstanding any such other mortgage, deed of trust, right, title if Lender or interest, its successor-in-interest or any defaultpurchaser of Lender’s or its successor’s interest (a “Purchaser”) acquires an ownership interest in the Property, expirationLender or such successor-in-interest or Purchaser will honor all of the terms of the Agreement. Such Non-Disturbance Agreement must be binding on all of Lender's participants in the subject loan (if any) and on all successors and assigns of Lender and/or its participants and on all Purchasers. In return for such Non-Disturbance Agreement, termination, foreclosure, sale, entry XXXXXX will execute an agreement for Xxxxxx's benefit in which LESSEE (1) confirms that the Agreement is subordinate to the Mortgage or other act or omission underreal property interest in favor of Xxxxxx, pursuant (2) agrees to or affecting attorn to Lender if Xxxxxx becomes the owner of the Property and (3) agrees to accept a cure by Xxxxxx of any of LESSOR's defaults, provided such cure is completed within the foregoingdeadline applicable to LESSOR. In the event LESSOR defaults in the payment and/or other performance of any mortgage or other real property interest encumbering the Property, Lessee LESSEE, may, at its sole option and such subtenants without obligation, cure or correct LESSOR's default and sublessees upon doing so, LESSEE shall not be disturbed in peaceful enjoyment subrogated to any and all rights, titles, liens and equities of the Leased Property holders of such mortgage or the subleased other real property (as applicable) nor interest and LESSEE shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default entitled to deduct and setoff against all rents that may otherwise become due under this Lease Agreement the sums paid by LESSEE to cure or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofcorrect such defaults.

SUBORDINATION AND NON-DISTURBANCE. At (a) This Lease and all rights of Tenant hereunder are and shall be subject and subordinate to the request from time lien of any first priority mortgage, deed to time by one secure debt, deed of trust, or more holders other instrument in the nature thereof which may now or hereafter affect Landlord's fee title to the Premises or Landlord's interest hereunder and to any modifications, renewals, consolidations, extensions, or replacements of a any of the foregoing, subject, however, in each case to the condition that the holder of the mortgage or deed of trust shall agree that may hereafter this Lease shall not be placed divested by Lessor foreclosure or other default proceedings thereunder so long as Tenant is not in default under the terms of this Lease beyond any applicable cure period set forth herein. This clause shall be self-operative and no further instrument of subordination shall be required by any mortgagee. In confirmation of such subordination, Tenant, shall, upon the Leased Property demand at any time or any part thereoftimes, execute, seal and deliver to Landlord, without expense to Landlord, any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from instruments in recordable form that may be requested by Landlord to evidence the date subordination of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each the lien of any such mortgage or mortgage, deed to secure debt, deed of trust or other instrument in the nature thereof, and each renewal, modification, consolidation, replacement, and extension thereof. In addition, Tenant shall, upon Landlord's request, at any time or times, execute, seal and deliver to Landlord without expense to Landlord, any and all instruments that encumbers may be necessary to make this Lease superior to the Leased Property lien of any such mortgage, deed to secure debt, deed of trust, or other instrument in the nature thereof, and each renewal, modification, consolidation, replacement, and extension thereof, and, if Tenant shall fail at any part time to execute, seal and deliver such instrument, Landlord in addition to any other remedies available to it in consequence thereof, may execute, seal and deliver the same as the attorney in fact of Tenant and in Tenant's name, place and stead, and Tenant hereby irrevocably makes, constitutes, and appoints Landlord, its successors and assigns, such attorney in fact for that purpose. If the holder of any mortgage, deed to secure debt, deed of trust, or other instrument in the nature thereof and agree with each such holder that Lessee and such subtenants and sublessees will shall hereafter succeed to the rights of Landlord under this Lease, whether through possession or foreclosure action or delivery of a new Lease, then Tenant shall attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, successor as the case may be, as Lessor Tenant's Landlord under this Lease, and shall promptly execute and deliver any instrument that may be necessary to evidence such attornment. Upon the attornment provided for herein, this Lease for the balance of the Term then remainingshall continue in full force and effect as a direct lease between such successor Landlord and Tenant, subject to all of the terms terms, covenants, and provisions conditions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.

SUBORDINATION AND NON-DISTURBANCE. At Subject to the request from time terms and conditions of this Paragraph 17, this Lease shall be and is hereby declared to time by one be subject and subordinate at all times to: (a) all ground leases or more holders of a underlying leases which may now exist or hereafter be executed affecting the Premises and/or the land upon which the Building and Project are situated, or both; and (b) any mortgage or deed of trust that which may hereafter now exist or be placed by Lessor upon the Leased Property Building, the Project and/or the land upon which the Building or the Project are situated, or said ground leases or underlying leases, or Landlord’s interest or estate in any part thereofof said items which is specified as security (such leases, mortgages and deeds of trust are referred to herein, collectively, as “Superior Interests”), and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from advances made upon the date security of request, Lessee shall execute and deliver and shall have all subtenants such mortgages or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed deeds of trust, all without the necessity of any further instrument executed or delivered by or on the part of Tenant for the purpose of effectuating such subordination, unless the holder of any such Superior Interest (each, a “Security Holder”) requires in writing that this Lease be superior thereto. Upon any termination or foreclosure (or any delivery of a deed in lieu of foreclosure) of any Superior Interest, Tenant, upon request, shall attorn to the Security Holder or foreclosure sale purchaser or any successor thereto and shall recognize such party as the case may belessor hereunder provided such Security Holder, as Lessor under this Lease for the balance of the Term then remaining, subject to purchaser or successor thereto accepts all of the terms terms, covenants and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV conditions of this Lease and all Awards described in Article XV will be made available for restoration agrees not to disturb Tenant’s occupancy so long as there is no Event of the Leased Property as and Default hereunder. Tenant agrees with Security Holder that if Security Holder or any foreclosure sale purchaser or successor thereto shall succeed to the extent required by interest of Landlord under this Lease, such Security Holder, purchaser or any successor thereto shall not be (i) liable for any action or omission of any Landlord under this Lease arising prior to such Security Holder, purchaser or successor acquiring title to and possession of the Premises, or (ii) subject only to any offsets, defenses or counterclaims which Tenant might have against any prior Landlord, or (iii) bound by any Rent which Tenant might have paid for more than the current month to any prior Landlord, or (iv) bound by any modification or amendment of this Lease not consented to by such Security Holder, purchaser or any successor thereto. Within ten (10) Business Days after request by Landlord, Tenant covenants and agrees to execute and deliver commercially reasonable regulation regarding instruments evidencing such subordination of this Lease to any such Superior Interest, and such attornment, as may be required by Landlord or by the disbursement Security Holder of such Superior Interest. Concurrently with the execution of this Lease, Landlord shall provide Tenant with a subordination, non-disturbance and application thereofattornment agreement (an “SNDA”) from the Security Holder existing as of the Lease Date in the Security Holder’s form of agreement, subject to commercially reasonably modifications as may be agreed upon by Tenant and Security Holder. Subordination of this Lease to any further Security Holder shall be conditioned on such Security Holder entering into a commercially reasonably SNDA.

SUBORDINATION AND NON-DISTURBANCE. Lessor shall obtain not later than fifteen (15) days following the execution of this Agreement, a Non-Disturbance Agreement, as defined below, from its existing mortgagee(s), ground Lessor and master Lessor, if any, of the Premises. At the request Lessor’s option, this Agreement shall be subordinate to any future master lease, ground lease, mortgage, deed of trust or other security interest (a “Mortgage”) by Lessor which from time to time by one may encumber all or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage Premises or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Leaseright-of-way; provided, however, that each such holder simultaneously executes and delivers as a written agreement (a) consenting condition precedent to Lessee being required to subordinate its interest in this Lease and agreeing that, notwithstanding Agreement to any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of future Mortgage covering the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other LeasesPremises, Lessor shall have obtain for Lessee’s benefit a non-disturbance and attornment agreement for Lessee’s benefit in the form reasonably satisfactory to Lessee, and containing the terms described below (the “Non-Disturbance Agreement”), and shall recognize Lessee’s right to terminate remain in occupancy of and have access to the Premises as long as Lessee is not in default of this Lease Agreement beyond applicable notice and cure periods. The Non-Disturbance Agreement shall include the encumbering party’s (“Lender’s”) agreement that, if Lender or its successor-in-interest or any purchaser of Lender’s or its successor’s interest (a “Purchaser”) acquires an ownership interest in the applicable subleases under Premises, Lender or such successor-in-interest or Purchaser will (1) honor all of the terms of this Agreement and provisions expressly set forth herein; (b2) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe Lessor’s obligations under this Agreement. Such Non-Disturbance Agreement must be binding on all of Lessor's representations, warranties its partnership interest or control and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided Lender’s participants in the subject loan (if any) and on all successors and assigns of Lender and/or its participants and on all Purchasers. In the event Lessor defaults in the payment and/or other performance of any mortgage or deed of trustother real property interest encumbering the Premises, that Lessee, may, at its sole option and without obligation, cure or correct Lessor’s default and upon doing so, Lessee shall be subrogated to any and all proceeds rights, titles, liens and equities of the casualty insurance described in Article XIV holders of such mortgage or other real property interest and Lessee shall be entitled to deduct and set off against all rents that may otherwise become due under this Lease and all Awards described in Article XV will be made available for restoration of Agreement the Leased Property as and sums paid by Lessee to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofcure or correct such defaults.

SUBORDINATION AND NON-DISTURBANCE. At Concurrently with the request from time to time by one or more holders execution and delivery of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from Fee Mortgage entered into after the date of requesthereof, provided that the Lessee eYeutes and delivers an aareement ofthe type described in the folloving paragraph, Lessor shall execute obtain and deliver and shall have all subtenants or sublessees to Lessee an aareement by the holder of the Leased Property execute and deliversuch Fee Mortoage, pursuant to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trustwhich, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting the applicable Fee Nlortagee consents to this Lease and agreeing (b) agrees that, notwithstanding any the terms of the applicable Fee MortQage held by such other mortgage, deed of trust, right, title or interestFee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry entiy or other act or omission under, under or pursuant to such Fee Mortgage or affecting any a transfer in lieu of the foregoingforeclosure, (i) Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the ofthe Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled cancelled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, that Lessor shall have the right to terminate terr:inate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; , (bii) agreeing Lessee's option to purchase the Leased Property shall remain in force and effect pursuant to the terms hereof and (iii) in the event that for Lessee elects its option to purchase the Leased Property and performs all of its obliations hereunder in connection vith any period while it is Lessor such election, the holder ofthe Fee Mortgage shall release its Fee Mortgage upon payment by Lessee ofthe purchase price required hereunder, it will performprovided, fulfill and observe all of Lessor's representationsthat (1) such purchase price is paid to the holder ofthe Fee Mortgage, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage event that the Indebtedness secured by the applicable Fee Ivlortgage is equal to or deed of trustgreater than the purchase price or (2) in the event that the purchase price is reater than the Indebtedness secured by the Fee Mortaaae, that all proceeds a portion ofthe purchase price equal to the Indebtedness secured by the Fee Mortaage is paid to the Fee MortaaQee and the remainder of the casualty insurance described in Article XIV of purchase price is paid to Lessor. At the request from time to time by any Fee Mortgaaee, Lessee shall (a) subordinate this Lease and all Awards of I.essee's riahts and estate hereunder to the Fee Nlortae held by such Fee Vlortgagee and (b) aaree that Lessee will attorn to and recoanize such Fee Nlortgagee or the I00 purchaser at any foreclosure sale or any sale under a,power ofsale contained in any such Fee Mortgage as Lessor under this Lease for the balance of the Terrri then remaining. To effect the intent and purpose of the immediately preceding sentence, Lessee agrees to execute and deli-ver such instruments in recordable from as are reasonably requested by Lessor or the applicableee Mortgagee; provided, however, that such Fee Mortgagee simultaneously executes, delivers and records a written agreement of the type described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.preceding paragraph. ARTICLE 21 LESSOR OBLIGATIONS 21.1

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereofThis Sublease, and all rights of Subtenant hereunder, shall be subject and subordinate to all ground and underlying leases (including without limitation, the Xxxxxxxxx) of the Land and/or the Building and to all Mortgages affecting the Real Property Land and/or the Building and/or any of such leases, whether or not such Mortgages or leases shall also cover lands and/or buildings, to each and every advance made or hereafter to be made under such Mortgages and to all renewals, replacements, modifications, consolidations, replacements and extensions of any such leases and such Mortgages and spreaders and extensions thereofconsolidations of such Mortgages. This clause shall be self-operative and no further instrument of subordination shall be required by any ground or underlying lessor or by any mortgagee, holding a lease or mortgage affecting the Land. In confirmation of such subordination, Subtenant shall promptly execute, acknowledge and deliver any instrument that Sublandlord, the Lessor under any such lease or the Mortgage of any Mortgages, or any of their respective successors in interest may reasonably request to evidence such subordination; and, if Subtenant fails to execute, acknowledge or deliver any such instrument within thirty eight (30) 8) days from the date of requestafter request therefor, Lessee shall Subtenant hereby irrevocably constitutes and appoints Sublandlord as Subtenant's attorney in fact, compiled with an interest to execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage instruments, for and on behalf of Subtenant. Sublandlord shall use its reasonable efforts to obtain a nondisturbance agreement from Overlandlord in favor of Subtenant. However, in no event shall Sublandlord be required to commence legal proceedings against Overlandlord or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject pay any fees or charges to all of the terms and provisions of this Lease; provided, however, that each Overlandlord in connection with such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofnondisturbance agreement.

SUBORDINATION AND NON-DISTURBANCE. At Tenant agrees that this Lease shall be subordinate to any ground lease, mortgages or deeds of trust that are now, or may hereafter be, placed upon the request from time Premises or any portion thereof or interest therein and to time any and all advances to be made thereunder, and to the interest thereon, and all renewals, replacements and extensions thereof, provided that the ground lessor, mortgagees or beneficiaries named in said ground leases, mortgages or trust deeds shall agree to recognize the interest of Tenant under this Lease in the event of foreclosure, if Tenant is not then in default (after notice and expiration of the applicable cure period) under this Lease at such time, pursuant to a non-disturbance agreement reasonably satisfactory to the new ground lessor, mortgagee or beneficiary and in a form reasonably similar to that attached hereto as Exhibit "C" and made a part hereof, and with such changes therefrom as may be reasonably required by one any such ground lessor, mortgagee or more holders beneficiary, and which changes shall not increase any of Tenant's monetary obligations under this Lease, not increase (except to a de minimis extent) any of Tenant's non-monetary obligations under this Lease, and/or not decrease (except to a de minimis extent) any of Tenant's rights under this Lease. Tenant also agrees that any mortgagee or beneficiary may elect to have this Lease constitute a prior lien to its mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereoftrust, and any in the event of such election and all renewalsupon notification by such mortgagee or beneficiary to Tenant to that effect, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder shall be deemed prior in lien to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under whether this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant is dated prior to or affecting any subsequent to the date of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the said mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.

SUBORDINATION AND NON-DISTURBANCE. At As a condition to Lessee's agreement to subordinate, Lessor will obtain and deliver to Lessee (and to any subtenant which is not an Affiliate of Lessee or of Guarantor agreements by the request from time to time by one or more holders holder of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from Fee Mortgage entered into after the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting hereof which consents to this Lease and agreeing agrees that, notwithstanding any such other mortgageoverxxxxx, xxrtgage, deed of trust, right, title or interestinterest or any other Encumbrance, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled cancelled at any time, except in the event Lessee or such applicable subtenant or sublessee is an Event of Default occurs, in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under which case the terms and provisions expressly set forth hereinherein shall apply; (b) agreeing provided, however, that for any period while it is Lessor hereunder, it will perform, fulfill and observe all Lessee delivers an agreement of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided the type described in the mortgage following paragraph if so requested by the holder of an Encumbrance. At the request from time to time by one or deed more holders of trustany Encumbrance that may hereafter be placed upon the Leased Property or any part thereof by Lessor, that and any and all proceeds of the casualty insurance described in Article XIV of renewals, replacements, modifications, consolidations, spreaders and extensions thereof, Lessee and each subtenant) will subordinate this Lease and all Awards described of Lessee's rights and estate hereunder to each such Encumbrance and agree with each such holder that Lessee will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in Article XV will be made available any such Encumbrance as Lessor under this Lease for restoration the balance of the Leased Property as Term then remaining and to effect that purpose, Lessee agrees to execute and deliver such instruments in recordable from as are reasonably requested by Lessor or much mortgage holder; provided, however, that each such holder simultaneously executes, delivers and records a written agreement as provided in the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. At the request from time This Lease shall, at LESSOR’s option, be subordinate or superior to time by one or more holders of a mortgage or any mortgage, deed of trust or ground lease that may exist or hereafter be placed by Lessor upon the Leased Property Premises or any part thereof, provided, however, so long as CITY performs its obligations under this Lease, no foreclosure of, deed given in lieu of foreclosure of, sale, and any no procedures taken under the encumbrance shall affect CITY’s rights under this Lease and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date holder of request, Lessee such encumbrance shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, agree to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate recognize this Lease and all of their the CITY’s rights hereunder. CITY shall upon written demand by LESSOR execute such instruments as may reasonably be required at any time and from time to time to subordinate the rights and estate hereunder interest of CITY under this Lease to each such mortgage or deed the lien of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such ground lease, mortgage or deed of trust, as or, if requested by LESSOR, to subordinate any such ground lease, mortgage or deed of trust to the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each CITY shall, in the event any proceedings are brought for the foreclosure of any such holder simultaneously executes mortgage or deed of trust on termination of such ground lease, attorn to the purchaser upon foreclosure sale or sale under power of sale or the landlord under such ground lease, and delivers a written agreement (a) consenting to shall recognize such purchaser or ground lessor as LESSOR under this Lease, and so long as CITY is not in default hereunder, no such termination or foreclosure shall terminate this Lease and agreeing that, notwithstanding or otherwise affect CITY’s rights hereunder (except as may be otherwise agreed by CITY in such instruments). With respect to any such other mortgage, deed of trusttrust or ground lease entered into after the execution of this Lease, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV CITY’s subordination of this Lease and all Awards described in Article XV will may at CITY’s option be made available for restoration of the Leased Property as and subject to the extent required by this Lease, subject only to execution of a commercially reasonable regulation regarding the disbursement and application thereofnon-disturbance agreement.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders This Lease, all rights of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereofTenant in this Lease, and all interest or estate of Tenant in the Property, are expressly subject and subordinate to the lien of any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereofMortgage. Tenant shall, within thirty ten (3010) days from the date after receipt of Landlord’s request, Lessee shall execute and deliver to Landlord and to any other person Landlord designates any instruments, releases or other documents reasonably required to confirm the subordination of this Lease as provided in this Section 15.1 to the lien of any Mortgage. The subordination to any future Mortgage provided for in this Section 15.1 shall have all subtenants be expressly conditioned upon the mortgagee’s agreement that so long as Tenant is not in default in the payment of Rent or sublessees the performance and observance of any covenant, condition, provision, term or agreement to be performed and observed by Tenant under this Lease, beyond any applicable grace or cure period that this Lease provides to Tenant, the holder of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all Mortgage shall not disturb Tenant’s possession of their the Premises or Tenant’s other rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for Lease. The lien of any existing or future Mortgage shall not encumber Tenant’s moveable trade fixtures or other personal property of Tenant located in or on the balance Premises. Landlord shall use its commercially reasonable efforts to cause any holder of a Mortgage on the Property to provide Tenant with a non-disturbance agreement indicating that so long as no Event of Default by Tenant exists hereunder, Tenant’s possession of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees Premises shall not be disturbed in peaceful enjoyment the event such mortgagee takes control of the Leased Property Property. Failure of Landlord to provide such non-disturbance agreement to Tenant shall not constitute a default by Landlord hereunder or excuse the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at performance by Tenant of any time, except in the event Lessee or such applicable subtenant or sublessee is in default of Tenant’s obligations under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, the Lessor shall obtain and deliver to the Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (A) the applicable Fee Mortgagee consents to this Lease and (B) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (I) the Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or cancelled at any time, except in the event that the Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (II) the Lessee's rights under this Lease shall not be diminished or adversely effected in any way provided no Event of Default exists hereunder, (III) all insurance proceeds received in connection with any loss, injury or damage relating to the Leased Property shall be paid to the Lessor in accordance with the provisions of this Lease and the Fee Mortgagee shall have no rights with respect to any such proceeds unless the Lessee elects to terminate this Lease pursuant to the provisions of Section 13.2.2, (IV) the Lessee's Right of First Refusal to purchase the Leased Property shall remain in force and effect pursuant to the terms hereof and (V) in the event that the Lessee elects to exercise the Right of First Refusal to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by the Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to the Lessor. 102 113 At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon any Fee Mortgagee, the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (A) subordinate this Lease and all of their the Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust Fee Mortgagee, (B) agree that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, Fee Mortgage as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all remaining and (C) enter into a new lease with the Fee Mortgagee or the purchaser at any such sale on the same terms and conditions of this Lease for the balance of the terms Term then remaining. To effect the intent and provisions purpose of this Leasethe immediately preceding sentence, the Lessee agrees to execute and deliver such instruments in recordable from as are reasonably requested by the Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. At the request from time This Lease shall be subject and subordinate to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, rightground lease or master lease (collectively, title “Incumbrance”) now or interesthereafter placed upon the Facility and to all renewals, modifications, replacements and extensions thereof; provided that, as a condition to any subordination to a future Incumbrance, a separate written agreement in a form as such holder of or lessor under such Incumbrance (“Incumbrancer”) shall require, and which is commercially reasonable, shall be entered into between Tenant and such Incumbrancer that will provide, among other things, that notwithstanding any default in the Incumbrance and any foreclosure or termination thereof, or the enforcement by the Incumbrancer of any defaultrights or remedies, expirationincluding sale thereunder, terminationor otherwise, foreclosurethis Lease shall be recognized and shall remain in full force and effect, sale, entry or other act or omission under, pursuant and Tenant shall be permitted to or affecting any remain in possession of the foregoing, Lessee Premises throughout the Term in accordance with and such subtenants and sublessees shall not be disturbed in peaceful enjoyment subject to all the provisions of this Lease as long as no Event of Default by Xxxxxx is outstanding. To the extent there are any Incumbrancers existing as of the Leased Property or execution of this Lease, within sixty (60) days following the subleased property (as applicable) nor shall execution of this Lease (nor the applicable subleases) be terminated or canceled at by Landlord and Tenant, Landlord shall deliver to Tenant a commercially reasonable non-disturbance agreement in favor of Tenant executed by any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any current Incumbrancer of the Other LeasesBuilding and/or Facility. If Landlord is unable to deliver the same to Tenant within sixty (60) days after the execution of this Lease, Lessor Tenant shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and upon written notice to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofLandlord.

SUBORDINATION AND NON-DISTURBANCE. At a. Tenant hereby agrees that this Lease shall be subject and subordinate to the request from time to time by one or more holders lien of a any mortgage or deed of trust that which Landlord has already or may hereafter be placed by Lessor place upon the Leased Property or any part Premises and to all terms, conditions, and provisions thereof, to all advances made, and to any and all renewals, replacementsextensions, modifications, consolidationsor replacements thereof Provided, spreaders and extensions thereofhowever, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, that Tenant will agree to such holders subordination only so long as the lender executes a written non-disturbance agreement in a form reasonably acceptable to such holder whereby Lessee Tenant providing that if the Lease is in full force and such subtenants effect, there are no defaults thereunder on the part of Tenant, and sublessees subordinate the Tenant does not prepay rent more than thirty (30) days in advance, the right of possession of Tenant to the Premises and Tenant's rights arising out of this Lease and all shall not be affected or disturbed by the mortgagee, trustee, or beneficiary in the exercise of their any of its rights and estate hereunder under the mortgage, deed of trust or the note secured thereby, nor shall Tenant be named as a party defendant to each such mortgage any foreclosure of the lien of mortgage, or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained nor in any such mortgage or deed other way be deprived of trust, as the case may be, as Lessor its rights under this Lease for Lease. In the balance of event that the Term then remainingmortgagee, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interestbeneficiary, or any defaultother person, expiration, termination, foreclosure, sale, entry or other act or omission under, acquires title to the Premises pursuant to or affecting the exercise of any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that remedy provided for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, this Lease shall not be terminated or affected by said foreclosure or sale, or any such proceeding, and the mortgagee or beneficiary shall agree that all proceeds any sale of the casualty insurance described in Article XIV Premises pursuant to the exercise of any rights and remedies under the mortgage, deed of trust or otherwise, shall be made subject to this Lease and all Awards described in Article XV will be made available for restoration the rights of the Leased Property as and Tenant hereunder. Tenant agrees to attorn to the extent required by mortgagee, beneficiary or such other person as its new landlord, and the Lease shall continue in full force and effect as a direct Lease between Tenant and mortgagee, beneficiary or such other person, upon all the terms, covenants, and agreements set forth in this Lease. The parties hereto agree to execute or obtain execution of such reasonable documents as may be necessary to effectuate such subordination, subject only to reasonable regulation regarding the disbursement non-disturbance, and application thereofattornment.

SUBORDINATION AND NON-DISTURBANCE. At This Lease is and shall be subject and subordinate at all times to the request from time lien of any first mortgage now or hereafter covering the Premises and to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders replacements and extensions thereof, within thirty (30) days from and Tenant agrees to execute any commercially reasonable form of documents required to effect or express such subordination. Tenant shall, in the date event of a sale or assignment of Landlord’s interest in the premises or the Building which the Premises is located or this Lease or the total tract, or if the Premises or such Building comes into the hands of a mortgagee, ground lessor or any other person, whether because of a mortgage foreclosure, exercise of a power of sale under a mortgage, termination of the ground lease, or otherwise, attorn to the purchaser or such mortgagee or other person and recognize the same as Landlord hereunder. Tenant shall execute, at Landlord’s request, Lessee any commercially reasonable form of subordination and/or attornment agreement required by any mortgagee, ground lessor or other such party to be executed, containing such provisions as such mortgagee, ground lessor or other person requires. Tenant acknowledges and agrees that a form of subordination and non-disturbance required by any lender of Landlord shall be deemed acceptable to Tenant. If any superior mortgagee shall succeed to the rights of Landlord hereunder, whether through possession or foreclosure action, or deed, then, at the request of such party (hereinafter referred to as “Successor Landlord”), Tenant shall attorn to and recognize each Successor Landlord as Tenant’s Landlord under this lease and shall promptly execute and deliver any instrument as Successor Landlord may reasonably request to confirm such attornment. Upon such attornment, this Lease shall continue in full force and effect as a direct lease between successor Landlord and Tenant on all the terms, covenants, and conditions as set forth in this Lease. Further, upon such attornment, Landlord shall have all subtenants or sublessees be released from any further obligation hereunder. In accordance with the execution of the Leased Property execute and deliverthis Lease Agreement, Landlord shall use its best commercial reasonable efforts to such holders provide Tenant with a written agreement non-disturbance Agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property Tenant or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such ground lessor, mortgage holder or the purchaser lien holder of Landlord and encumbering Property. Landlord shall also use its best commercial reasonable efforts to provide Tenant with a non-disturbance Agreement in a form reasonable acceptable to Tenant for any ground lessors, mortgage holders, or lien holders of Landlord who may later come into existence at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trusttime after Lease execution, as but during the case may be, as Lessor under this Lease for the balance Term of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any a renewal option thereof. Any such subordination non-disturbance and Attornment Agreement on Lender’s form of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms such document. The initial proposed form of same is attached hereto as Exhibit “40.0” and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofa part hereof.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, the Lessor shall obtain and deliver to the Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (A) the applicable Fee Mortgagee consents to this Lease and (B) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (I) the Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or canceled at any time, except in the event that the Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (II) the Lessee's rights under this Lease shall not be diminished or adversely effected in any way provided no Event of Default exists hereunder, (III) all insurance proceeds received in 112 connection with any loss, injury or damage relating to the Leased Property shall be paid to the Lessor in accordance with the provisions of this Lease and the Fee Mortgagee shall have no rights with respect to any such proceeds unless the Lessee elects to terminate this Lease pursuant to the provisions of Section 13.2.2, (IV) the Lessee's Right of First Refusal to purchase the Leased Property shall remain in force and effect pursuant to the terms hereof and (V) in the event that the Lessee elects to exercise the Right of First Refusal to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by the Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to the Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon any Fee Mortgagee, the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (A) subordinate this Lease and all of their the Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust Fee Mortgagee, (B) agree that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, Fee Mortgage as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all remaining and (C) enter into a new lease with the Fee Mortgagee or the purchaser at any such sale on the same terms and conditions of this Lease for the balance of the terms Term then remaining. To effect the intent and provisions purpose of this Leasethe immediately preceding sentence, the Lessee agrees to execute and deliver such instruments in recordable from as are reasonably requested by the Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. At the request LESSOR's option, this Agreement shall be subordinate to any future master lease, ground lease, mortgage, deed of trust or other security interest (a “Mortgage”) by LESSOR which from time to time by one may encumber all or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this LeaseProperty; provided, however, that each such holder simultaneously executes as a condition precedent to LESSEE being required to subordinate its interest in this Agreement to any future Mortgage covering the Property, LESSOR shall obtain for LESSEE's benefit a nondisturbance and delivers a written attornment agreement for LESSEE's benefit in the form reasonably satisfactory to LESSEE, and containing the terms described below (athe “NonDisturbance Agreement”), and shall recognize LESSEE's rights under this Agreement. The NonDisturbance Agreement shall include the encumbering party's (“Lender's”) consenting to this Lease and agreeing agreement that, notwithstanding any such other mortgage, deed of trust, right, title if Lender or interest, its successorininterest or any defaultpurchaser of Lender’s or its successor’s interest (a “Purchaser”) acquires an ownership interest in the Property, expirationLender or such successorininterest or Purchaser will honor all of the terms of the Agreement. Such NonDisturbance Agreement must be binding on all of Lender's participants in the subject loan (if any) and on all successors and assigns of Lender and/or its participants and on all Purchasers. In return for such NonDisturbance Agreement, termination, foreclosure, sale, entry LESSEE will execute an agreement for Lender's benefit in which LESSEE (1) confirms that the Agreement is subordinate to the Mortgage or other act or omission underreal property interest in favor of Lender, pursuant (2) agrees to or affecting attorn to Lender if Lender becomes the owner of the Property and (3) agrees to accept a cure by Lender of any of LESSOR's defaults, provided such cure is completed within the foregoingdeadline applicable to LESSOR. In the event LESSOR defaults in the payment and/or other performance of any mortgage or other real property interest encumbering the Property, Lessee LESSEE, may, at its sole option and such subtenants without obligation, cure or correct LESSOR's default and sublessees upon doing so, LESSEE shall not be disturbed in peaceful enjoyment subrogated to any and all rights, titles, liens and equities of the Leased Property holders of such mortgage or the subleased other real property (as applicable) nor interest and LESSEE shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default entitled to deduct and setoff against all rents that may otherwise become due under this Lease Agreement the sums paid by LESSEE to cure or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofcorrect such defaults.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, Lessor shall obtain and deliver to Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to 'such Fee Mortgage or a transfer in lieu of foreclosure, (i) Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or cancelled at any time, except in the event that Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) Lessee's option to purchase the Leased Property shall remain in force and effect pursuant to the terms hereof and (iii) in the event that Lessee elects its option to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of requestFee Mortgagee, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust that encumbers the Leased Property or any part thereof Fee Mortgagee and (b) agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, Fee Mortgage as Lessor under this Lease for the balance of the Term then remaining, subject to all . To effect the intent and purpose of the terms immediately preceding sentence, Lessee agrees to execute and provisions of this Leasedeliver such instruments in recordable from as are reasonably requested by Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or Facility Lenders with respect to any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereofFacility Lessee, within thirty ten (301 0) days from the date of request, such Facility Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliverwithin such ten (1 0)-day period, to such holders Facility Lender, an estoppel certificate along with a written agreement in a form and content reasonably acceptable to such holder Facility Lender whereby such Facility Lessee and such subtenants and sublessees subordinate subordinates this Lease and all of their its rights and estate hereunder to each such mortgage or deed of trust Facility Instrument that encumbers the portion of the Leased Property utilized by such Facility Lessee or any part thereof and agree agrees with each such holder Facility Lender that such Facility Lessee and such subtenants and sublessees will attorn to and recognize such holder Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trustFacility Instrument, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each Lessor and each such holder Facility Lender simultaneously executes and delivers to such Facility Lessee a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, such Facility Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of such portion of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any accordance with Article XVI as a result of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all an Event of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofDefault.

SUBORDINATION AND NON-DISTURBANCE. At Subject to the request from time to time by one or more holders provisions of a mortgage or deed of trust that may hereafter this Section, this Lease and the leasehold estate created hereby shall be placed by Lessor upon the Leased Property or any part thereofsubject, subordinate, and inferior to the lien and estate of any liens, trust deeds, and encumbrances including without limitation any lien held by Landlord's Mortgagee ("Mortgages"), and all renewals, replacementsextensions, modifications, consolidations, spreaders and extensions or replacements thereof, within thirty (30) days from now or hereafter imposed by Landlord upon the date Premises. In confirmation of such subordination, Tenant shall, at Landlord's request, Lessee shall or upon the request of Landlord's Mortgagee, execute promptly any certificate or instrument evidencing such subordination that Landlord, or Landlord's Mortgagee, may request. Tenant hereby constitutes and deliver and shall have all subtenants or sublessees of appoints Landlord the Leased Property attorney-in-fact for Tenant to execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage certificate or deed instrument for and on behalf of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; providedTenant. Provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding shall not be subordinate to any such other mortgage, deed Mortgage arising after the date of trust, right, title or interestthis Lease, or any defaultrenewal, expirationextension, terminationor replacement thereof, foreclosureunless and until Landlord provides Tenant with an agreement ("Non-Disturbance Agreement"), salein form and content reasonably acceptable to Tenant, entry or other act or omission underLandlord, pursuant and Landlord's Lender, signed and acknowledged by each holder of any such interest setting forth that (i) so long as Tenant is not in Default hereunder, Tenant's rights and obligations hereunder shall remain in full force and Tenant's right to or affecting possession shall be upheld, and (ii) any party succeeding to Landlord's interest shall be bound by Tenant's payment of the Prepaid Rent and the provisions of this Lease regarding thereto, if any of the foregoingPrepaid Rent remains unapplied at such time. Tenant shall, Lessee promptly following a request by Landlord and such subtenants and sublessees shall not be disturbed in peaceful enjoyment after receipt of the Leased Property Non- Disturbance Agreement, execute and acknowledge any subordination agreement or other documents required to establish of record the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at priority of any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by encumbrance over this Lease, subject only so long as such agreement does not otherwise increase Tenant's obligations or diminish Tenant's rights hereunder. The form of Non-Disturbance Agreement attached hereto as Exhibit "G", is deemed approved by Tenant as an acceptable form of Non-Disturbance Agreement; provided, the approval of such form of Non-Disturbance Agreement in the form attached, shall not limit or restrict the ability of Landlord to reasonable regulation regarding require the disbursement and application thereofexecution of a different form of Non-Disturbance Agreement so long a such different form complies with the conditions of this Section 19.1.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereofFacility Mortgagees, within thirty ten (3010) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliverwithin such ten (10) day period, to such holders Facility Mortgagee a written agreement in a form reasonably acceptable to such holder Facility Mortgagee whereby Lessee and such subtenants and sublessees subordinate subordinates this Lease and all of their its rights and estate hereunder (except for Lessee's purchase options as expressly provided in this Lease) to each such mortgage or deed of trust Facility Mortgage that encumbers the Leased Property or any part thereof and agree agrees with each such holder Facility Mortgagee that Lessee and such subtenants and sublessees will attorn to and recognize such holder Facility Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trustFacility Mortgage, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder Facility Mortgagee simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, the Lessor shall obtain and deliver to the Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (i) the Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or canceled at any time, except in the event that the Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) the Lessee's option to purchase the Leased Property shall remain in force and effect pursuant to the terms hereof and (iii) in the event that the Lessee elects its option to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by the Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to the Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon any Fee Mortgagee, the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their the Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust Fee Mortgagee and (b) agree that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, Fee Mortgage as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all . To effect the intent and purpose of the terms immediately preceding sentence, the Lessee agrees to execute and provisions of this Leasedeliver such instruments in recordable from as are reasonably requested by the Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. At Tenant agrees that the rights of Tenant under this lease are subject and subordinate to, and upon the request from time of Landlord made in writing, Tenant will confirm the subordination of this lease to, each ground or land lease now or hereafter covering all or any part of the Land and to time by one or more holders of a each mortgage or deed of trust that to secure debt which may now or hereafter be placed by Lessor upon encumber the Leased Property or any part thereofProject and/or the Land, and any and as well as to all renewals, replacements, modifications, consolidations, spreaders replacements and extensions thereofthereof in a written form reasonably acceptable to the lessor under any such ground or land lease and the holder of any such mortgage or deed to secure debt; provided, however, that the lessor under any such ground or land lease and the holder of any such mortgage or deed to secure debt shall, so long as Tenant shall not be in default under this lease, not disturb Tenant in its possession of the Premises or terminate Tenant’s rights hereunder. Tenant expressly recognizes and agrees that the lessor under any such ground or land lease and the holder of any such mortgage or deed to secure debt or any of their successors or assigns or any other holder of such instrument may sell the Project or the Land in the manner provided for by law or in such instrument; and further, such sale may be made subject to this lease. In the event of the enforcement by the lessor under any such ground or land lease or the grantee under any such mortgage or deed to secure debt of the remedies provided for by law or by such land or ground lease, mortgage or deed to secure debt, Tenant will, upon request of any person or party succeeding to the interest of said lessor or grantee, as a result of such enforcement, automatically become the Tenant of such successor in interest without change in the terms or provisions of this lease; provided, however, that such successor in interest shall (a) not be bound by any payment of rent or additional rent for more than one month in advance except prepayments in the nature of security for the performance by Tenant of its obligations under this lease, (b) not be bound by any amendment or modification of this lease made without the written consent of such lessor or grantee or such successor in interest if such lessor, grantee or successor in interest had previously notified Tenant in writing of its interest to the extent such amendment would reduce or shorten any economic obligations of Tenant under the lease or materially impair Landlord’s rights under this lease made without such lessor’s, grantee’s or successor in interest’s (as applicable) prior written consent (or bound by any other amendment or modification of this lease until such time as such lessor, grantee or successor in interest, as applicable, has received a fully executed and otherwise true, correct and complete copy of same), (c) not be liable for any previous act or omission or negligence of the prior landlord, (d) not be subject to any offsets, abatements, counterclaims or defenses the Tenant has against the prior landlord, except for those offsets, abatements, counterclaims or defenses expressly granted to Tenant under Sections 1.01(a), 2.03(c), 2.03(d), 3.01(h), 4.07(d), 6.03(d), 7.01(e) and 7.08 of this lease, Exhibit C-l to this lease, Exhibit C-2 to this lease, Exhibit C-3 to this lease and Special Stipulation No. 1 of Exhibit H to this lease and (e) not be liable for the return of any security deposit except to the extent that security deposit was paid over by the prior landlord. Upon request by such successor in interest, Tenant shall execute and deliver an instrument or instruments confirming the attornment herein provided for in a form reasonably acceptable to such successor in interest. Notwithstanding anything contained in this lease to the contrary, in the event of any default by Landlord in performing its covenants or obligations hereunder which would give Tenant the right to terminate this lease, Tenant shall not exercise such right unless and until (aa) Tenant gives written notice of such default (which notice shall specify the exact nature of said default and how the same may be cured) to any lessor under any such land or ground lease and any holder(s) of any such mortgage or deed to secure debt who has theretofore notified Tenant in writing of its interest and the address to which notices are to be sent, and (bb) said lessor and holder(s) fail to cure said default within thirty (30) days from the giving of such notice by Tenant. The provisions of Section 9.01 shall govern the manner and effective date of request, Lessee any notice to be given by Tenant to any such parties. Landlord shall execute obtain and deliver to Tenant from any present or future mortgagee, trustee, fee owner, prime lessor or any person having an interest in the Premises superior to this lease (a “Superior Interest”) a written subordination and shall have non-disturbance agreement in recordable form providing that so long as Tenant performs all subtenants or sublessees of the Leased Property execute terms, covenants and deliverconditions of this lease and agrees to attorn to the mortgagee, to such holders beneficiary of the deed of trust, purchaser at a written agreement foreclosure sale, prime lessor or fee owner, Tenant’s rights under this lease shall not be disturbed and this lease shall remain in a form reasonably acceptable to such full force and effect for the Term of this lease, and Tenant shall not be joined by the holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such any mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage action or deed of trustproceeding to foreclose thereunder. Landlord represents and warrants that, as the case may be, as Lessor under this Lease for the balance of the Term then remainingEffective Date, subject the only Superior Interest to all this lease is The Prudential Insurance Company of America (“Prudential”) and the parties hereto agree that the Subordination, Non-disturbance and Attornment Agreement required to be executed by Prudential shall be substantially in the form attached hereto as Exhibit O. If a non-disturbance agreement in accordance with this Section 7.08 is not delivered to Tenant for each Superior Interest existing as of the terms and provisions date of this Lease; providedlease within forty-five (45) days after the execution hereof, however, then Landlord shall grant Tenant a period of free Base Rental commencing upon the expiration of all other Base Rental abatement periods applicable hereunder. This period of free Base Rental shall consist of one (1) day for each day beyond such forty-five (45) day period that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor Landlord shall have the right failed to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and deliver such non-disturbance agreement to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofTenant.

SUBORDINATION AND NON-DISTURBANCE. At (a) This Lease is and shall be subject, subordinate and postponed to all Landlord’s Mortgages to the request intent that, without execution of any document other than this Lease, the Landlord’s Mortgages shall have priority over this Lease notwithstanding the respective dates of execution, delivery or registration thereof, provided the Landlord’s Mortgagee and any other mortgagee seeking priority over this Lease from time to time by one or more holders of time, shall provide the Tenant and the Tenant’s Lender with a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereofnon-disturbance agreement, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee the Landlord’s Mortgagee, the Tenant and such subtenants and sublessees subordinate the Tenant’s Lender, each acting reasonably, permitting the Tenant, or the Tenant’s Lender acquiring title to the Tenant’s interest in the Premises, to continue in quiet possession of the Premises in accordance with the terms of this Lease, notwithstanding any default by the Landlord under any Landlord’s Mortgage. Promptly upon execution of this Lease and all by the Tenant in respect of their rights and estate hereunder any Landlord’s Mortgages then registered against the title of the Land, the Landlord shall deliver to the Tenant from the Landlord’s Mortgagees an acknowledgement in writing addressed to the Tenant, whereby each such mortgage or deed Landlord’s Mortgagee acknowledges that, in the event of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trustLandlord’s Mortgagee realizing upon the security, as it will not disturb the case may be, as Lessor Tenant and will permit the Tenant to remain in possession under this Lease for in accordance with its terms so long as there is not then a default by the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofTenant.

SUBORDINATION AND NON-DISTURBANCE. At Contemporaneously herewith, Tenant and First Mortgagee have entered into a Subordination and Attornment Agreement (With Conditional Non-Disturbance), and the Tenant acknowledges and agrees that such document shall govern the relationship between Tenant and the First Mortgagee (and shall bind the Tenant and all successors and assigns of the Tenant, direct or remote) so long as the Present First Mortgage is in effect. Subsequent to the release of the Present First Mortgage, Tenant agrees that, upon the request from time of Landlord made in writing, Tenant will subordinate this Lease to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, First Mortgage and any and to all renewals, replacements, modifications, consolidations, spreaders replacements and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers the First Mortgagee shall enter into a written binding agreement (athe "Non-Disturbance Agreement") consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees with Tenant providing that Tenant shall not be disturbed in peaceful enjoyment its possession of the Leased Property or its rights hereunder terminated or impaired by the subleased property (as applicable) nor shall First Mortgagee, purchaser at foreclosure or other such party and that this Lease (nor the applicable subleases) shall continue in full force and effect following any foreclosure thereof or any deed given in lieu thereof, except that this Lease may nonetheless be terminated or canceled at any timepursuant to the provisions of this Lease providing for such termination, except in including without limitation pursuant to Article 17. In the event Lessee the First Mortgagee or other purchaser at foreclosure sale succeeds to the interest of Landlord under this Lease, Tenant will automatically become the tenant of and shall be deemed to have attorned to such applicable subtenant or sublessee is successor in default interest as Landlord under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under without change in the terms and or provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunderof this Lease, it will performprovided, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trusthowever, that all proceeds of the casualty insurance described such successor in Article XIV interest shall not be bound by any amendment or modification of this Lease made after Tenant enters into the Non-Disturbance Agreement without the written consent of such First Mortgagee or such successor in interest. Upon written request by such successor in interest, Tenant and all Awards described such successor shall execute and deliver an instrument or instruments whereby Tenant confirms the attornment herein provided for and in Article XV will be made available for restoration which such successor shall acknowledge its obligations and responsibilities to Tenant under the Lease and, with respect thereto, shall recognize this Lease and the tenancy hereunder of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofTenant.

SUBORDINATION AND NON-DISTURBANCE. At the request from time Provided Landlord delivers to time by one or more holders of Tenant a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty "Non-Disturbance Agreement" (30as hereinafter defined) days from the date Mortgagee of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trustMortgage, as the case may be, as and, if applicable, the Lessor under any Superior Lease, as the case may be, then this Lease for is subject and subordinate to each and every Superior Lease and to each and every Mortgage. This clause shall be self operative and no further instrument of subordination shall be required to make the balance interest of any Lessor or Mortgagee superior to the Term then remaininginterest of Tenant hereunder; however, subject Tenant shall execute and deliver promptly any commercially reasonable certificate that Landlord may request in confirmation of such subordination. Landlord shall use diligent, good faith efforts to all of provide to Tenant a non-disturbance agreement from Landlord's present Mortgagee with reasonable promptness following the terms parties' execution and provisions delivery of this Lease; provided, howeversaid non-disturbance agreement to be in the form of Schedule 3 hereto, that each and Landlord and Tenant agree to accept, execute and deliver such holder simultaneously agreement in such form, notwithstanding anything to the contrary contained in this Lease. Provided Tenant duly executes and delivers such non-­disturbance agreement to Landlord upon Tenant's execution and delivery of this Lease, if Tenant has not received a written non-disturbance agreement in the form of Schedule 3 executed by Landlord's present Mortgagee within forty (a40) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any days of the foregoingdate of this Lease, Lessee and then, if Tenant has still not received such subtenants and sublessees shall not be disturbed in peaceful enjoyment a non-disturbance agreement following five (5) Business Days written notice to Landlord given after the expiration of the Leased Property or the subleased property said forty (as applicable40) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any timeday period, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor Tenant shall have the right option, without liability, to terminate this Lease by delivering written notice of such termination to Landlord within ten (10) days after the expiration of said five (5) Business Day period, time being of the essence with respect to said termination notice. Landlord shall likewise use diligent, good faith, commercially reasonable efforts to provide to Tenant a commercially reasonable Non-Disturbance Agreement from any future Lessor(s) or the applicable subleases under the terms Mortgagee(s) in form and provisions expressly set forth herein; (bsubstance reasonably satisfactory to Landlord, Tenant and such future Mortgagee or Lessor. and Tenant's subordination to said future Mortgagee(s) agreeing that for or Lessor(s) shall be subject to Tenant receiving such a commercially reasonable Non-Disturbance Agreement. For purposes hereof, a "Non-Disturbance Agreement" from any period while it is future Mortgagee or future Lessor hereunder, it will perform, fulfill and observe all of shall be an agreement in such Mortgagee's or Lessor's representationsstandard form (subject to commercially reasonable comments by Landlord and Tenant), warranties and agreements set forth herein or therein; and (c) agreeingwhereby such Mortgagee under any Mortgage, unless otherwise expressly provided in and/or the mortgage or deed of trustLessor under any Superior Lease, as the case may be, agrees, inter alia, that all proceeds if any such party forecloses, takes title by a deed in lieu of foreclosure or otherwise exercises its rights under a Mortgage, or if such Lessor terminates or otherwise exercises its rights under such Superior Lease, as the casualty insurance described case may be (or any party acquires Landlord's interest in Article XIV this Lease), then as long as Tenant is not in breach of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by its obligations under this Lease, subject only such party shall not disturb Tenant's possession of the Premises, and shall attom to reasonable regulation regarding Tenant (and Tenant shall likewise attom to such party) under the disbursement then remaining terms of this Lease, and application thereof.such party shall perform Landlord's obligations under this Lease thereafter accruing. In addition, any Non-Disturbance Agreement hereunder may expressly include, inter alia, the provisions of Section 7.2(1) through (6)

SUBORDINATION AND NON-DISTURBANCE. At This Lease shall be subject and subordinate to any first mortgage and to any junior mortgage that has been approved by the request from time to time by one or more holders of a mortgage or deed of trust first mortgagee that may now or hereafter be placed by Lessor upon the Leased Property or Building and/or the Land and to any part thereofand all advances to be made under such mortgages and to the interest thereon, and any and all renewals, replacements, modifications, consolidations, spreaders extensions and extensions consolidations thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate ; provided that this Lease shall only be subject and all of their rights and estate hereunder subordinate to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed if the mortgagee executes a subordination and non-disturbance agreement whereby such mortgagee agrees that, in consideration of trust, as the case may be, as Lessor under this Lease for the balance Tenant’s subordination of the Term then remaining, subject Lease to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees mortgagee shall not be disturbed in peaceful enjoyment of disturb the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except Tenant’s leasehold interest in the event Lessee or such applicable subtenant or sublessee Premises so long as Tenant is not in default under this Lease (subject to any applicable notice and cure period). Any mortgagee may elect to give this Lease priority to its mortgage, except that this Lease shall not have priority to (i) the prior right, claim and lien of such mortgagees in, to and upon any insurance proceeds and the disposition thereof under the mortgage; (ii) the prior right, claim and lien of such mortgagees in, to and upon any award or compensation heretofore or hereafter to be made for any taking by eminent domain of any part of the Premises, and to the right of disposition thereof under the mortgage; and (iii) any lien, right, power or interest, if any, which may have arisen or intervened in the period between the recording of the mortgages and the execution of this Lease, or any of the Other Leases, Lessor shall have the right to terminate this Lease lien or the applicable subleases judgment which may arise any time under the terms of this Lease. In the event of such election and provisions expressly set forth herein; upon notification by such mortgagee, this Lease shall be deemed prior in lien to the said mortgage. This Article X shall be self-operative, but in confirmation thereof, Tenant shall execute and deliver whatever instruments may be required by the first mortgagee or junior mortgagee to acknowledge such subordination or priority in a recordable form within fifteen (b15) agreeing Business Days following receipt by Tenant of such written request. Tenant’s failure to execute and deliver to the requesting party within five (5) days following a second written request for such instruments shall be considered a default of Tenant in accordance with Section 7.1(d) hereof. Such second written request shall include the following in capital letters on the written request “FAILURE TO RESPOND TO THIS REQUEST WITHIN FIVE (5) DAYS SHALL BE DEEMED A DEFAULT OF TENANT.” Landlord represents that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds as of the casualty insurance described in Article XIV date of this Lease and all Awards described in Article XV will be made available for restoration of there is no mortgage encumbering the Leased Property as and to Building or the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofLand.

SUBORDINATION AND NON-DISTURBANCE. At 22.1 Tenant shall, subject to the conditions set forth below, at the request from of Landlord, in writing, cause its interest to become subordinate to any such first mortgage or first deed of trust which has been or shall be placed on the land and building or land or building of which the Premises form a part. Tenant shall, at any time hereinafter on demand, execute any instruments, releases, or other documents that may be required by any mortgagee, mortgagor, or trustor or beneficiary under any such first deed of trust or first mortgage for the purpose of subjecting and subordinating this Lease to time by one the lien of any such first mortgage or more holders first deed of a trust, provided, however, that such instrument must provide in effect that: (a) in the event of foreclosure or other action taken under the mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part holder thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all the rights of their rights and estate Tenant hereunder (including the right, if any, to each such mortgage or deed of trust that encumbers extend the Leased Property or any part Term thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (aadditional space) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed but shall continue in peaceful enjoyment of the Leased Property or the subleased property (full force and effect so long as applicable) nor Tenant shall this Lease (nor the applicable subleases) not be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leaseshereunder, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that such holder shall permit insurance proceeds and condemnation proceeds to be used for any period while it is Lessor hereunder, it will perform, fulfill restoration and observe all of Lessor's representations, warranties and agreements set forth herein or thereinrepair required by this Lease; and (c) agreeing, unless otherwise expressly provided in no property owned or removable by Tenant shall be subject to any lien of the mortgage or deed of trust. Tenant agrees that if the mortgagee, that all proceeds of beneficiary, or any person claiming under the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and mortgagee or beneficiary shall succeed to the extent required by interest of Landlord in this Lease, subject only to reasonable regulation regarding Tenant will recognize said mortgagee, beneficiary, or person as its landlord under the disbursement and application thereofterms of this Lease, provided that said mortgagee, beneficiary, or person for the period during which beneficiary, trustee, or person shall hold Landlord's interest in the Premises shall assume all of its obligations of Landlord hereunder.

SUBORDINATION AND NON-DISTURBANCE. At Subject to the request from time terms and conditions of this Paragraph 17, this Lease shall be and is hereby declared to time by one be subject and subordinate at all times to: (a) all ground leases or more holders of a underlying leases which may now exist or hereafter be executed affecting the Premises and/or the land upon which the Building and Project are situated, or both; and (b) any mortgage or deed of trust that which may hereafter now exist or be placed by Lessor upon the Leased Property Building, the Project and/or the land upon which the Building or the Project are situated, or said ground leases or underlying leases, or Landlord's interest or estate in any part thereofof said items which is specified as security (such leases, mortgages and deeds of trust are referred to herein, collectively, as "Superior Interests"), and any and all renewalsadvances made upon the security of such mortgages or deeds of trust, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from provided that the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees subordination of the Leased Property execute and deliverLease to a holder of any such Superior Interest (each, to a "Security Holder") shall be conditioned upon Tenant's receipt from any such holders Security Holder of a written non-disturbance agreement in a commercially reasonable form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate conforming with the terms of this Paragraph 17, unless the Superior Holder requires in writing that this Lease and all of their rights and estate hereunder to each such mortgage be superior thereto. Upon any termination or deed of trust that encumbers the Leased Property foreclosure (or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will delivery of a deed in lieu of foreclosure) of any Superior Interest, Tenant, upon request, shall attorn to the Security Holder or foreclosure sale purchaser or any successor thereto and shall recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, party as the case may belessor hereunder provided such Security Holder, as Lessor under this Lease for the balance of the Term then remaining, subject to purchaser or successor thereto accepts all of the terms terms, covenants and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV conditions of this Lease and all Awards described in Article XV will be made available for restoration agrees not to disturb Tenant's occupancy so long as there is no Event of the Leased Property as and Default hereunder. Tenant agrees with Security Holder that if Security Holder or any foreclosure sale purchaser or successor thereto shall succeed to the extent required by interest of Landlord under this Lease, such Security Holder, purchaser or any successor thereto shall not be (i) liable for any action or omission of any Landlord under this Lease arising prior to such Security Holder, purchaser or successor acquiring title to and possession of the Premises, or (ii) subject only to any offsets, defenses or counterclaims which Tenant might have against any prior Landlord, or (iii) bound by any Rent which Tenant might have paid for more than the current month to any prior Landlord, or (iv) bound by any material modification or amendment of this Lease not consented to by such Security Holder, purchaser or any successor thereto. Within ten (10) Business Days after request by Landlord, Tenant covenants and agrees to execute and deliver commercially reasonable regulation regarding instruments evidencing such subordination of this Lease to any such Superior Interest, and such attornment, as may be required by Landlord or by the disbursement Security Holder of such Superior Interest. Concurrently with the execution of this Lease, Landlord, Tenant and application thereofthe Security Holder of the Superior Interest encumbering the Building have entered into a Subordination, Non- Disturbance and Attornment Agreement.

SUBORDINATION AND NON-DISTURBANCE. At This Lease is subject and subordinate to the request from time lien, provisions, operation and effect of any Mortgage, to time by one or more holders of a mortgage or deed of trust that may hereafter all funds and indebtedness intended to be placed by Lessor upon the Leased Property or any part thereofsecured thereby, and any and to all renewals, replacementsextensions, modifications, consolidationsrecastings or refinancings thereof. A Lender holding a Mortgage to which this Lease is subordinate shall have the right (subject to any required approval of the holder of any superior Mortgage with respect to the Mortgage) at any time to declare this Lease to be superior to the lien, spreaders provisions, operation and extensions thereofeffect of such Mortgage and Tenant shall execute, acknowledge and deliver, within ten (10) Business Days after written request, all documents reasonably required by such Lender in confirmation thereof. With respect to each Mortgage, Landlord shall obtain from each Lender, for the benefit of both Tenant and Lender, a commercially reasonable subordination, non-disturbance and attornment agreement, which shall provide in part that so long as Tenant is not in default hereunder, Tenant’s leasehold estate, use, possession, tenancy rights, options and occupancy under this Lease shall remain undisturbed and shall survive any foreclosure or similar action by Lenders and Tenant shall execute any such agreement within ten (10) Business days after request, provided that with respect to any Mortgage existing on the Effective Date, it shall be a condition to Tenant’s performance hereunder that on or prior to the date that is thirty (30) days from after the date of requestEffective Date, Lessee shall execute Tenant and deliver and the Lender under any such Mortgage shall have all subtenants or sublessees of entered into and recorded in the Leased Property execute Mecklenburg County Public Registry a commercially reasonable subordination, non-disturbance and deliverattornment agreement, to such holders a written agreement which shall provide in a form reasonably acceptable to such holder whereby Lessee part that so long as Tenant is not in default hereunder, Tenant’s leasehold estate, use, possession, tenancy rights, options and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor occupancy under this Lease for the balance of the Term then remaining, subject to all of the terms shall remain undisturbed and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding shall survive any such other mortgage, deed of trust, right, title foreclosure or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required similar action by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofLender.

SUBORDINATION AND NON-DISTURBANCE. At This Lease and all of the request from time rights of --------------------------------- Tenant hereunder are and shall be subject and subordinate to time by one the lien of any and all mortgages, deeds to secure debts or more holders of a mortgage other security instruments heretofore or deed of trust that may hereafter be hereinafter placed by Lessor upon on the Leased Property Premises or any part thereof, except the Tenant's property or trade fixtures, and to any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereofreplacements, within thirty extensions, or substitutions of any such instruments (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage which are hereinafter termed the "Mortgage" or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust"Mortgages"), as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each or all of such holder simultaneously executes and delivers Mortgages hereinafter placed on the Leased Premises shall contain a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interestprovision, or a separate instrument shall be executed by the holder of any defaultMortgage, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall effect that so long as Tenant is not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any renewal thereof, no foreclosure of the Other Leaseslien of said Mortgage or any other proceeding in respect thereof shall divest, Lessor impair, modify, abrogate, or otherwise adversely affect any interest or rights whatsoever of the Tenant under said Lease. Such subordination shall have be automatic, without the right execution of any further subordination agreement by Tenant. If, however, a written subordination agreement, consistent with this provision, is required by a holder of a Mortgage, Tenant agrees to terminate this Lease or execute, acknowledge, and deliver the applicable subleases under same, and, in the terms and provisions expressly set forth herein; (b) agreeing that event of failure so to do, Landlord may, in addition to any other remedies for any period while it is Lessor breach of covenant hereunder, it will performexecute, fulfill acknowledge, and observe all deliver the same as the agent of Lessor's representationsTenant, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available Tenant hereby irrevocably constitutes Landlord its agent for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofsuch specific purpose.

SUBORDINATION AND NON-DISTURBANCE. At the request from time election of Landlord or any first mortgagee with a lien on the Building or any ground lessor with respect to time by one the Building, Tenant agrees that this Lease shall be subject and subordinate at all times to: (a) all ground leases or more holders underlying leases which may now exist or hereafter be executed affecting the Building or the land upon which the Building is situated or both; and (b) the lien of a any mortgage or deed of trust that which may now exist or hereafter be placed by Lessor upon executed in any amount for which the Leased Property Building, land, ground leases or underlying leases, or Landlord’s interest or estate in any of said items is specified as security. Notwithstanding the foregoing, Landlord shall have the right to subordinate or cause to be subordinated any such ground leases or underlying leases or any part thereof, and such liens to this Lease. In the event that any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants ground lease or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such underlying lease terminates for any reason or any mortgage or deed of trust that encumbers the Leased Property is foreclosed or a conveyance in lieu of foreclosure is made for any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will reason, Tenant shall, notwithstanding any subordination, attorn to and recognize become the tenant of the successor-in-interest to Landlord, at the option of such holder successor in interest. Tenant covenants and agrees to execute and deliver, upon demand by Landlord and in the form requested by Landlord, any additional documents evidencing the priority or subordination of this Lease with respect to any such ground leases or underlying leases or the purchaser at any foreclosure sale or any sale under a power lien of sale contained in any such mortgage or deed of trust. Tenant hereby irrevocably appoints Landlord as attorney-in-fact of Tenant to execute, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms deliver and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding record any such other mortgage, deed documents in the name and on behalf of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of Tenant. Notwithstanding the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment Tenant’s subordination to any future ground lease or lien of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trusttrust shall be conditioned on the receipt by Tenant of a commercially reasonable form of non-disturbance agreement, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required executed by this Leaseeach such lender, subject only to reasonable regulation regarding the disbursement and application thereofexecution by Tenant of a subordination agreement.

SUBORDINATION AND NON-DISTURBANCE. At This Lease is subject and subordinate to (i) all present and future ground or underlying leases of the request from time Premises, if any, (ii) the lien of any mortgages or trust deeds now or later encumbering title to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property all or any part thereofportion of the Premises, and any and (iii) all renewals, replacementsextensions, modifications, consolidationsconsolidations and replacements of those ground or underlying leases, spreaders mortgages or trust deeds, and extensions thereof(iv) all advances made or to be made upon the security of those mortgages or trust deeds, within thirty unless the applicable Interest Holder agrees or requires in writing that this Lease be superior to their respective interests in the Premises. Notwithstanding the foregoing, Landlord’s existing Interest Holder and Tenant have executed and delivered to each other a mutually acceptable form of subordination, non-disturbance and attornment agreement (30a “SNDA”) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees effective as of the Leased Property execute Effective Date. In addition, in consideration of, and deliveras a condition precedent to, Tenant’s agreement to such holders permit its interest arising under the terms of this Lease to be subordinated to any particular future ground or underlying lease of the Project or to the lien of any mortgage or trust deed subsequently encumbering title to all or any portion of the Project, or to any renewals, extensions, modifications, consolidations and replacements of that lease, mortgage or trust deed, the applicable Interest Holder shall tender to Tenant a written agreement SNDA in a commercially reasonable form reasonably acceptable to Tenant. Under the terms of each such holder whereby Lessee SNDA executed in Tenant’s favor in accordance with the immediately preceding sentence, the executing Interest Holder must agree that, so long as no Lease Event of Default has occurred and such subtenants is continuing, the Interest Holder shall not disturb Tenant’s possession, rights and sublessees subordinate leasehold interest arising under the terms of this Lease and all if Landlord defaults in the performance of their rights and estate hereunder any of its obligations arising under the terms of the Interest Holder’s lease or mortgage, as the case may be. Subject to each Tenant’s receipt of such SNDA, if any proceedings are brought for the foreclosure of any mortgage described above, or deed of trust that encumbers the Leased Property if any ground or underlying lease is terminated, Tenant shall attorn, without any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn deductions or set-offs whatsoever, to and recognize such holder or the purchaser at any the foreclosure sale or any sale to the lessor under a power of sale contained in any such mortgage the ground or deed of trustunderlying lease, as the case may be, if the purchaser or lessor requests it to do so, and shall recognize the purchaser or lessor as Lessor the lessor under this Lease. Tenant agrees that the purchaser at the foreclosure sale or the lessor under the ground or underlying lease: (i) shall have no personal liability as successor to Landlord, and Tenant shall look only to the estate and property of such Interest Holder in and to the Premises or the proceeds thereof for the satisfaction of Tenant’s remedies for the collection of a judgment (or other judicial process) requiring the payment of money in the event of any default by such Interest Holder as landlord under this Lease, it being acknowledged and agreed by Tenant that no other property or assets of such Interest Holder shall be subject to levy, execution or other enforcement procedure for the satisfaction of Tenant’s remedies under or with respect to the Lease, the relationship of the landlord and the tenant thereunder or Tenant’s use or occupancy of the Premises; (ii) shall not be liable for any act, omission, liability, obligation or default on Landlord’s part in respect of its obligations under this Lease that occurs before the date such party takes title to the Premises (but any such Interest Holder shall be liable for its own default(s) occurring after taking title to the balance Premises and for default(s) of Landlord that continue after the date such Interest Holder takes title to the Premises); (iii) shall not be liable to the Tenant for any security or other deposits given to Landlord to secure the performance of the Term then remainingTenant’s obligations hereunder, subject except to all the extent that such Interest Holder shall have acknowledged actual receipt of such security or other deposits in writing; and (iv) shall not be bound by (1) any payment of Rent made more than thirty (30) days in advance of the date it becomes due under the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement or (a2) consenting to any amendment or modification of this Lease and agreeing that, notwithstanding any after the date of such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any SNDA made without the written consent of the foregoing, Lessee and applicable Interest Holder if such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee consent is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases required under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described ground lease or mortgage, as applicable. Tenant shall execute or otherwise respond in Article XIV good faith in writing to a request to enter into a SNDA pursuant to this Section 18.1 within thirty (30) days following Tenant’s receipt of the proposed SNDA. Within twenty (20) days after Landlord’s request, Tenant shall execute such further instruments or assurances as Landlord may reasonably request to evidence or confirm the subordination or superiority of this Lease and all Awards described to any mortgages, trust deeds, or ground or underlying leases. Tenant shall cooperate with Landlord in Article XV will be made available for restoration good faith in connection with any proposed financing or refinancing of any portion of the Leased Property Premises. In that regard, Tenant shall enter into any amendment or modification of this Lease that a prospective Interest Holder may require so long as the amendment or modification does not materially increase Tenant’s duties or obligations, or materially reduce or otherwise adversely affect Tenant’s rights and to benefits, arising under the extent required by terms of this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, the Lessor shall obtain and deliver to the Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (i) the Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or canceled at any time, except in the event that the Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) the Lessee's option to purchase the Leased Property shall remain in force and effect pursuant to the terms hereof and (iii) in the event that the Lessee elects its option to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by the Lessee of the applicable purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to -98- 110 or greater than such purchase price or (2) in the event that such purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of such purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to the Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon any Fee Mortgagee, the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their the Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust Fee Mortgagee and (b) agree that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, Fee Mortgage as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all . To effect the intent and purpose of the terms immediately preceding sentence, the Lessee agrees to execute and provisions of this Leasedeliver such instruments in recordable form as are reasonably requested by the Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, Lessor shall obtain and deliver to Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (i) Lessee's rights under this Lease shall not be disturbed nor shall this Lease be terminated or cancelled at any time, except in the event that Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) Lessee's option to purchase the Leased Property shall remain in force and effect pursuant to the terms hereof and (iii) in the event that Lessee elects its option to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of requestFee Mortgagee, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust that encumbers the Leased Property or any part thereof Fee Mortgagee and (b) agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, Fee Mortgage as Lessor under this Lease for the balance of the Term then remaining, subject to all . To effect the intent and purpose of the terms immediately preceding sentence, Lessee agrees to execute and provisions of this Leasedeliver such instruments in recordable form as are reasonably requested by Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.preceding paragraph. 117

SUBORDINATION AND NON-DISTURBANCE. At (a) This Lease is and shall be subject and subordinate to all ground leases, deeds of trust and mortgages (collectively "Mortgages") which may now or hereafter affect the request Premises and to all renewals) modifications, consolidations) replacements, and extensions of such Mortgages; provided that at Landlord's election, this Lease shall be superior to any or all Mortgages. This provision is self-executing and no further instrument shall be required to establish such subordination or superiority; provided, Landlord shall obtain and deliver to Tenant from time any present or future mortgagee, trustee, fee owner, prime lessor or any person having an interest in the Premises superior to time this Lease ("Mortgagee") such Mortgagee's customary form of written subordination, non-disturbance and attornment agreement in recordable form providing, among other things, that so long as Tenant performs all of the terms, covenants and conditions of this Lease and agrees to attorn to the mortgagee, beneficiary of the deed of trust, purchaser at a foreclosure sale, prime lessor or fee owner or such customary terms and conditions as such Mortgagee may reasonably require, Tenant's rights under this Lease shall not be disturbed and shall remain in full force and effect for the Term, and Tenant shall not be joined by one or more holders the holder of a any mortgage or deed of trust that may hereafter in any action or proceeding to foreclose thereunder. (b) After receiving notice and a notice address from Mortgagee, no notice from Tenant to Landlord alleging any default by Landlord shall be placed by Lessor upon effective unless and until a copy of the Leased Property or same is given to such Mortgagee. Any such Mortgagee shall have thirty (30) days for the cure of any part thereofsuch default and if such default cannot reasonably be cured within such thirty (30) days, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within then Mortgagee shall have thirty (30) days from within which to commence a cure and provided such Mortgagee is proceeding diligently, such longer period as may be reasonably necessary to complete such cure. The curing of any of Landlord's defaults by such Mortgagee shall be treated as performance by Landlord. (c) With respect to any assignment by Landlord of Landlord's interest in this Lease, or the date rents payable hereunder, conditional in nature or otherwise, which assignment is made to any Mortgagee, Tenant agrees that the execution thereof by Landlord, and the acceptance thereof by the Mortgagee, shall never be deemed an assumption by such Mortgagee of request, Lessee shall execute and deliver and shall have all subtenants or sublessees any of the Leased Property execute obligations of Landlord hereunder, unless such Mortgagee shall, by written notice sent to Tenant, specifically elect, or unless such Mortgagee shall foreclose the Mortgage and delivertake possession of the Premises, Tenant, upon receipt of written notice from a Mortgagee that such Mortgagee is entitled to collect Rent hereunder may in good faith remit such holders a written agreement in a form reasonably acceptable Rent to Mortgagee without incurring liability to Landlord for the non-payment of such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers Rent. (d) If the Leased Property Mortgagee, or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will party deriving its interest therefrom shall succeed to the rights of Landlord in the Premises or under this Lease, whether through possession or foreclosure action or delivery of a new lease or deed, then Tenant shall attorn to and recognize such holder or party succeeding to Landlord's rights (the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, party so succeeding to Landlord's rights herein sometimes called the "Successor Landlord") as the case may be, as Lessor Tenant's landlord under this Lease, and shall promptly execute and deliver any instrument that such Successor Landlord may reasonably request to confirm such attornment. This Lease for shall continue in full force and effect as, or as if it were, a direct lease between the balance of the Term then remainingSuccessor Landlord and Tenant, subject to and all of the terms terms, conditions and covenants set forth in this Lease shall be applicable after such attornment, except that the Successor Landlord shall not: (i) be liable for any previous act or omission of Landlord under this Lease; (ii) be subject to any offset that shall have theretofore accrued to Tenant against Landlord; or (iii) be bound by: (A) any previous modification of this Lease, not expressly provided for in this Lease unless consented to by such Successor Landlord; or (B) any previous prepayment of more than one (I) month's Rent or any Additional Rent then due, unless such prepayment shall have been expressly approved in writing by the Mortgagee through or by reason of which the Successor Landlord shall have succeeded to the rights of Landlord under this Lease. The provisions for attornment set forth in this Paragraph 17(d) shall be self-operative and shall not require the execution of any further instrument. However, any Mortgagee and/or any other party to whom Tenant agrees to attorn as aforesaid reasonably requests a further instrument confirming such attormnent, Tenant agrees to execute and deliver the same within twenty (20) days after a request is made to do so in accordance with the provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof. 18.

SUBORDINATION AND NON-DISTURBANCE. At (a) This Lease is and shall be subject and subordinate to all ground leases, deeds of trust and mortgages (collectively, "Mortgages") which may now or hereafter affect the request Premises and to all renewals, modifications, consolidations, replacements, and extensions of such Mortgages; provided, that at Landlord's election, this Lease shall be superior to any or all Mortgages. Notwithstanding the foregoing, any subordination of this Lease to any future Mortgage affecting the Premises is expressly subject to the conditions of non-disturbance provided under this Lease. These provisions are self-executing and no further instrument shall be required to establish such subordination or superiority. Prior to the date of this Lease, Landlord shall obtain and deliver to Tenant from time Landlord's present mortgagee a written subordination, attornment and non-disturbance agreement in the form attached hereto as Exhibit "H". Upon its receipt thereof, Tenant agrees to time execute and deliver the same back to Landlord. As an express condition of Tenant's agreement to subordinate this Lease to any future Mortgage, Landlord shall obtain and deliver to Tenant from any future mortgagee, trustee, fee owner, prime lessor or any person having an interest in the Premises superior to this Lease ("Mortgagee") such Mortgagee's customary form of written subordination, non-disturbance and attornment agreement in recordable form providing, among other things, that so long as Tenant performs all of the terms, covenants and conditions of this Lease and agrees to attorn to the mortgagee, beneficiary of the deed of trust, purchaser at a foreclosure sale, prime lessor or fee owner or such customary terms and conditions as such Mortgagee may reasonably require, Tenant's rights under this Lease shall not be disturbed and shall remain in full force and effect for the Term, and Tenant shall not be joined by one or more holders the holder of a any mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage action or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject proceeding to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofforeclose thereunder.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, the Lessor shall obtain and deliver to the Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (i) the Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or canceled at any time, except in the event that the Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) the Lessee's option to purchase the Leased Property pursuant to Articles 13, 14 and 18 of this Lease shall remain in force and effect pursuant to the terms hereof and (iii) in the event that the Lessee elects its option to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by the Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to the Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon any Fee Mortgagee, the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their the Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust Fee Mortgagee and (b) agree that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, Fee Mortgage as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all . To effect the intent and purpose of the terms immediately preceding sentence, the Lessee agrees to execute and provisions of this Leasedeliver such instruments in recordable from as are reasonably requested by the Lessor or the applicable Fee Mortgagee; provided, however, that each any such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. Within 15 days of the Effective Date, LESSOR shall obtain a Non‑Disturbance Agreement, as defined below, from its existing mortgagee(s), ground lessors and master lessors, if any, of the Property. At the request LESSOR's option, this Agreement shall be subordinate to any future master lease, ground lease, mortgage, deed of trust or other security interest (a “Mortgage”) by LESSOR which from time to time by one may encumber all or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this LeaseProperty; provided, however, that each such holder simultaneously executes as a condition precedent to LESSEE being required to subordinate its interest in this Agreement to any future Mortgage covering the Property, LESSOR shall obtain for LESSEE's benefit a non‑disturbance and delivers a written attornment agreement for LESSEE's benefit in the form reasonably satisfactory to LESSEE, and containing the terms described below (athe “Non‑Disturbance Agreement”), and shall recognize LESSEE's rights under this Agreement. The Non‑Disturbance Agreement shall include the encumbering party's (“Lender's”) consenting to this Lease and agreeing agreement that, notwithstanding any such other mortgage, deed of trust, right, title if Lender or interest, its successor‑in‑interest or any defaultpurchaser of Lender’s or its successor’s interest (a “Purchaser”) acquires an ownership interest in the Property, expirationLender or such successor‑in‑interest or Purchaser will honor all of the terms of the Agreement. Such Non‑Disturbance Agreement must be binding on all of Lender's participants in the subject loan (if any) and on all successors and assigns of Lender and/or its participants and on all Purchasers. In return for such Non‑Disturbance Agreement, termination, foreclosure, sale, entry LESSEE will execute an agreement for Lender's benefit in which LESSEE (1) confirms that the Agreement is subordinate to the Mortgage or other act or omission underreal property interest in favor of Lender, pursuant (2) agrees to or affecting attorn to Lender if Lender becomes the owner of the Property and (3) agrees to accept a cure by Lender of any of LESSOR's defaults, provided such cure is completed within the foregoingdeadline applicable to LESSOR. In the event LESSOR defaults in the payment and/or other performance of any mortgage or other real property interest encumbering the Property, Lessee LESSEE, may, at its sole option and such subtenants without obligation, cure or correct LESSOR's default and sublessees upon doing so, LESSEE shall not be disturbed in peaceful enjoyment subrogated to any and all rights, titles, liens and equities of the Leased Property holders of such mortgage or the subleased other real property (as applicable) nor interest and LESSEE shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default entitled to deduct and setoff against all rents that may otherwise become due under this Lease Agreement the sums paid by LESSEE to cure or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofcorrect such defaults.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereofThis Lease, and any Option (as defined in Section 17.14) granted hereby, upon Landlord’s written election, shall be subject and all renewalssubordinate to any ground lease, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any defaultother hypothecation or security now or hereafter placed upon the Premises and to any and all advances made on the security thereof and to all renewals, expirationmodifications, terminationconsolidations, foreclosurereplacements and extensions thereof. Notwithstanding such subordination, sale, entry or other act or omission under, pursuant Tenant’s right to or affecting any quiet enjoyment of the foregoing, Lessee and such subtenants and sublessees Premises shall not be disturbed if (i) Tenant is not in peaceful enjoyment default (beyond any applicable cure periods), (ii) so long as Tenant shall pay the Rent and observe and perform all of the Leased Property or the subleased property provisions of this Lease, and (iii) so long as applicable) nor shall this Lease (nor is not otherwise terminated pursuant to its terms; and Landlord shall, subject to the applicable subleases) terms set forth at Section 17.01 hereof, use commercially reasonable efforts to obtain for Tenant a commercially reasonable subordination and non-disturbance agreement to that effect. At the request of any mortgagee, trustee or ground lessor, Tenant shall attorn to such person or entity and in connection with such attornment Tenant’s occupancy will not be terminated or canceled at disturbed by any time, except in such party taking possession of the event Lessee or such applicable subtenant or sublessee Premises as long as Tenant is not in default under of this Lease. If any mortgagee, trustee or ground lessor shall elect to have this Lease and any Options granted hereby prior to the lien of its mortgage, deed of trust or ground lease, and shall give written notice thereof to Tenant, this Lease and such Options shall be deemed prior to such mortgage, deed of trust or ground lease, whether this Lease or any such Options are dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. In the event of the Other Leasesforeclosure of a security device, Lessor the Lease shall have continue so long as Tenant is not in default (beyond any applicable notice and cure periods) hereunder and the right new owner shall not (a) be liable for any act or omission of any prior landlord or with respect to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; events occurring prior to its acquisition of title, (b) agreeing be liable for the breach of this Lease by any prior landlord (except for ongoing defaults that for any period while it is Lessor hereunderrequire a cure upon the date that the new owner takes title to the Premises), it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeingbe liable to Tenant for the return of any security deposit not actually received by such new owner. During the Term of this Lease, unless otherwise expressly provided in the mortgage Tenant agrees to execute and acknowledge any commercially reasonable documents Landlord reasonably requests Tenant execute to effectuate an attornment or deed of trust, that all proceeds of the casualty insurance a subordination as described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and Section 13.02 to the extent required by this Lease, subject only to the same are true and accurate in the reasonable regulation regarding the disbursement and application thereofopinion of Tenant.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, Lessor shall obtain and deliver to Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or 115 pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (i) Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or cancelled at any time, except in the event that Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) Lessee's option to purchase the Leased Property shall remain in force and effect pursuant to the terms hereof and (iii) in the event that Lessee elects its option to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of requestFee Mortgagee, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust that encumbers the Leased Property or any part thereof Fee Mortgagee and (b) agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, Fee Mortgage as Lessor under this Lease for the balance of the Term then remaining, subject to all . To effect the intent and purpose of the terms immediately preceding sentence, Lessee agrees to execute and provisions of this Leasedeliver such instruments in recordable from as are reasonably requested by Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, the Lessor shall obtain and deliver to the Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (i) the Lessee shall not he disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or canceled at any time, except in the event that the Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) the Lessee's option to purchase the Leased Property shall remain in force and effect pursuant to the terms hereof and (iii) in the event that the Lessee elects its option to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by the Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to the Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon any Fee Mortgagee, the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their the Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust Fee Mortgagee and (b) agree that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, Fee Mortgage as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all . To effect the intent and purpose of the terms immediately preceding sentence, the Lessee agrees to execute and provisions of this Leasedeliver such instruments in recordable form as are reasonably requested by the Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or Facility Lenders with respect to any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereofFacility Lessee, within thirty twenty (3020) days from the date of request, such Facility Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliverwithin such twenty (20)-day period, to such holders Facility Lender, an estoppel certificate along with a written agreement in a form and content reasonably acceptable to such holder whereby Facility Lender and Facility Lessee and whereby, as to any Property of such subtenants and sublessees subordinate Facility Lessee encumbered by a Facility Instrument of such Facility Lender, such Facility Lessee subordinates this Lease and all of their its rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof Facility Instrument and agree agrees with each such holder Facility Lender that such Facility Lessee and such subtenants and sublessees will attorn to and recognize such holder Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trustFacility Instrument, as the case may be, as Lessor under this Lease with respect to such Property for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that the applicable MPT Real Estate Owner and each such holder Facility Lender simultaneously executes and delivers to such Facility Lessee a written agreement (a) in form and content reasonably acceptable to such Facility Lender and Facility Lessee consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, such Facility Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased such Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any as a result of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all an Event of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofDefault.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, Lessor shall obtain and deliver to Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (i) Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or canceled at any time, except in the event that Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) Lessee's option to purchase the Leased Property shall remain in force and effect pursuant to the terms hereof and (iii) in the event that Lessee elects its option to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of requestFee Mortgagee, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust that encumbers the Leased Property or any part thereof Fee Mortgagee and (b) agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, Fee Mortgage as Lessor under this Lease for the balance of the Term then remaining, subject to all . To effect the intent and purpose of the terms immediately preceding sentence, Lessee agrees to execute and provisions of this Leasedeliver such instruments in recordable from as are reasonably requested by Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.preceding paragraph. ARTICLE 21 LESSOR OBLIGATIONS 102

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, the Lessor shall obtain and deliver to the Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (i) the Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or canceled at any time, except in the event that the Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) the Lessee's option to purchase the Leased Property shall remain in force and effect pursuant to the terms hereof and (iii) in the event that the Lessee elects its option to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by the Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to the Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon any Fee Mortgagee, the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their the Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust Fee Mortgagee and (b) agree that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, Fee Mortgage as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all . To effect the intent and purpose of the terms immediately preceding sentence, the Lessee agrees to execute and provisions of this Leasedeliver such instruments in recordable form as are reasonably requested by the Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, the Lessor shall obtain and deliver to the Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (i) the Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or cancelled at any time, except in the event that the Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) the Lessee's rights under this Lease shall not be diminished or adversely effected in any way provided no Event of Default exists hereunder, (iii) all insurance proceeds received in connection with any loss, injury or damage relating to the 108 109 Leased Property shall be paid to the Lessor in accordance with the provisions of this Lease and the Fee Mortgagee shall have no rights with respect to any such proceeds unless the Lessee elects to terminate this Lease pursuant to the provisions of Section 13.2.2, (iv) the Lessee's Purchase Option shall remain in force and effect pursuant to the terms hereof and (v) in the event that the Lessee elects to exercise the Right of First Refusal to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by the Lessee of the purchase price required hereunder, provided. that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to the Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon any Fee Mortgagee, the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their the Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust Fee Mortgagee, (b) agree that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, Fee Mortgage as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; remaining and (c) agreeing, unless otherwise expressly provided in enter into a new lease with the mortgage Fee Mortgagee or deed of trust, that all proceeds of the casualty insurance described in Article XIV purchaser at any such sale on the same terms and conditions of this Lease for the balance of the Term then remaining. To effect the intent and all Awards purpose of the immediately preceding sentence, the Lessee agrees to execute and deliver such instruments in recordable from as are reasonably requested by the Lessor or the applicable Fee Mortgagee; provided. however. that such Fee Mortgagee simultaneously executes, delivers and records a written agreement of the type described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. At Provided Tenant’s use and possession of the request from time Premises is not disturbed thereby, except as otherwise provided in a reasonable subordination, non-disturbance and attornment agreement (“SNDA”), this Lease and all of Tenant's rights hereunder, are and shall be subject and subordinate to time by one (i) every underlying lease, the rights of the overlandlord or more holders of a mortgage overlandlords under each underlying lease, all mortgages heretofore or deed of trust that may hereafter be placed by Lessor upon the Leased Property on or affecting any part thereofunderlying lease, alone or with other property, and any to all advances heretofore or hereafter made under such leasehold mortgage, and to all renewals, replacements, modifications, consolidations, spreaders replacements, substitutions, spreaders, additions and extensions thereofof any such leasehold mortgage, within thirty and (30ii) days from any mortgage now or hereafter affecting the date Demised Premises or any part or parts of requestsuch real property, Lessee or such real property and other property, and to each advance made or hereafter to be made under any such mortgage and to all renewals, modifications, consolidations, replacements, substitutions, spreaders, additions and extensions of any such underlying lease or leases and/or mortgages; provided however, and on condition, that with respect to such subordination of this Lease to any underlying lease or mortgage (whether presently existing now or in the future), the overlandlord or Mortgagee shall deliver to Tenant a SNDA in recordable form, which Tenant shall execute and deliver within twenty (20) days after Landlord’s request. The subordination provisions herein contained shall be self-operative and no further instrument of subordination shall have all subtenants or sublessees of be required. Landlord reserves the Leased Property execute and deliverright, by written notice to such holders a written agreement in a form reasonably acceptable Tenant to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing provide that, notwithstanding any in lieu of such other mortgagesubordination, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees foregoing provisions shall not be disturbed in peaceful enjoyment of apply to any or all mortgages hereafter entered into and the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV lien of this Lease and all Awards described in Article XV will shall be made available for restoration of the Leased Property as and superior to the extent required by this Leaselien of any such mortgage. In confirmation of such subordination, subject only to reasonable regulation regarding the disbursement Tenant shall execute and application thereofdeliver promptly any certificate that Landlord or its successors-in-interest may reasonably request.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or Facility Lenders with respect to any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereofFacility Lessee, within thirty twenty (3020) days from the date of request, such Facility Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliverwithin such twenty (20)-day period, to such holders Facility Lender, an estoppel certificate along with a written agreement in a form and content reasonably acceptable to such holder whereby Facility Lender and Facility Lessee and whereby, as to any Property of such subtenants and sublessees subordinate Facility Lessee encumbered by a Facility Instrument of such Facility Lender, such Facility Lessee subordinates this Lease and all of their its rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof Facility Instrument and agree agrees with each such holder Facility Lender that such Facility Lessee and such subtenants and sublessees will attorn to and recognize such holder Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trustFacility Instrument, as the case may be, as Lessor under this Lease with respect to such Property for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder Facility Lender simultaneously executes and delivers to such Facility Lessee a written agreement (a) in form and content reasonably acceptable to such Facility Lender and Facility Lessee consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, such Facility Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased such Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any as a result of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all an Event of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofDefault.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, the Lessor shall obtain and deliver to the Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (A) the applicable Fee Mortgagee consents to this Lease and (B) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (I) the Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or canceled at any time, except in the event that the Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (II) the Lessee's rights under this Lease shall not be diminished or adversely effected in any way provided no Event of Default exists hereunder, (III) all insurance proceeds received in 113 connection with any loss, injury or damage relating to the Leased Property shall be paid to the Lessor in accordance with the provisions of this Lease and the Fee Mortgagee shall have no rights with respect to any such proceeds unless the Lessee elects to terminate this Lease pursuant to the provisions of Section 13.2.2, (IV) the Lessee's Right of First Refusal to purchase the Leased Property shall remain in force and effect pursuant to the terms hereof and (V) in the event that the Lessee elects to exercise the Right of First Refusal to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by the Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the Indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the Indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the Indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to the Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon any Fee Mortgagee, the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (A) subordinate this Lease and all of their the Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust Fee Mortgagee, (B) agree that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, Fee Mortgage as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all remaining and (C) enter into a new lease with the Fee Mortgagee or the purchaser at any such sale on the same terms and conditions of this Lease for the balance of the terms Term then remaining. To effect the intent and provisions purpose of this Leasethe immediately preceding sentence, the Lessee agrees to execute and deliver such instruments in recordable from as are reasonably requested by the Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or Facility Lenders with respect to any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereofFacility Lessee, within thirty twenty (3020) days from the date of request, such Facility Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliverwithin such twenty (20)-day period, to such holders Facility Lender, an estoppel certificate along with a written agreement in a form and content reasonably acceptable to such holder whereby Facility Lender and Facility Lessee and whereby, as to any Property of such subtenants and sublessees subordinate Facility Lessee encumbered by a Facility Instrument of such Facility Lender, such Facility Lessee subordinates this Lease and all of their its rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof Facility Instrument and agree agrees with each such holder Facility Lender that such Facility Lessee and such subtenants and sublessees will attorn to and recognize such holder Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trustFacility Instrument, as the case may be, as Lessor under this Lease with respect to such Property for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder Facility Lender simultaneously executes and delivers to such Facility Lessee a written agreement (a) in form and content reasonably acceptable to such Facility Lessee consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, such Facility Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased such Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any as a result of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all an Event of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.Default. 105 4834-1440-2281v12

SUBORDINATION AND NON-DISTURBANCE. At This Lease shall be subject and subordinate to any first mortgage and to any junior mortgage that has been approved by the request from time to time by one or more holders of a mortgage or deed of trust first mortgagee that may now or hereafter be placed by Lessor upon the Leased Property or Building and/or the Land and to any part thereofand all advances to be made under such mortgages and to the interest thereon, and any and all renewals, replacements, modifications, consolidations, spreaders extensions and extensions consolidations thereof, within thirty provided that the mortgagee agrees not to disturb Tenant's right of possession or its other rights under this Lease (30so long as Tenant is not in default hereunder beyond any applicable notice or cure period) days from in accordance with a Subordination and Non-Disturbance Agreement in the date mortgagee's standard form (provided that such form is commercially reasonable). Any mortgagee may elect to give this Lease priority to its mortgage, except that the Lease shall not have priority to (i) the prior right, claim and lien of requestsuch mortgagees in, Lessee to and upon any insurance proceeds and the disposition thereof under the mortgage; (ii) the prior right, claim and lien of such mortgagees in, to and upon any award or compensation heretofore or hereafter to be made for any taking by eminent domain of any part of the Premises, and to the right of disposition thereof under the mortgage; and (iii) any lien, right, power or interest, if any, which may have arisen or intervened in the period between the recording of the mortgages and the execution of this Lease, or any lien or judgment which may arise any time under the terms of this Lease. In the event of such election and upon notification by such mortgagee, this Lease shall be deemed prior in lien to the said mortgage. This Article X shall be self-operative, but in confirmation thereof, Tenant shall execute and deliver a Subordination and shall have all subtenants Non-Disturbance Agreement in the mortgagee's standard form (provided that such form is commercially reasonable) or sublessees whatever other instruments may be reasonably required by the first mortgagee or junior mortgagee to acknowledge such subordination or priority in a recordable form. Any mortgagee's standard processing fee and any Landlord's reasonable attorneys' fees associated with the execution of the Leased Property execute Subordination and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust Non-Disturbance Agreement shall be payable as Additional Rent. Landlord represents that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions date of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any Landlord is the fee owner of the foregoing, Lessee Building and such subtenants Land and sublessees shall not be disturbed in peaceful enjoyment of there is no mortgage encumbering the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofBuilding and/or Land.

SUBORDINATION AND NON-DISTURBANCE. At This Lease shall be subject and subordinate to any first mortgage and to any junior mortgage that has been approved by the request from time to time by one or more holders of a mortgage or deed of trust first mortgagee that may now or hereafter be placed by Lessor upon the Leased Property or Building and/or the Land and to any part thereofand all advances to be made under such mortgages and to the interest thereon, and any and all renewals, replacements, modifications, consolidations, spreaders extensions and extensions consolidations thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes the subordination of this Lease to any mortgage entered into after the date of this Lease shall be upon the express condition that so long as Tenant is not in default beyond any applicable notice and delivers a written agreement (a) consenting to cure periods under this Lease and agreeing thatTenant agrees to attorn to the purchaser at a foreclosure sale, notwithstanding any Tenant's rights under this Lease shall be recognized by such other purchaser. Any mortgagee may elect to give this Lease priority to its mortgage, deed except that the Lease shall not have priority to (i) the prior right, claim and lien of trustsuch mortgagees in, to and upon any insurance proceeds and the disposition thereof under the mortgage; (ii) the prior right, claim and lien of such mortgagees in, to and upon any award or compensation heretofore or hereafter to be made for any taking by eminent domain of any part of the Premises, and to the right of disposition thereof under the mortgage; and (iii) any lien, right, title power or interest, if any, which may have arisen or intervened in the period between the recording of the mortgages and the execution of this Lease, or any default, expiration, termination, foreclosure, sale, entry lien or other act or omission under, pursuant to or affecting judgment which may arise any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases time under the terms of this Lease. In the event of such election and provisions expressly set forth herein; upon notification by such mortgagee, this Lease shall be deemed prior in lien to the said mortgage. This Article X shall be self-operative, but in confirmation thereof, Tenant shall execute and deliver the Lease Subordination, Attornment and Non-Disturbance Agreement (b"Subordination Agreement") agreeing that for any period while it is Lessor hereunderattached hereto as Exhibit D or whatever other instruments may be required by the first mortgagee or junior mortgagee to acknowledge such subordination or priority in a recordable form, it will performand if Tenant fails to do so within ten (10) days after demand, fulfill Tenant hereby irrevocably appoints Landlord as Tenant's attorney in fact, in its name, place and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided stead to do so. If such a mortgagee in the mortgage future does not require such a document, at Tenant's request, Landlord shall obtain on behalf of Tenant a subordination and non-disturbance agreement on such mortgagee's standard form (and Tenant may, at its option, negotiate the form of such subordination and non-disturbance agreement with such mortgagee). Any such future mortgagee's standard processing fee and any Landlord's reasonable attorneys' fees associated with the execution of any subordination and non-disturbance agreement or deed other document by Tenant in connection with future financing by Landlord shall be at the sole cost and expense of trust, that all proceeds of Landlord. Landlord shall obtain and deliver to Tenant Massachusetts Mutual's signature on the casualty insurance described in Article XIV Subordination Agreement upon the execution and delivery of this Lease by Tenant, at the sole cost and all Awards described in Article XV will be made available for restoration expense of Landlord including payment of such mortgagee's standard processing fee, and provided that at such time Tenant shall also provide its signature on the Subordination Agreement. Landlord represents that Landlord's only mortgagee as of the Leased Property date of this Lease is Massachusetts Mutual and that as and to of the extent required by date of this Lease, subject only to reasonable regulation regarding Lease there is no ground lease encumbering the disbursement and application thereof.Land. ARTICLE XI BACK-UP GENERATOR

SUBORDINATION AND NON-DISTURBANCE. At This Lease shall be subject and subordinate to any first mortgage and to any junior mortgage that has been approved by the request from time to time by one or more holders of a mortgage or deed of trust first mortgagee that may now or hereafter be placed by Lessor upon the Leased Property or Building and/or the Land and to any part thereofand all advances to be made under such mortgages and to the interest thereon, and any and all renewals, replacementsextensions and consolidations thereof. Any mortgagee may elect to give this Lease priority to its mortgage, modificationsexcept that the Lease shall not have priority to (i) the prior right, consolidationsclaim and lien of such mortgagees in, spreaders to and extensions upon any insurance proceeds and the disposition thereof under the mortgage; (ii) the prior right, claim and lien of such mortgagees in, to and upon any award or compensation heretofore or hereafter to be made for any taking by eminent domain of any part of the Premises, and to the right of disposition thereof under the mortgage; and (iii) any lien, right, power or interest, if any, which may have arisen or intervened in the period between the recording of the mortgages and the execution of this Lease, or any lien or judgment which may arise any time under the terms of this Lease. In the event of such election and upon notification by such mortgagee, this Lease shall be deemed prior in lien to the said mortgage. This Article X shall be self-operative, but in confirmation thereof, within thirty (30) days from the date of request, Lessee Tenant shall execute and deliver and shall have all subtenants whatever instruments may be required by the first mortgagee or sublessees of the Leased Property execute and deliver, junior mortgagee to acknowledge such holders a written agreement subordination or priority in a recordable form reasonably with such commercially reasonable changes as may be requested by Tenant, so long as such changes are acceptable to such holder whereby Lessee mortgagee, and such subtenants if Tenant fails to do so within ten (10) days after demand, Tenant hereby irrevocably appoints Landlord as Tenant’s attorney in fact, in its name, place and sublessees subordinate this Lease stead to do so. Any mortgagee’s standard processing fee and all any Landlord’s reasonable attorneys’ fees associated with the execution of their rights any subordination and estate hereunder to each such mortgage or deed of trust non-disturbance agreement shall be payable as Additional Rent. Landlord represents that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV date of this Lease there is no mortgage encumbering the Building or the Land. EAST\66392481.7 Executed to take effect as a sealed instrument. LANDLORD:404 XXXXX LLC, a Delaware limited liability company By : /s/ Xxxxx Xxxxx Manager TENANT:INTRALINKS HOLDINGS, INC., a Delaware corporation By: /s/ Xxxxxx X. Xxxxxxxxx Name : Xxxxxx X. Xxxxxxxxx Title: As its President and all Awards described in Article XV will be made available for restoration of the Leased Property as CEO, and to the extent required by this Leasenot individually and without personal liability By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: As its Secretary, subject only to reasonable regulation regarding the disbursement and application thereof.not individually and without personal liability EAST\66392481.7 Exhibit A

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereofThis Lease, and any and all renewalsrights of Tenant hereunder, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver are and shall have be subject and subordinate in all subtenants or sublessees of the Leased Property execute and deliver, respect to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease all future ground leases, overriding leases and agreeing that, notwithstanding any such other mortgage, deed underlying leases and/or grants of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, term of the Property and/or the Building *Omitted information is the subject of a request for confidential treatment pursuant to or affecting any Rule 24b-2 under the Securities Exchange Act of 1934 and has been filed separately with the foregoing, Lessee Securities and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property Exchange Commission. or the subleased property (as applicable) nor shall this Lease (nor portion thereof in which the applicable subleases) be terminated Premises are located in whole or canceled at any timein part, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunderall mortgages and building loan agreements, it will performincluding leasehold mortgages and building loan agreements, fulfill and observe all of Lessor's representationswhich may now or hereafter affect the Property and/or the Building (collectively, warranties and agreements set forth herein the “Superior Mortgages”) whether or therein; not the Superior Mortgages shall also cover other lands and/or buildings and (c) agreeingeach and every advance made or hereafter to be made under the Superior Mortgages and to all renewals, unless modifications, replacements substitutions and extensions of the Superior Mortgages and spreaders and consolidations of the Superior Mortgages, provided, however that the Mortgagee (defined below) agrees in writing that for so long as Tenant is not in default of its obligations set forth in this Lease beyond any applicable notice and cure period, the Mortgagee will not, in foreclosing against, or taking possession of the Premises or otherwise expressly exercising its right under the Superior Mortgage, disturb the Tenant’s right of possession under this Lease. In confirmation of such subordination, Tenant shall within ten (10) days after receipt of a request for the same, provided the provisions of the foregoing sentence are complied with to Tenant’s benefit, execute and deliver at its own cost and expense any instrument, in recordable form if required, and reasonably satisfactory to Tenant, that Landlord or the Mortgagee or any of their respective successors in interest may reasonably request to evidence such subordination. Tenant acknowledges and agrees that a Subordination, Non-Disturbance and Attornment Agreement substantially in the mortgage or deed of trust, that all proceeds of form attached as Exhibit 20.1 (the casualty insurance described in Article XIV “SNDA”) meets the requirements of this Lease Section 20.1 and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof20.

SUBORDINATION AND NON-DISTURBANCE. At Subject to the request from time to time by one or more holders provisions of a mortgage or deed this Section, this Lease and the leasehold estate created hereby shall be, at the option and upon written declaration of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereofLandlord, subject, subordinate, and inferior to the lien and estate of any liens, trust deeds, and encumbrances ("Mortgages"), and all renewals, replacementsextensions, modifications, consolidations, spreaders and extensions or replacements thereof, within thirty (30) days from now or hereafter imposed by Landlord upon the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this LeasePremises; provided, however, that each such holder simultaneously executes this Lease shall not be subordinate to any Mortgage arising after the date of this Lease, or any renewal, extension, or replacement thereof, unless and delivers a written until Landlord provides Tenant with an agreement (a) consenting "Non-Disturbance Agreement"), signed and acknowledged by each holder of any such interest, setting forth that, so long as Tenant is not in default hereunder, Landlord's and Tenant's rights and obligations hereunder shall remain in force and Tenant's right to possession shall be upheld. If any mortgagee, trustee or ground lessor shall elect to subordinate the lien of its mortgage, deed of trust or ground lease to this Lease, and shall give written notice thereof to Tenant, then this Lease and agreeing that, notwithstanding any shall be deemed prior to such other mortgage, deed of trust, rightor ground lease whether this Lease is dated prior or subsequent to the date of said mortgage, title deed of trust or interestground lease or the date of recording thereof. The Non-Disturbance Agreement may contain such additional provisions regarding nondisturbance, or subordination and attornment as are customarily requested by secured lenders with liens encumbering real property security similar to the Premises. Tenant shall, within ten (10) days following a request by Landlord, execute, acknowledge and deliver the Non-Disturbance Agreement, and any default, expiration, termination, foreclosure, sale, entry other subordination agreement or other act documents required to establish of record the priority of any such encumbrance over this Lease. Tenant's failure to execute such documents within ten (10) days after written demand shall constitute an Event of Default by Tenant hereunder, or, at Landlord's option, Landlord shall execute such documents on behalf of Tenant as Tenant's attorney-in-fact. Tenant does hereby make, constitute and irrevocably appoint Landlord as Tenant's attorney-in-fact and in Tenant's name, place and stead, to execute such documents in accordance with this Section. In addition, as long as they do not materially increase Tenant's monetary obligations or omission undermaterially diminish Tenant's rights hereunder, pursuant Tenant agrees to make such modifications to this Lease as may be required by a lender not affiliated with Landlord in connection with the obtaining of financing or affecting any refinancing of the foregoingPremises. In addition, Lessee and even if any such subtenants and sublessees modification did materially increase Tenant's monetary obligations or materially diminish Tenant's rights hereunder, Tenant nonetheless still shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property make such modification if (as applicablei) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or it is a reasonable modification for such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right lender to terminate this Lease or the applicable subleases require under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; circumstances and (cii) agreeingLandlord, unless in its sole discretion, elects, as between Landlord and Tenant, to bear any increased costs resulting from such modification that otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will would be made available for restoration of the Leased Property as and to the extent required borne by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofTenant.

SUBORDINATION AND NON-DISTURBANCE. At a. Notwithstanding anything contained herein to the request from time contrary, this Lease shall be subject and subordinate to time by one any underlying land leases or more holders of a mortgage mortgages which may now or deed of trust that may hereafter be placed by Lessor upon affect this Lease, the Leased Building or the Property or any part thereof, and any and also to all renewals, replacementsmodifications, modificationsextensions, consolidations, spreaders and extensions thereofreplacements of such underlying land leases and such mortgage provided that Tenant obtains from such Mortgagee (as hereinafter defined) the benefits of a SNDA (as defined in Paragraph 15[e] below). In confirmation of the subordination set forth in this Paragraph 15, within thirty (30) days from the date of Tenant shall, at Landlord's request, Lessee shall execute and deliver and shall have all subtenants or sublessees such further instruments as may be desired by the holder(s) of the Leased Property execute and deliver, to such holders mortgage (a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage "Mortgagee") or deed of trust that encumbers the Leased Property or by any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale lessor under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of underlying land leases. Notwithstanding the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee Landlord or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor Mortgagee shall have the right to terminate subordinate or cause to be subordinated, in whole or in part, any such underlying land leases or mortgage to this Lease (but not in respect to priority of entitlement of insurance or condemnation proceeds). If any such underlying land leases or mortgage terminates for any reason or any such mortgage is foreclosed or a conveyance in lieu of foreclosure is made for any reason, Tenant shall, notwithstanding any subordination, deliver to Mortgagee or the applicable subleases under Landlord within ten (10) days of written request an attornment agreement, providing that such Tenant shall continue to abide by and comply with the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV conditions of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or Facility Lenders with respect to any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereofFacility Lessee, within thirty ten (3010) days from the date of request, such Facility Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliverwithin such ten (10)-day period, to such holders Facility Lender, an estoppel certificate along with a written agreement in a form and content reasonably acceptable to such holder Facility Lender whereby such Facility Lessee and such subtenants and sublessees subordinate subordinates this Lease and all of their its rights and estate hereunder to each such mortgage or deed of trust Facility Instrument that encumbers the portion of the Leased Property utilized by such Facility Lessee or any part thereof and agree agrees with each such holder Facility Lender that such Facility Lessee and such subtenants and sublessees will attorn to and recognize such holder Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trustFacility Instrument, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each Lessor and each such holder Facility Lender simultaneously executes and delivers to such Facility Lessee a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, such Facility Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of such portion of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any accordance with Article XVI as a result of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all an Event of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofDefault.

SUBORDINATION AND NON-DISTURBANCE. At This Lease shall be subject and subordinate to any first mortgage and to any junior mortgage that has been approved by the request from time to time by one or more holders of a mortgage or deed of trust first mortgagee that may now or hereafter be placed by Lessor upon the Leased Property or Building and/or the Land and to any part thereofand all advances to be made under such mortgages and to the interest thereon, and any and all renewals, replacements, modifications, consolidations, spreaders extensions and extensions consolidations thereof, within thirty provided that the mortgagee agrees not to disturb Tenant’s right of possession or its other rights under this Lease (30so long as Tenant is not in default hereunder beyond any applicable notice or cure period) days from in accordance with a Subordination and Non-Disturbance Agreement in the date mortgagee’s standard form (provided that such form is commercially reasonable). Any mortgagee may elect to give this Lease priority to its mortgage, except that the Lease shall not have priority to (i) the prior right, claim and lien of requestsuch mortgagees in, Lessee to and upon any insurance proceeds and the disposition thereof under the mortgage; (ii) the prior right, claim and lien of such mortgagees in, to and upon any award or compensation heretofore or hereafter to be made for any taking by eminent domain of any part of the Premises, and to the right of disposition thereof under the mortgage; and (iii) any lien, right, power or interest, if any, which may have arisen or intervened in the period between the recording of the mortgages and the execution of this Lease, or any lien or judgment which may arise any time under the terms of this Lease. In the event of such election and upon notification by such mortgagee, this Lease shall be deemed prior in lien to the said mortgage. This Article X shall be self-operative, but in confirmation thereof, Tenant shall execute and deliver a Subordination and shall have all subtenants Non-Disturbance Agreement in the mortgagee’s standard form (provided that such form is commercially reasonable) or sublessees whatever other instruments may be reasonably required by the first mortgagee or junior mortgagee to acknowledge such subordination or priority in a recordable form. Any mortgagee’s standard processing fee and any Landlord’s reasonable attorneys’ fees associated with the execution of the Leased Property execute Subordination and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust Non-Disturbance Agreement shall be payable as Additional Rent. Landlord represents that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions date of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any Landlord is the fee owner of the foregoing, Lessee Building and such subtenants Land and sublessees shall not be disturbed in peaceful enjoyment of there is no mortgage encumbering the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofBuilding and/or Land.

SUBORDINATION AND NON-DISTURBANCE. At This Lease shall be subject and subordinate to any mortgage ("Mortgage") or ground lease ("Ground Lease") now or hereinafter placed on or affecting the request from time to time by one Lot, the Building, or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property both, or any part thereofportion or portions thereof or interest therein, which are separately and together hereinafter in this Article VIII referred to as the "affected premises," and to each advance made or hereafter to be made under any Mortgage, and any and to all renewals, replacements, modifications, consolidations, spreaders replacements and extensions thereofthereof and all substitutions of any Mortgage or Ground Lease. In the event that any mortgagee or its successor in title or any ground lessor shall succeed to the interest of Landlord, within thirty then Tenant shall and does hereby agree to attorn to such mortgagee or successor or ground lessor and to recognize such mortgagee or successor or ground lessor as its Landlord. Any claim by Tenant under the Lease against the mortgagee or such successor or ground lessor shall be satisfied solely out of the mortgagee's or such successor's or ground lessor's interest in the Premises and Tenant shall not seek recovery against or out of any other assets of mortgagee or such successor or ground lessor. Within three (303) business days after the Lease Execution Date, Landlord shall initiate a request to the mortgagee and Landlord shall thereafter use commercially diligent efforts to obtain from the date mortgagee on Tenant's behalf an agreement on the part of request, Lessee shall execute and deliver and shall have all subtenants or sublessees such mortgagee to not disturb Tenant's rights of possession hereunder in substantially the form attached hereto as Exhibit D with such changes therein that the parties thereto reasonably agree. At any other time during the Term of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or conditioned upon Tenant not being in default under any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and subsequent to the extent required by this LeaseTerm Commencement Date and upon Tenant's delivery of an estoppel certificate accepting the Premises and acknowledging that Landlord has completed the Landlord's Work in accordance with the provisions hereof, subject only Landlord shall use commercially diligent efforts to reasonable regulation regarding obtain from any mortgagee or ground lessor on Tenant's behalf an agreement on the disbursement and application thereofpart of such mortgagee or ground lessor to not disturb Tenant's rights of possession hereunder in substantially the form attached hereto as Exhibit D with such changes therein that the parties thereto reasonably agree.

SUBORDINATION AND NON-DISTURBANCE. At This Lease shall be subordinate and subject to all ground and underlying leases and to any first mortgages or deeds to secure debt thereon and to any first mortgages or deeds to secure debt covering the request from time fee of the Building, Building Parking Area or Land, that now or may hereafter affect the Building, Building Parking Area or Land, and to time by one all renewals, modifications or more holders of a replacements provided, however, that with respect to any ground lease, underlying lease and/ or first mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereofto secure debt, within thirty (30) days after Tenant executes this Lease and, with respect to any future ground lease, underlying lease and/or first mortgage or deed to secure debt, on or before the effective date thereof, Landlord shall obtain from the date of requestits ground lessor, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders underlying lessor and/or mortgagee a written agreement in a form reasonably acceptable to such holder whereby Lessee with Tenant which shall be binding on their respective successors and such subtenants assigns and sublessees subordinate shall provide that so long as this Lease shall be in full force and all of their rights and estate hereunder effect (a) Tenant shall not be joined as a defendant in any proceeding which may be instituted to each such terminate or enforce the ground or underlying lease or to foreclose or enforce the mortgage or deed to secure debt; (b) Tenant's possession and use of trust that encumbers the Leased Property Land, Building Parking Area and Building in accordance with the provisions of this Lease shall not be affected or disturbed by reason of the subordination to or any part thereof modification of or default under the ground or underlying lease or first mortgage or deed to secure debt; and agree with each such holder that Lessee (c) the ground and such subtenants underlying lessor and sublessees mortgagee will subordinate and subject their respective rights, if any, to the insurance proceeds payable under policies of insurance required to be carried by Landlord under Article 10 hereof. If the ground or underlying lessor and/or mortgagee or any successor in interest shall succeed to the rights of Landlord under this Lease, whether through possession, surrender, assignment, subletting, judicial or foreclosure action, or delivery of a deed or otherwise, Tenant will attorn to and recognize such holder or successor-landlord as Tenant's landlord and the purchaser at any foreclosure sale or any sale under a power successor-landlord will accept such attornment and recognize such successor- landlord as Tenant's rights of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance possession and use of the Term then remaining, subject to all of Leased Premises in accordance with the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes . This clause shall be self- operative and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed no further instrument of trust, right, title attornment or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees recognition shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofrequired.

SUBORDINATION AND NON-DISTURBANCE. Concurrently with the execution and delivery of any Fee Mortgage entered into after the date hereof, provided that the Lessee executes and delivers an agreement of the type described in the following paragraph, the Lessor shall obtain and deliver to the Lessee an agreement by the holder of such Fee Mortgage, pursuant to which, (a) the applicable Fee Mortgagee consents to this Lease and (b) agrees that, notwithstanding the terms of the applicable Fee Mortgage held by such Fee Mortgagee, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under or pursuant to such Fee Mortgage or a transfer in lieu of foreclosure, (i) the Lessee shall not be disturbed in peaceful enjoyment of the Leased Property nor shall this Lease be terminated or canceled at any time, except in the event that the Lessor shall have the right to terminate this Lease under the terms and provisions expressly set forth herein, (ii) the Lessee's options to purchase the Leased Property pursuant to Articles 13 and 14 of this Lease shall remain in force and effect pursuant to the terms hereof and (iii) in the event that the Lessee elects its option to purchase the Leased Property and performs all of its obligations hereunder in connection with any such election, the holder of the Fee Mortgage shall release its Fee Mortgage upon payment by the Lessee of the purchase price required hereunder, provided, that (1) such purchase price is paid to the holder of the Fee Mortgage, in the event that the indebtedness secured by the applicable Fee Mortgage is equal to or greater than the purchase price or (2) in the event that the purchase price is greater than the indebtedness secured by the Fee Mortgage, a portion of the purchase price equal to the indebtedness secured by the Fee Mortgage is paid to the Fee Mortgagee and the remainder of the purchase price is paid to the Lessor. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon any Fee Mortgagee, the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees (a) subordinate this Lease and all of their the Lessee's rights and estate hereunder to each the Fee Mortgage held by such mortgage or deed of trust Fee Mortgagee and (b) agree that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder Fee Mortgagee or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, Fee Mortgage as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all . To effect the intent and purpose of the terms immediately preceding sentence, the Lessee agrees to execute and provisions of this Leasedeliver such instruments in recordable from as are reasonably requested by the Lessor or the applicable Fee Mortgagee; provided, however, that each such holder Fee Mortgagee simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except type described in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofpreceding paragraph.

SUBORDINATION AND NON-DISTURBANCE. At (a) Subject to the request following sentence, this Lease is and shall be subject and subordinate to all ground leases, deeds of trust and mortgages (collectively, “Mortgages”) which may now or hereafter affect the Premises and to all renewals, modifications, consolidations, replacements, and extensions of such Mortgages; provided, that at Landlord’s election, this Lease shall be superior to any or al Mortgages. This provision is self-executing and no further instrument shall be required to establish such subordination or superiority; provided, if Landlord shall obtain and deliver to Tenant from time any present or future mortgagee, trustee, fee owner, prime lessor or any person having an interest in the Premises superior to time by one or more holders this Lease (“Mortgagee”) such Mortgagee’s customary form of a written subordination, non-disturbance and attornment agreement in recordable form providing, among other things, that so long as Tenant performs all of the terms, covenants and conditions of this Lease and agrees to attorn to the mortgagee, beneficiary of the deed of trust, purchaser at a foreclosure sale, Table of Contents prime lessor or fee owner or such customary terms and conditions as such Mortgagee may reasonably require, substantially in the form attached hereto as Exhibit “G”, this provision is self-executing and no further instrument shall be required to establish such subordination or superiority. Tenant’s rights under this Lease shall not be disturbed and shall remain in full force and effect for the Term, and Tenant shall not be joined by the holder of any mortgage or deed of trust that may hereafter be placed by Lessor in any action or proceeding to foreclose thereunder. Tenant’s obligations to pay rent upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date Commencement Date shall be conditioned upon receipt of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written non-disturbance agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except substantially in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property form attached hereto as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.Exhibit “G”

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereofThis Lease, and any and all renewalsrights of Tenant hereunder, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver are and shall have be subject and subordinate in all subtenants or sublessees of the Leased Property execute and deliver, respect to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease all future ground leases, overriding leases and agreeing that, notwithstanding any such other mortgage, deed underlying leases and/or grants of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any term of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of Property and/or the Leased Property Building or the subleased property portion thereof in which the Premises are located in whole or in part (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any timecollectively, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other “Superior Leases”), Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunderall mortgages and building loan agreements, it will performincluding leasehold mortgages and building loan agreements, fulfill and observe all of Lessor's representationswhich may now or hereafter affect the Property and/or the Building (collectively, warranties and agreements set forth herein the “Superior Mortgages”) whether or therein; not the Superior Mortgages shall also cover other lands and/or buildings and (c) agreeingeach and every advance made or hereafter to be made under the Superior Mortgages and to all renewals, unless modifications, replacements substitutions and extensions of the Superior Mortgages and spreaders and consolidations of the Superior Mortgages, provided, however that the lessor under any Superior Lease (the “Ground Lessor”) and/or Mortgagee (defined below), as applicable, agrees in writing that for so long as Tenant is not in default of its obligations set forth in this Lease beyond any applicable notice and cure period, the Ground Lessor and/or Mortgagee, as applicable, will not, in foreclosing against, or taking possession of the Premises or otherwise expressly exercising its right under the Superior Lease and/or Superior Mortgage, as applicable, disturb Tenant’s right of possession under this Lease. In confirmation of such subordination, Tenant shall within ten (10) days after receipt of a request EAST\174041517.9 for the same, provided the provisions of the foregoing sentence are complied with to Tenant’s benefit, execute and deliver at its own cost and expense any instrument, in recordable form if required, and reasonably satisfactory to Tenant, that Landlord or the Ground Lessor and/or Mortgagee or any of their respective successors in interest may reasonably request to evidence such subordination. Tenant acknowledges and agrees that a Subordination, Non-Disturbance and Attornment Agreement substantially in the mortgage or deed of trust, that all proceeds of form attached as Exhibit 20.1 (the casualty insurance described in Article XIV “SNDA”) meets the requirements of this Lease Section 20.1 and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof20.

SUBORDINATION AND NON-DISTURBANCE. At This Lease shall be subject and subordinate at all times to: (i) all ground leases or underlying leases now existing or hereafter executed affecting the request from time to time by one Building or more holders any of a the Real Property, or both; and (ii) the lien of any mortgage or deed of trust that may now existing or hereafter executed in any amount for which any of the Demised Premises, ground leases, underlying leases, or Landlord's interest or estate in any of said items is specified as security. Notwithstanding the foregoing, Landlord shall have the right to subordinate or cause to be placed by Lessor upon the Leased Property subordinated any such ground leases or any part thereof, and such liens to underlying leases or to this Lease. In the event that any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants ground lease or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such underlying lease terminates for any reason or any mortgage or deed of trust that encumbers is foreclosed or a conveyance in lieu of foreclosure is made for any reason, Tenant shall, notwithstanding any subordination and at the Leased Property or any part thereof and agree with each option of such holder that Lessee and such subtenants and sublessees will successor, attorn to and recognize become Tenant of the successor in interest to Landlord, at the option of such holder successor in interest. Tenant covenants and agrees to execute and deliver, within ten (10) days of request by Landlord and in the form requested by Landlord, any additional documents evidencing the priority or subordination of this Lease with respect to any such ground leases or underlying leases or in the purchaser at any foreclosure sale or any sale under a power lien of sale contained in any such mortgage or deed of trust. If Tenant fails to timely execute such additional documents, Tenant hereby appoints Landlord as Tenant's attorney-in-fact for the case may besole purpose of executing such additional documents on behalf of Tenant. If requested by any present or future lender or ground lessor, as Lessor Tenant agrees to amend this Lease provided such amendment does not materially increase the obligations or materially decrease the rights of Tenant under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.

SUBORDINATION AND NON-DISTURBANCE. At The Lease and any extensions, renewals, replacements or modifications of the request from time Lease, and all of the right, title, and interest of Tenant in and to time by one or more holders the Premises are and shall be now and hereafter subject and subordinate to the lien of a mortgage or any deed of trust that may hereafter be placed by Lessor upon encumbering the Leased Property or any part thereof, Building (a “Deed of Trust”) and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions conditions contained in any Deed of this LeaseTrust, and to any and all renewals, modifications, replacements, consolidations or extensions of such Deed of Trust; provided the holder of any such Deed of Trust must agree, in writing, not to disturb Tenant’s possession of the Premises so long as Tenant is not in default hereunder beyond any applicable notice and cure periods. Within thirty (30) days after the Lease Effective Date, Landlord shall furnish Tenant with a Subordination, Non-disturbance and Attornment Agreement in substantially the same form attached hereto as Exhibit E (an “SNDA”), executed by such holder and Tenant agrees to execute such SNDA with ten (10) days after the Tenant’s receipt thereof. In the event Landlord fails to deliver the SNDA to Tenant on or before the Commencement Date, Tenant shall have the right to withhold Rent on a day-for-day basis until Tenant receives a SNDA executed by Landlord and lender, provided, however, that each such holder simultaneously executes upon Tenant’s receipt of a SNDA executed by Landlord and delivers a lender, Tenant shall pay all Rent so withheld by Tenant with the next Rent payment due. Tenant, at any time and from time to time upon not less than ten (10) days prior written agreement (a) consenting notice from Landlord, will execute, acknowledge and deliver to this Lease and agreeing thatLandlord and, notwithstanding at Landlord’s request, to any such other mortgage, deed prospective mortgagee of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any part of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property Building or the subleased property (land upon which the Building is located, a subordination agreement so long as applicable) nor shall this Lease (nor such subordination agreement has non-disturbance provisions consistent with the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofforegoing provisions.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or Facility Lenders with respect to any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereofFacility Lessee, within thirty ten (3010) days from the date of request, such Facility Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliverwithin such ten (10)-day period, to such holders Facility Lender, an estoppel certificate along with a written agreement in a form and content reasonably acceptable to such holder Facility Lender whereby such Facility Lessee and such subtenants and sublessees subordinate subordinates this Lease and all of their its rights and estate hereunder to each such mortgage or deed of trust Facility Instrument that encumbers the portion of the Leased Property utilized by such Facility Lessee or any part thereof and agree agrees with each such holder Facility Lender that such Facility Lessee and such subtenants and sublessees will attorn to and recognize such holder Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trustFacility Instrument, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder Facility Lender simultaneously executes and delivers to such Facility Lessee a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, such Facility Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of such portion of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any Event of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases Default under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or Facility Lenders with respect to any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereofFacility Lessee, within thirty twenty (3020) days from the date of request, such Facility Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliverwithin such twenty (20)-day period, to such holders Facility Lender, an estoppel certificate along with a written agreement in a form and content reasonably acceptable to such holder whereby Facility Lender and Facility Lessee and whereby, as to any Property of such subtenants and sublessees subordinate Facility Lessee encumbered by a Facility Instrument of such Facility Lender, such Facility Lessee subordinates this Lease and all of their its rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof Facility Instrument and agree agrees with each such holder Facility Lender that such Facility Lessee and such subtenants and sublessees will attorn to and recognize such holder Facility Lender or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trustFacility Instrument, as the case may be, as Lessor under this Lease with respect to such Property for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder Facility Lender simultaneously executes and delivers to such Facility Lessee a written agreement (a) in form and content reasonably acceptable to such Facility Lessee consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, such Facility Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased such Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any as a result of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all an Event of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofDefault.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereofThis Lease, and any Option (as defined below) granted hereby, upon Landlord’s written election, shall be subject and all renewalssubordinate to any ground lease, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees subordinate this Lease and all of their rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such holder simultaneously executes and delivers a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other mortgage, deed of trust, right, title or interest, or any defaultother hypothecation or security now or hereafter placed upon the Premises and to any and all advances made on the security thereof and to all renewals, expirationmodifications, terminationconsolidations, foreclosurereplacements and extensions thereof. Notwithstanding such subordination, sale, entry or other act or omission under, pursuant Tenant’s right to or affecting any quiet enjoyment of the foregoing, Lessee and such subtenants and sublessees Premises shall not be disturbed if Tenant is not in peaceful enjoyment default (beyond any applicable cure periods) and so long as Tenant shall pay the Rent and observe and perform all of the Leased Property or the subleased property (as applicable) nor shall provisions of this Lease, unless this Lease (nor is otherwise terminated pursuant to its terms and Landlord shall, subject to the applicable subleases) terms set forth at Section 19.01 hereof, use commercially reasonable efforts to obtain for Tenant a commercially reasonable subordination and non-disturbance agreement to that effect. At the request of any mortgagee, trustee or ground lessor, Tenant shall attorn to such person or entity and in connection with such attornment Tenant’s occupancy will not be terminated or canceled at disturbed by any time, except in such party taking possession of the event Lessee or such applicable subtenant or sublessee Premises as long as Tenant is not in default under of this Lease. If any mortgagee, trustee or ground lessor shall elect to have this Lease and any Options granted hereby prior to the lien of its mortgage, deed of trust or ground lease, and shall give written notice thereof to Tenant, this Lease and such Options shall be deemed prior to such mortgage, deed of trust or ground lease, whether this Lease or any such Options are dated prior or subsequent to the date of said mortgage, deed of trust or ground lease or the date of recording thereof. In the event of the Other Leasesforeclosure of a security device, Lessor the Lease shall have continue so long as Tenant is not in default (beyond any applicable notice and cure periods) hereunder and the right new owner shall not (a) be liable for any act or omission of any prior landlord or with respect to terminate this Lease events occurring prior to its acquisition of title, or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that be liable for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or therein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, that all proceeds of the casualty insurance described in Article XIV breach of this Lease by any prior landlord. During the Term of this Lease Tenant agrees to execute and all Awards acknowledge any commercially reasonable documents Landlord reasonably requests Tenant execute to effectuate an attornment or a subordination as described in Article XV will be made available for restoration of the Leased Property this Section 14.02, so long as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereofsuch documents do not restrict Tenant’s right hereunder.

SUBORDINATION AND NON-DISTURBANCE. At the request from time to time by one or more institutional holders of a mortgage or deed of trust that may hereafter be placed by Lessor upon the Leased Property or any part thereof, and any and all renewals, replacements, modifications, consolidations, spreaders and extensions thereof, within thirty (30) days from the date of request, Lessee shall execute and deliver and shall have all subtenants or sublessees of the Leased Property execute and deliver, to such holders a written agreement in a form reasonably acceptable to such holder whereby Lessee and such subtenants and sublessees will subordinate this Lease and all of their Lessee's rights and estate hereunder to each such mortgage or deed of trust that encumbers the Leased Property or any part thereof and agree with each such institutional holder that Lessee and such subtenants and sublessees will attorn to and recognize such holder or the purchaser at any foreclosure sale or any sale under a power of sale contained in any such mortgage or deed of trust, as the case may be, as Lessor under this Lease for the balance of the Term then remaining, subject to all of the terms and provisions of this Lease; provided, however, that each such institutional holder simultaneously executes executes, delivers and delivers records a written agreement (a) consenting to this Lease and agreeing that, notwithstanding any such other lease, mortgage, deed of trust, right, title or interest, or any default, expiration, termination, foreclosure, sale, entry or other act or omission under, pursuant to or affecting any of the foregoing, Lessee and such subtenants and sublessees shall not be disturbed in peaceful enjoyment of the Leased Property or the subleased property (as applicable) nor shall this Lease (nor the applicable subleases) be terminated teriminated or canceled at any time, except in the event Lessee or such applicable subtenant or sublessee is in default under this Lease or any of the Other Leases, Lessor shall have the right to terminate this Lease or the applicable subleases under the terms and provisions expressly set forth herein; (b) agreeing that for any period while it is Lessor hereunder, it will perform, fulfill and observe all of Lessor's representations, warranties and agreements set forth herein or thereinherein; and (c) agreeing, unless otherwise expressly provided in the mortgage or deed of trust, agreeing that all proceeds of the casualty insurance described in Article XIV of this Lease and all Awards described in Article XV will be made available to Lessor for restoration of the Leased Property as and to the extent required by this Lease, subject only to reasonable regulation regarding the disbursement and application thereof.