Common use of SUBORDINATION AND NON-DISTURBANCE Clause in Contracts

SUBORDINATION AND NON-DISTURBANCE. Subject to the provisions of this Agreement, Tenant hereby agrees that the Lease and the rights of Tenant in and to the Premises are subject and subordinate to the Mortgage, and to all amendments, supplements, modifications, renewals and extensions thereof, as fully and with the same effect as if the Mortgage had been duly executed, acknowledged and recorded prior to the execution of the Lease and delivery of possession of the Premises to Tenant; provided, however, that Lender agrees and consents to the terms and provisions of the Lease and agrees that Tenant’s rights and privileges under the Lease, and Tenant’s possession of the Premises, shall not be terminated, diminished or interfered with by Lender in the exercise of any of Lender’s rights under the Mortgage so long as Tenant is not in default under the Lease beyond any applicable notice and cure periods. Lender agrees not to join Tenant as a party defendant in any action or proceeding foreclosing the Mortgage unless such joinder is necessary to foreclose the Mortgage and then only for such purpose and not for the purpose of terminating the Lease. This subordination relates solely to the Mortgage and is not effective with respect to any other lien, including without limitation, any other lien to which the Mortgage is (or later becomes) subordinate. In furtherance of the foregoing, Tenant’s rights and privileges under the Lease shall be senior to those of any other instruments recorded, hereafter recorded or otherwise subordinated to the Mortgage, as if the Lease had not been subordinated to the Mortgage.

SUBORDINATION AND NON-DISTURBANCE. Subject to the provisions of this Agreement, Tenant hereby agrees that the This Lease and the rights of Tenant in and to the Premises are subject and shall be ------------------------------------- subordinate to any mortgage or other security instrument, or any ground lease, master lease, or primary lease, that now or hereafter covers all or any part of the MortgagePremises, and also to all amendments, supplementsrenewals, modifications, renewals consolidations and extensions thereofof such underlying mortgage, security instrument, ground lease, master lease or primary lease. Although no instrument or act on the part of Tenant shall be necessary to effectuate such subordination, Tenant shall, nevertheless, execute and deliver such further reasonable instruments confirming such subordination as fully and with the same effect as if the Mortgage had been duly executedmay be desired by Landlord's Mortgagee or by a lessor, acknowledged and recorded prior licensor or party to the execution of the Lease and delivery of possession of the Premises to Tenant; any agreement under any such underlying ground lease, master lease, or primary lease provided, however, that Lender agrees and consents that, as a condition thereto, Landlord shall obtain for Tenant a non-disturbance agreement in form reasonably acceptable to the terms and provisions of the Lease and agrees that Tenant’s rights and privileges under the LeaseTenant from Landlord's Mortgagee which shall provide that, and Tenant’s possession of the Premises, shall not be terminated, diminished or interfered with by Lender in the exercise of any of Lender’s rights under the Mortgage so long as Tenant is not in default under the terms this Lease beyond any applicable notice and cure grace periods. Lender agrees , Landlord's Mortgagee shall not to join Tenant as a party defendant in any action or proceeding foreclosing the Mortgage unless such joinder is necessary to foreclose the Mortgage and then only for such purpose and not for the purpose of terminating the disturb Tenant's rights under this Lease. This subordination relates solely to Landlord agrees that the Mortgage and is not effective with respect to any other lien, including without limitation, any other lien to which the Mortgage is (or later becomes) subordinate. In furtherance effectiveness of the foregoing, Tenant’s rights and privileges under the this Lease shall be senior conditioned upon Landlord's delivery to those Tenant of the initial subordination and non-disturbance agreement in accordance with the terms hereof on or before January 31, 1999. Any Landlord's Mortgagee may elect, at any time, unilaterally, to make this Lease superior to its mortgage, ground lease, master lease, or primary lease or other instruments recorded, hereafter recorded or otherwise subordinated to interest in the Mortgage, as if the Lease had not been subordinated to the MortgagePremises by so notifying Tenant in writing.

SUBORDINATION AND NON-DISTURBANCE. Subject to As of the provisions date of this Agreementthe Lease, Tenant hereby agrees Landlord does not own the fee interest in the Project. In the event that as of the Lease and Commencement Date there exists a mortgage or deed of trust recorded against the rights of Tenant in and to the Premises are subject and subordinate to the MortgagePremises, and to all amendments, supplements, modifications, renewals and extensions thereof, as fully and with the same effect as if the Mortgage had been duly executed, acknowledged and recorded then prior to the execution of the Lease Commencement Date and delivery of possession of the Premises to Tenant; provided, however, that Lender agrees and consents as a condition to the terms and provisions effectiveness of Tenant's obligations under this Lease (but not Tenant's obligations pursuant to the Lease and agrees that Tenant’s rights and privileges under the LeaseWork Letter Agreement attached as Exhibit "G" hereto), and Tenant’s possession of the PremisesLandlord will deliver to Tenant a commercially reasonable non-disturbance agreement executed by such superior lienholder agreeing in substance that, shall not be terminated, diminished or interfered with by Lender in the exercise of any of Lender’s rights under the Mortgage so long as Tenant is not in default under the terms of this Lease, its tenancy and all of its rights hereunder will not be disturbed throughout the term of this Lease beyond and any applicable notice and cure periods. Lender agrees not extensions thereof, which agreement shall be substantially in the form of Exhibit "J." If Tenant is required to join Tenant as a party defendant in any action or proceeding foreclosing the Mortgage unless such joinder is necessary to foreclose the Mortgage and then only for such purpose and not for the purpose of terminating the Lease. This subordination relates solely to the Mortgage and is not effective with respect to any other lien, including without limitation, any other lien to which the Mortgage is (or later becomes) subordinate. In furtherance of the foregoing, Tenant’s rights and privileges subordinate its interests under the Lease shall be senior to those the lien of any other instruments recordedmortgage or deed of trust or to any lien holder in the future, hereafter recorded Tenant's obligation to subordinate its interests is conditioned upon any such lien holder or otherwise subordinated prospective lien holder providing Tenant with a commercially reasonable non-disturbance agreement in the form attached hereto as Exhibit "J" which, in substance, agrees that so long as Tenant is not in default under the terms of this Lease, its tenancy for the use and purposes herein described and all rights granted to Tenant hereunder will not be disturbed and will remain in full force and effect throughout the Mortgage, as if the term of this Lease had and any extensions thereof. Tenant's duties and obligations hereunder will not been subordinated to the Mortgagebe modified in any way without Tenant's prior written consent. R-17 Intentionally Deleted.

SUBORDINATION AND NON-DISTURBANCE. Subject to As of the provisions date of this Agreementthe Lease, Tenant hereby agrees Landlord does not own the fee interest in the Project. In the event that as of the Lease and Commencement Date there exists a mortgage or deed of trust recorded against the rights of Tenant in and to the Premises are subject and subordinate to the MortgagePremises, and to all amendments, supplements, modifications, renewals and extensions thereof, as fully and with the same effect as if the Mortgage had been duly executed, acknowledged and recorded then prior to the execution of the Lease Commencement Date and delivery of possession of the Premises to Tenant; provided, however, that Lender agrees and consents as a condition to the terms and provisions effectiveness of Tenant's obligations under this Lease (but not Tenant's obligations pursuant to the Lease and agrees that Tenant’s rights and privileges under the LeaseWork Letter Agreement attached as Exhibit "G" hereto), and Tenant’s possession of the PremisesLandlord will deliver to Tenant a commercially reasonable non-disturbance agreement executed by such superior lienholder agreeing in substance that, shall not be terminated, diminished or interfered with by Lender in the exercise of any of Lender’s rights under the Mortgage so long as Tenant is not in default under the terms of this Lease, its tenancy and all of its rights hereunder will not be disturbed throughout the term of this Lease beyond and any applicable notice and cure periods. Lender agrees not extensions thereof, which agreement shall be substantially in the form of Exhibit"J." If Tenant is required to join Tenant as a party defendant in any action or proceeding foreclosing the Mortgage unless such joinder is necessary to foreclose the Mortgage and then only for such purpose and not for the purpose of terminating the Lease. This subordination relates solely to the Mortgage and is not effective with respect to any other lien, including without limitation, any other lien to which the Mortgage is (or later becomes) subordinate. In furtherance of the foregoing, Tenant’s rights and privileges subordinate its interests under the Lease shall be senior to those the lien of any other instruments recordedmortgage or deed of trust or to any lien holder in the future, hereafter recorded Tenant's obligation to subordinate its interests is conditioned upon any such lien holder or otherwise subordinated prospective lien holder providing Tenant with a commercially reasonable non-disturbance agreement in the form attached hereto as Exhibit "J" which, in substance, agrees that so long as Tenant is not in default under the terms of this Lease, its tenancy for the use and purposes herein described and all rights granted to Tenant hereunder will not be disturbed and will remain in full force and effect throughout the Mortgage, as if the term of this Lease had and any extensions thereof. Tenant's duties and obligations hereunder will not been subordinated to the Mortgagebe modified in any way without Tenant's prior written consent. R-17 Intentionally Deleted.